Common use of Reduction of Premises Clause in Contracts

Reduction of Premises. 1. Upon Xxxxxx’s delivery of an Adjustment Notice to Lessee for a reduction of Premises, Lessor may at Lessor’s sole discretion adjust the Premises by removing Residential Units in the Premises, subject to the requirements of this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term of the Lease, as calculated pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”). If the MCGRR Percentage Change (defined in Exhibit C) is at or below the 12% threshold, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing to the reduction of Premises despite the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment of the Premises so long as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premises. 4. The date to be used for calculating the time of the reduction in Premises shall be the date upon which the reduction in Premises would become effective.

Reduction of Premises. 1. Upon Xxxxxx’s delivery Tenant shall on the date that the Surrender Condition (as defined below) is fully satisfied (the “Surrender Date”) surrender the first floor portion of an Adjustment Notice the Premises containing approximately 7,848 rentable square feet (the “Surrender Space”) to Lessee for Landlord and immediately thereafter (i) the Lease will be deemed terminated with respect to the Surrender Space, (ii) the Premises shall be deemed reduced by the removal of the Surrender Space resulting in a reduction of Premises, Lessor may at Lessor’s sole discretion adjust the rentable square footage of the Premises by removing Residential Units from approximately 29,995 rentable square feet on the first (1st) and third (3rd) floors of the Building to approximately 22,147 rentable square feet on the third (3rd) floor of the Building, as shown on Exhibit A-2 attached hereto and incorporated herein, and (iii) the “Premises” as defined in the PremisesLease shall no longer be deemed to include the Surrender Space. Landlord acknowledges and agrees that it has inspected the Surrender Space and that Landlord will accept the Surrender Space in “AS-IS” condition notwithstanding any term or condition of the Lease to the contrary, and in no event shall Tenant be responsible for delivering possession of the Surrender Space free of the occupancy Exagrid Systems Inc. (“Exagrid”) . Landlord and Tenant acknowledge that the Surrender Space is currently subject to a Sublease between Tenant and Exagrid (the requirements of this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term of the Lease, as calculated pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRRSublease”). If Tenant’s obligations under this Section 2 are subject to Tenant entering into a written termination of the MCGRR Percentage Change Sublease with Exagrid and Tenant vacating the Surrender Space (defined the” Surrender Condition”). In the event the Surrender Condition is not satisfied on or before March 31, 2010, Tenant shall remain responsible for Basic Rent, Additional Rent and other costs, expenses and charges due under the Lease (without regard to modification to Basic Rent provided in Exhibit Cthis Amendment) is at or below the 12% threshold, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing with respect to the reduction of Premises despite Surrender Space until the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment earlier of the Premises so long as date (i) Surrender Condition is satisfied, or (ii) the conditions in this Section 2.8 are satisfied. Notwithstanding date the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited Term would have expired without regard to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premisesextension undertaken pursuant to this Amendment. 4. The date to be used for calculating the time of the reduction in Premises shall be the date upon which the reduction in Premises would become effective.

Reduction of Premises. 1. Upon Xxxxxx’s delivery of an Adjustment Notice to Lessee for a reduction of Premises, Lessor may at Lessor’s sole discretion adjust the Premises by removing Residential Units in the Premises, subject to the requirements of this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term As of the LeaseExtension Commencement Date, the Original Premises shall be reduced by approximately 9,420 RSF as calculated pursuant to more particularly depicted and cross-hatched on Exhibit A attached hereto and incorporated herein by this reference (the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRRVacated Space”). If The resulting space shall be Suite 200 and Suite 160 (and storage space) consisting of approximately 34,536 RSF (the MCGRR Percentage Change (defined “Reduced Premises”) and all references in Exhibit C) is at or below the 12% thresholdLease to the “Premises” shall mean the Reduced Premises. Tenant agrees to vacate and surrender possession of the Vacated Space and, then unless Landlord provides written notice to Tenant to the Lessor shall have the right, in Lessor’s sole discretioncontrary, to implement cause all parties claiming by, through or under Tenant to vacate and surrender possession of the reduction Vacated Space as of the Extension Commencement Date in Premisesthe condition as required by the Lease and this Amendment. If Landlord and Tenant hereby acknowledge and agree that effective as of the MCGRR Percentage Change exceeds Extension Commencement Date, Tenant renounces all right of possession in and to the 12% thresholdVacated Space. Any occupancy of the Vacated Space as of the Extension Commencement Date by Landlord or any party claiming by, then the Lessor through or under Landlord shall not have be deemed an eviction (constructive or otherwise). As of the right Extension Commencement Date, rights under the Lease solely for the Vacated Space shall be deemed terminated as though they had expired according to implement the reduction in Premisestheir terms, unless the Lessee consents in writing and except as provided herein, Landlord and Tenant shall be relieved of any and all further obligations thereunder; provided, however, such termination shall not affect Tenant’s liability for rental and other obligations accruing prior to the reduction Extension Commencement Date, including, without limitation, its obligation to pay Tenant’s Percentage Share of Premises despite Operating Expenses and Tenant’s Percentage Share of Real Property Taxes attributable to the threshold being exceededperiod prior to the Extension Commencement Date, at such time as such obligation is finally determined, nor shall the same affect Landlord’s liability to Tenant with respect to Adjustments due to Tenant under the Lease with respect to the Vacated Space. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment of the Premises so long as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premises. 4. The date to be used for calculating the time of the reduction in Premises shall be the date upon which the reduction in Premises would become effective.

Reduction of Premises. 1. Upon Xxxxxx’s delivery of an Adjustment Notice Tenant shall have the right to Lessee for a reduction of Premises, Lessor may at Lessor’s sole discretion adjust reduce the Premises by removing Residential Units up to twenty percent (20%) of the rentable square footage thereof, provided that such reduced s Reduction of Premises. Tenant shall have the right to reduce the Premises by up to twenty percent (20%) of the rentable square footage thereof, provided that such reduced space is comprised of contiguous areas (by floor) of the office and/or broadcast space, and is demisable into the leasable configuration, but in no event shall such reduced space include the Premisesstudio space on the fifth (5th) floor of the Building. 2.3.1 must be accompanied by an amount equal to six (6) months’ Base Rent and Additional Rent with respect to the Terminated Space (the “Reduction Payment”), and (iii) shall be effective as of (x) January 1, 2016 or (y) January 1, 2021, as applicable (the “Effective Termination Date”). If Tenant fails to timely deliver a Reduction Notice or the applicable Reduction Payment by the second of the applicable dates shown in clause (i) above, Tenant’s rights under this Section 2.3 shall be void and of no further force and effect. Landlord and Tenant hereby acknowledge and agree that so long as the aggregate amount of Terminates Space does not exceed twenty percent (20%) of the Premises as of the Commencement Date, a Reduction may specify any portion of the Premises as Terminated Space, subject to the requirements above limitations. For example, if Tenants first Reduction Notice designates five percent (5%) of the Premises as Terminated Space, Tenant’s second Reduction Notice may designate up to fifteen percent (15%) of the Premises as Terminated Space, subject in both cases to the above limitations. 2.3.2 The Terminated Space shall either be separately demised space as of the date of the Reduction Notice, or Tenant shall pay the costs and expenses of demising the Terminated Space in accordance with plans and specifications, with Building standard finishes, approved by Landlord, such approval not to be unreasonably withheld, conditioned, or delayed. Tenant shall pay Base Rent and Additional Rent, and any other amounts due under this Lease for the Terminated Space until the later of (i) the date on which the Terminated Space is vacated by Tenant and possession thereof delivered to Landlord, or (ii) the Effective Termination Date. Such date shall hereafter be referred to as the “Reduction Date.” 2.3.3 Upon delivery by Tenant to Landlord of the vacated Terminated Space, Tenant and Landlord shall agree upon the revised rentable square footage of the Premises to be available for Tenant’s use, based on the measurements in effect on the Commencement Date of this Section 2.8. 2Lease with respect to the Project and the Premises as reflected in Exhibit B (the “Revised Premises Area”). In exercising its right The rentable square footage of the Revised Premises Area shall be determined as of a Reduction Date by subtracting the rentable square footage of the Terminated Space from the rentable square footage of the Premises immediately prior to adjust such reduction. The rentable square footage of the Terminated Space shall equal the useable square footage of the Terminated Space multiplied by 1.2. From and after the applicable Reduction Date, the Base Rent, Tenant’s Pro Rata Share of Operating Expenses, and any other element of this Lease that is based on the rentable square footage of the Premises, Lessor shall not reduce be adjusted to reflect the Revised Premises by removing such number of Residential Units if at that time such reduction of Area. Landlord and Tenant shall execute an amendment to this Lease to reflect the Revised Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term of the LeaseArea, as calculated pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”). If the MCGRR Percentage Change (defined in Exhibit C) is at or below the 12% thresholdPro Rata Share, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing to the reduction of Premises despite the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% thresholdBase Rent, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment Additional Rent effective as of the Premises so long as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premisesa Reduction Date. 4. The date to be used for calculating the time of the reduction in Premises shall be the date upon which the reduction in Premises would become effective.

Reduction of Premises. 1. Upon Xxxxxx’s delivery Notwithstanding anything in the Amended Lease to the contrary, Landlord may, upon at least thirty (30) days’ prior written notice to Tenant (the “Recapture Notice”), recapture that portion of an Adjustment Notice to Lessee for a reduction of Premises, Lessor may at Lessor’s sole discretion adjust the Premises comprising approximately 29,348 square feet (subject to increase due to the designation by removing Residential Units Landlord of certain areas as common area (outlined in green on Exhibit A attached hereto) in the event that Landlord delivers a Recapture Notice) of Rentable Area depicted on Exhibit A attached hereto (the “Recapturable Premises, subject to the requirements of this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term of the Lease, as calculated pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”). If In the MCGRR Percentage Change event that Landlord issues a Recapture Notice: a. Tenant shall surrender the Recapturable Premises to Landlord as of the date specified in the Recapture Notice (but no earlier than thirty (30) days after Tenant’s receipt of said Recapture Notice) (the “Recapture Date”) in the condition and delivering the deliverables to Landlord required by the Amended Lease; b. The remaining Premises comprising approximately 26,240 square feet (subject to reduction due to the designation by Landlord of certain areas as common area (outlined in green on Exhibit A attached hereto) in the event that Landlord delivers a Recapture Notice) of Rentable Area (the “Remaining Premises”) shall be as depicted on Exhibit A attached hereto. The Recapture Notice shall state the actual Rentable Areas of the Remaining Premises and the Building, as determined by Landlord’s architect, and shall identify which areas, if any, outlined in green on Exhibit A are common areas; c. Neither the amount of Basic Annual Rent payable by Tenant nor the amount of the Security Deposit shall be affected; d. Landlord shall pay for any costs (without any obligation by Tenant to reimburse Landlord for the same) necessary to demise the Recapturable Premises from the remaining Premises (including segregating utilities and Building systems, if Landlord undertakes such activities); e. Tenant shall be entitled to non-exclusive use of its pro rata share (determined by dividing the rentable area of the Remaining Premises by the rentable area of the Building) of parking spaces at the Project; f. Tenant shall pay to Landlord its proportionate (based on one of the following, as reasonably determined by Landlord: (i) the actual Rentable Area of the Remaining Premises by the actual Rentable Area of the Building or (ii) the usage (as reasonably determined by Landlord) by Tenant and other tenants of the Building) share of Taxes, Insurance Costs and other operating expenses for the Property for which Tenant is otherwise responsible under the Lease (collectively, “Operating Expenses”); and g. From and after the Recapture Date, Landlord shall assume from Tenant any of Tenant’s obligations under the Lease to maintain, repair or replace any common areas of the Property, including the parking areas and any Building systems that service (either exclusively or in conjunction with part or all of the Remaining Premises) portions of the Property other than the Premises (the “Common Obligations”), and all costs incurred by Landlord in connection with Common Obligations shall constitute Operating Expenses for purposes of Section 3(f) hereof; provided that Landlord shall clarify in a writing to Tenant (delivered no later than twenty-one (21) days prior to the Recapture Date) which obligations Landlord shall be assuming and, at Tenant’s request, shall meet with a representative of Tenant to discuss the same. In no event shall the Common Obligations include Landlord’s Obligations (as defined in Exhibit C) is at or below Section 18.1 of the 12% threshold, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor Original Lease). h. Operating Expenses shall not include: any expenses in connection with Landlord’s Obligations; any expenses relating solely with respect to the Recapturable Premises or the tenant(s)/occupant(s) therein, with respect to the period after Tenant’s surrender of the Recapturable Premises to Landlord in the condition required by the Amended Lease; expenses for any item or service which Tenant pays directly to a third party or separately pays to Landlord; costs incurred due to the gross negligence or willful misconduct of Landlord or its agents and employees; penalties, fines and other costs incurred due to violation of Applicable Laws by Landlord; or any interest or penalties attributable to late payment by Landlord of any Operating Expenses. With respect to any Operating Expenses that constitute capital expenditures under generally accepted accounting principles (as reasonably determined by Landlord), Landlord shall amortize the same over the useful life of the same and include within Operating Expenses for a given calendar year only the annual amortization. i. Within one hundred twenty (120) days after each calendar year during the Term, Landlord shall provide Tenant with a statement of Operating Expenses for the Property and Tenant’s share of the same. Tenant shall have the right to implement the reduction in Premises, unless the Lessee consents in writing review Landlord’s records with respect to the reduction of Premises despite the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% thresholdOperating Expenses, and Lessee Landlord shall have no claim against Lessor whatsoever arising from Lessorprovide Tenant with reasonable access to Landlord’s adjustment books and records to facilitate such review at Landlord’s office. Any discrepancy in Landlord’s determination of Operating Expenses or Tenant’s share of the Premises so long as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premises. 4. The date to be used for calculating the time of the reduction in Premises same shall be the date upon which the reduction in Premises would become effectivepromptly reconciled.

Reduction of Premises. 1. Upon Xxxxxx’s delivery Effective as of an Adjustment Notice the Effective Date (the “Relinquishment Date”), Landlord does hereby agree to Lessee take back from Tenant, and Tenant does hereby agree to relinquish to Landlord, the Floor 57 portion of the Existing Premises (i.e., 22,561 square feet of net rentable area) (the “Relinquishment Premises”), as reflected on the floor plan of the Relinquishment Premises attached hereto and made a part hereof for a reduction of all purposes as EXHIBIT A. Tenant shall vacate the Relinquishment Premises (other than the “Angola Sublease Premises, Lessor may at Lessor’s sole discretion adjust the Premises by removing Residential Units in the Premises, subject ” defined below and depicted on EXHIBIT A) on or prior to the requirements Relinquishment Date and surrender same to Landlord in broom-clean condition, with all of this Section 2.8. 2Tenant’s trade fixtures, furnishings, equipment and other personal property removed therefrom with the exception of the furniture located therein if Tenant agrees to sell such furniture to Breitburn Management Company LLC or some other party next occupying the Relinquishment Premises. In exercising its right Landlord and Tenant hereby acknowledge and agree that from and after the Relinquishment Date, all of Tenant’s rights, privileges, duties and obligations accruing with respect to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Relinquishment Premises (when also taking into consideration other than those obligations that expressly or by their nature survive the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term termination of the Lease, as calculated pursuant Lease with respect to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”Relinquishment Premises). If the MCGRR Percentage Change (defined in Exhibit C) is at or below the 12% threshold, then the Lessor shall have the rightincluding, in Lessor’s sole discretionwithout limitation, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing to the reduction of Premises despite the threshold being exceeded. 3. Lessee expressly acknowledges XxxxxxTenant’s right to adjust possession and use thereof, shall terminate. From and after the Relinquishment Date, the Leased Premises (as set forth defined in this Section 2.8, including Lessor’s right to reduce the number Lease) shall consist of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below Existing Premises less the 12% thresholdRelinquishment Premises, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment the net rentable area of the Premises so long as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premises. 4. The date to be used for calculating the time of the reduction in Leased Premises shall be the date upon which the reduction in Premises would become effectivestipulated to be 44,463 square feet.

Reduction of Premises. 1Tenant has surrendered the Reduction Space to Landlord as of April 30, 2017 (the "Reduction Date"). Upon Xxxxxx’s Accordingly, commencing retroactively from and after the Reduction Date and following Tenant's delivery of an Adjustment Notice the Termination Consideration (defined below), the Reduction Space shall be deemed surrendered by Tenant to Lessee for a reduction of PremisesLandlord, Lessor may at Lessor’s sole discretion adjust the Premises by removing Residential Units in Lease as amended hereby (the Premises, subject "Amended Lease") shall be deemed terminated with respect to the requirements of this Section 2.8. 2. In exercising its right Reduction Space (except as to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term those provisions which expressly survive termination of the Lease), and the "Premises", as calculated defined in the Lease, shall be deemed to mean the Retained Premises. In addition, the parties hereby acknowledge and agree that a of the Redl1ction Date; the Original Premises shall consist of approximately 285,563 rentable square feet (pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”1996 BOMA). If As consideration for Landlord's agreement to accept Tenant's surrender of the MCGRR Percentage Change (defined Reduction pace, and in Exhibit C) is at or below accordance with Section 2.4 of the 12% thresholdOriginal Lease, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing prior to the reduction Reduction Date, Tenant shall pay to Landlord One Hundred Ninety-Three Thousand Eighty-Nine and 00/100 Dollars ($193,089.00) (the "Termination Consideration"). Notwithstanding therefore going, in-lieu of Premises despite delivering the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right Termination Consideration directly to adjust the Premises as set forth in this Section 2.8Landlord, including Lessor’s right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee Landlord shall have no claim against Lessor whatsoever arising from Lessor’s adjustment apply a portion of the Premises so long Unused Tenant Improvement Allowance in the amount of $193,089.00 against the Termination Consideration. Landlord agrees that it has inspected the Reduction Space and agrees to accept the Reduction Space in its as is condition. The parties acknowledge and agree that in lieu of Tenant s obligation to remove a fan coil unit on the conditions in this Section 2.8 are satisfied. Notwithstanding 18th floor of the foregoingBuilding, Residential Units temporarily withdrawn Tenant shall pay to Landlord the amount of Eight Hundred Fifty Dollars ($850.00) ("Fan Coil Removal Cost"), which Fan Coil Removal Cost shall be deducted from the inventory of available Residential Units for subleasing by Lessee for the purposes of completing Alterations, including but not limited Credit Payment (as defined below) paid to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the PremisesTenant. 4. The date to be used for calculating the time of the reduction in Premises shall be the date upon which the reduction in Premises would become effective.

Reduction of Premises. 1On or prior to 11:59 p.m. on June 15, 2015 (the “Surrender Date”), Tenant shall: (i) surrender to Landlord that certain portion of the Premises consisting of approximately 34,106 rentable square feet (the “Surrendered Premises”), as shown on Exhibit A to this Third Amendment, with all of Tenant’s property, trade fixtures, and equipment removed therefrom and otherwise in broom-clean, good order, condition, and repair, except for ordinary wear and tear and casualty damage, and (ii) return any and all keys for the Surrendered Premises to Landlord. Upon Xxxxxx’s delivery of an Adjustment Notice to Lessee for a reduction of Effective on the Surrender Date, (a) the Premises shall no longer include the Surrendered Premises, Lessor may at Lessor(b) the term “Premises” shall refer only to the space originally leased to Tenant consisting of approximately 28,494 rentable square feet (and shall expressly exclude the Surrendered Premises) and (c) the terms “Tenant’s sole discretion adjust the Premises by removing Residential Units in the PremisesShare of Expenses,” “Tenant’s Proportionate Share,” and words of similar import shall mean 45.52%, subject to the requirements of this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term terms of the Lease, as calculated pursuant . Subject to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”). If terms of this Third Amendment, Tenant’s obligations under the MCGRR Percentage Change (defined in Exhibit C) is at or below the 12% threshold, then the Lessor shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing Lease with respect to the reduction of Surrendered Premises despite (the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right “Surrendered Premises Obligations”) shall continue until 11:59 p.m. on the Surrender Date, at which time such Surrendered Premises Obligations shall expire, except for any obligations that accrued prior to adjust the Premises as set forth in this Section 2.8, including Lessor’s right to reduce Surrender Date but have not been satisfied before the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment of the Premises so long as the conditions in this Section 2.8 are satisfiedSurrender Date. Notwithstanding the foregoing, Residential Units temporarily withdrawn from in the inventory event Tenant holds over with respect to the Surrendered Premises on or past the Surrender Date, (x) Tenant shall be responsible for all of available Residential Units for subleasing by Lessee for the purposes Surrendered Premises Obligations through (and including) the date Tenant actually vacates and surrenders the Surrendered Premises to Landlord in accordance with the terms of completing Alterationsthis Third Amendment, including but not limited to any emergency repairs, rehabilitation, or restoration, (y) the definitions of “Premises” and “Tenant’s Proportionate Share” shall not count for change as described in this Third Amendment until the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will date immediately following such temporary withdrawal for Alterations reduce the Premises. 4. The date date, and (z) Tenant shall be deemed to be used for calculating holding over with respect to the time Surrendered Premises, the terms of Section 15 of the reduction in Premises Lease shall apply to such holding over and Landlord shall be entitled to exercise or pursue any or all of its rights under the date upon which the reduction Lease, at law or in Premises would become effectiveequity with respect to such holding over.

Reduction of Premises. 1. Upon Xxxxxx’s delivery Provided no Event of an Adjustment Notice to Lessee for Default by Tenant then exists under this Lease, and provided that Lucent Technologies Inc. or a reduction of Premises, Lessor may at Lessor’s sole discretion adjust Tenant Affiliate is the Tenant then occupying the Premises by removing Residential Units in the Premises, subject to the requirements of under this Section 2.8. 2. In exercising its right to adjust the Premises, Lessor shall not reduce the Premises by removing such number of Residential Units if at that time such reduction of Premises (when also taking into consideration the cumulative addition of units pursuant to Section 2.8(a) above and cumulative reductions from prior reductions of Premises if applicable) would result in an estimated decrease of more than twelve percent (12%) in cumulative Gross Receipts over the Term of the Lease, as calculated pursuant to the methodology set forth in Exhibit C “Maximum Cumulative Gross Receipts Reduction”(“MCGRR”). If the MCGRR Percentage Change (defined in Exhibit C) is at or below the 12% threshold, then the Lessor Tenant shall have the right, in Lessor’s sole discretion, to implement the reduction in Premises. If the MCGRR Percentage Change exceeds the 12% threshold, then the Lessor shall not have the right to implement the reduction in Premises, unless the Lessee consents in writing to the reduction of Premises despite the threshold being exceeded. 3. Lessee expressly acknowledges Xxxxxx’s right to adjust the Premises as set forth in this Section 2.8, including Lessor’s one-time right to reduce the number of Residential Units without Lessee’s consent if the MCGRR Percentage Change is at or below the 12% threshold, and Lessee shall have no claim against Lessor whatsoever arising from Lessor’s adjustment size of the Premises so long by 15,000 square feet of usable area by eliminating either Area A or Area B (as those areas are shown on Exhibit F --------- attached hereto and by reference made a part hereof) from the Premises effective as of the date (the "Reduction Date") which is the last day of the month within which the second anniversary of the Rental Commencement Date occurs by eliminating either Area A or Area B (as those areas are shown on Exhibit F --------- attached hereto and by reference made a part hereof) from the Premises effective as of the Reduction Date. Tenant shall exercise such right to reduce the size of the Premises, if at all, by (i) providing Landlord, on or before the date one hundred eighty (180) days prior to the Reduction Date, with written notice of Tenant's election to reduce the size of the Premises, which notice shall specify either Area A or Area B as the conditions in this Section 2.8 are satisfied. Notwithstanding the foregoing, Residential Units temporarily withdrawn area to be eliminated from the inventory Premises as of the Reduction Date (provided however in the event such notice fails to specify Area A or Area B, Tenant shall be deemed to have elected to eliminate Area A); and (ii) delivering to Landlord with Tenant's reduction notice, a reduction payment equal to Seven Hundred Fifty Thousand Dollars ($750,000.00), in immediately available Residential Units for subleasing by Lessee for funds, which shall be in addition to and not in lieu of any Rent payable under this Lease. No such reduction notice shall be effective unless the purposes reduction payment in immediately available funds is delivered to Landlord with such notice, and no such reduction notice shall be effective if it is given less than one hundred eighty (180) days prior to the Reduction Date. Upon the giving of completing Alterations, a valid reduction notice in accordance with this Paragraph 52 (including but not limited without limitation the delivery to any emergency repairs, rehabilitation, or restoration, shall not count for the purposes of calculating the Maximum Cumulative Gross Receipts Reduction; nor will such temporary withdrawal for Alterations reduce the Premises. 4. The date to be used for calculating the time Landlord of the reduction payment in immediately available funds), this Lease shall terminate as of the Reduction Date with respect to the portion of the Premises shall be eliminated therefrom as a result of such reduction as fully and completely as if the Reduction Date were the date upon which herein originally fixed for the expiration of the Term with respect to such space, and Tenant shall remain liable for all obligations and undertakings of Tenant under this Lease through the Reduction Date as though the Reduction Date were the original expiration date of the Term with respect to such space. Landlord and Tenant acknowledge and agree that the reduction payment as provided above is a reasonable estimate of the damage to Landlord resulting from the reduction of the size of the Premises pursuant to this Paragraph 52 and is not a penalty. Effective as of the Reduction Date, the terms and provisions of Exhibit "M" attached hereto and by reference made a part hereof shall become ----------- effective, and in Premises would become effective.the event of any conflict between the terms and provisions of this Lease and the terms and provisions of Exhibit "M", the terms and provisions ----------- of Exhibit "M" shall control for all purposes. -----------