Common use of Tenant Termination Right Clause in Contracts

Tenant Termination Right. Notwithstanding any provision to the contrary contained in this Lease, Tenant shall have two (2) options (each, a "Termination Option") to terminate and cancel this Lease effective as of (i) the last day of the ninety-second (92nd) full calendar month of the Lease Term with respect to the first Termination Option, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Termination Date”), upon Tenant’s delivery of written notice to Landlord (the “Termination Notice”), which notice shall be delivered to Landlord on or before the date which is twelve (12) full calendar months prior to the applicable Termination Date, and, concurrently with its delivery of such Termination Notice, Tenant shall deliver to Landlord the “Termination Fee,” as that term is defined hereinbelow, as consideration for and as a condition precedent to such early termination. The “Termination Fee” shall be equal to (A) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect to the first Termination Option, and (B) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination Fee, this Lease shall automatically terminate and be of no further force or effect, and Landlord and Tenant shall be relieved of their respective obligations under this Lease, as of the Termination Date, except with respect to those obligations set forth in this Lease, which specifically survive the expiration or earlier termination of this Lease, including, without limitation, the payment by Tenant of all amounts owed by Tenant under this Lease, up to and including the Termination Date. Each Termination Option shall automatically terminate and be of no further force or effect in the event (x) Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3, (y) Tenant’s right to possession of the Premises has previously been terminated, or (z) Tenant is in default under this Lease (beyond the expiration of all applicable notice and cure periods), as of the date of Tenant’s delivery of the Termination Notice to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee of the Original Tenant’s or its Permitted Transferee Assignee' interest in this Lease.

Tenant Termination Right. Notwithstanding any provision A. In the event (a) the Demised Premises or Building shall be damaged by fire or other casualty and Tenant shall be unable to use the Demised Premises for the Permitted Use (set forth in Section 1.9) or Tenant shall be denied reasonable access to the contrary contained in this LeaseDemised Premises as a result of such damage and (b) Landlord shall give Tenant notice of its election to continue the Lease rather than terminate same pursuant to Section 14.4, then, if such damage is not repaired within the Casualty Restoration Period (as defined herein), Tenant shall have two (2) options (each, a "Termination Option") to terminate and cancel this Lease effective as ofthe following options: (i) to give to Landlord, within ten (10) days next following the last day expiration of the ninety-second Casualty Restoration Period, a five (92nd5) full calendar month days’ notice of the Lease Term with respect to the first Termination Option, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Termination Date”), upon Tenant’s delivery of written notice to Landlord (the “Termination Notice”), which notice shall be delivered to Landlord on or before the date which is twelve (12) full calendar months prior to the applicable Termination Date, and, concurrently with its delivery of such Termination Notice, Tenant shall deliver to Landlord the “Termination Fee,” as that term is defined hereinbelow, as consideration for and as a condition precedent to such early termination. The “Termination Fee” shall be equal to (A) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect to the first Termination Option, and (B) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination Fee, this Lease shall automatically terminate and be of no further force or effect, and Landlord and Tenant shall be relieved of their respective obligations under this Lease, as of the Termination Date, except with respect to those obligations set forth in this Lease, which specifically survive the expiration or earlier termination of this Lease, including, without limitation, or (ii) to extend the payment Casualty Restoration Period for a further period of three (3) months by Tenant of all amounts owed by Tenant under this Lease, up notice given to and including the Termination Date. Each Termination Option shall automatically terminate and be of no further force or effect in the event Landlord within ten (x10) Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3, (y) Tenant’s right to possession of the Premises has previously been terminated, or (z) Tenant is in default under this Lease (beyond days after the expiration of all applicable the initial Casualty Restoration Period. In the event Tenant shall have given such notice to Landlord extending the initial Casualty Restoration Period and cure periods)if such damage shall not have been repaired by Landlord within any extended Casualty Restoration Period, as Tenant shall have the options to (a) further extend the Casualty Restoration Period for further successive periods of three (3) months, by notice given to Landlord within twenty (20) days after the date expiration of Tenant’s delivery any extended Casualty Restoration Period or (b) to give Landlord, within twenty (20) days after the expiration of the Termination Notice to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee such extended Casualty Restoration Period a five (5) days' notice of the Original Tenant’s or its Permitted Transferee Assignee' interest in termination of this Lease.

Tenant Termination Right. Notwithstanding If all or part of the Leased Premises shall be destroyed or rendered wholly untenantable by fire or other casualty (whether or not insured) and this Lease has not been terminated pursuant to any other provision hereof, Landlord shall prepare an engineering estimate of the date when the Landlord’s restoration work will be substantially completed (the “Estimated Restoration Date”) and give written notice thereof to Tenant within 90 days after the contrary contained in date of the damage; provided, that if such damage is due to an uninsured casualty and Landlord elects not to restore such damage, Landlord shall so notify Tenant within such 90-day period. If the Estimated Restoration Date is later than one year from the date of the damage, or if Landlord gives notice under the proviso clause of the preceding sentence that such damage will not be restored, Tenant may terminate this Lease, Lease by giving Landlord written notice of its election to do so within forty-five (45) days after the date of Landlord’s notice under this paragraph above. Tenant shall have two (2) options (each, a "Termination Option") no right to terminate and cancel this Lease effective on account of fire or other casualty, except as of expressly provided in this Section 5.07(c). If Landlord’s restoration work has not been substantially completed within the one-year period after the date of damage (i) the last day or such later date as may have been specified in Landlord’s initial notice of the ninety-second Estimated Restoration Date), subject in either case to extension for not more than ninety (92nd90) full calendar month days, except in cases of Force Majeure, in which event the extension shall not exceed a total of six (6) months in the aggregate, then Tenant shall have the right to terminate this Lease Term with respect by giving Landlord written notice of its election to do so within 30 days after the first Termination Optionend of such period, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Termination Date”), upon Tenant’s delivery of written notice to Landlord (the “Termination Notice”), which notice shall be delivered to Landlord on or before the date which is twelve (12) full calendar months prior to the applicable Termination Date, and, concurrently with its delivery of if Tenant timely gives such Termination Notice, Tenant shall deliver to Landlord the “Termination Fee,” as that term is defined hereinbelow, as consideration for and as a condition precedent to such early termination. The “Termination Fee” shall be equal to (A) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect to the first Termination Option, and (B) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination Feenotice, this Lease shall automatically terminate 30 days after the date thereof unless Landlord’s restoration work is substantially completed within such 30-day period, in which event such termination notice shall be void and this Lease shall continue in full force and effect. If Landlord shall not have terminated the Lease pursuant to Section 5.07(b), Tenant shall also have the right to terminate this Lease if the conditions described in clause (i) of Section 5.07(b) shall occur, by notice from Tenant to Landlord given within sixty (60) days after the date of damage, the effective date of which shall not be of no further force less than thirty (30) days or effectmore than ninety (90) days after the day on which the termination notice is given to Landlord. Tenant’s notice may specify a later date for such termination, not more than one year after the casualty, provided that Tenant may continue to lawfully occupy the Leased Premises in accordance with all applicable building codes and other legal requirements notwithstanding such casualty, Landlord shall not be required to restore the Building (including any Tenant Improvements), and Tenant shall not be relieved of their respective obligations under this Lease, as of the Termination Date, except with respect entitled to those obligations set forth in this Lease, which specifically survive the expiration or earlier termination of this Lease, including, without limitation, the payment by Tenant of all amounts owed by Tenant under this Lease, up to and including the Termination Date. Each Termination Option shall automatically terminate and be of no further force or effect in the event (x) Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3, (y) Tenant’s right to possession of the Premises has previously been terminated, or (z) Tenant is in default under this Lease (any rent abatement for any period beyond the expiration of all applicable date ninety (90) days after the day on which the termination notice and cure periods), as of the date of Tenant’s delivery of the Termination Notice is given to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee of the Original Tenant’s or its Permitted Transferee Assignee' interest in this Lease.

Tenant Termination Right. Notwithstanding any provision to the contrary contained in this Lease, Tenant shall have two (2) options (each, a "Termination Option") to terminate and cancel this Lease effective as of of (i) the last day of the ninety-second (92nd) full calendar month of the Lease Term with respect to the first Termination Option, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Date Termination Date”), upon Tenant’s delivery of written notice to Landlord (the “Termination Notice”), which notice shall be delivered to Landlord Notice ndlord on or before the date which is twelve (12) full calendar months prior to the applicable Termination Date, and, concurrently with its delivery of such Termination Notice, Tenant shall deliver to Landlord the “Termination Fee,” as that term is defined hereinbelow, as consideration for and as a condition precedent to such early termination. The “Termination Fee” shall be equal to Fee (A) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect to the first Termination Option, and (B) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination Fee, this Lease shall automatically terminate and be of no further force or effect, and Landlord and Tenant shall be relieved of their respective obligations under this Lease, as of the Termination Date, except with respect to those obligations set forth in this Lease, which specifically survive the expiration or earlier termination of this Lease, including, without limitation, the payment by Tenant of all amounts owed by Tenant under this Lease, up to and including the Termination Date. Each Termination Option shall automatically terminate and be of no further force or effect in the event (x) Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3, (y) Tenant’s right to possession of the Premises has previously th been terminated, or (z) Tenant is in default under this Lease (beyond the expiration of all applicable notice and cure periods), as of the date of Tenant’s delivery of the Termination ination Notice to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee of the Original Tenant’s or its th Permitted Transferee Assignee' interest in this Lease.

Tenant Termination Right. Notwithstanding Provided that Tenant is not in default under this Lease after the expiration of any provision to applicable notice and cure period as of the contrary contained in this Leasedate of Tenant’s delivery of the “Termination Notice,” as that term is defined below, the Original Tenant or a Permitted Assignee, as the case may be, only shall have two (2) options (each, a "Termination Option") the one-time right to terminate and cancel this Lease effective as of (i) of the last first day of the ninetysixty-second eighth (92nd68th) full calendar month of the Lease Term with respect to the first Termination Option, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Termination Date”), upon Tenant’s delivery of provided that (i) Tenant delivers written notice to Landlord (the “Termination Notice”), which notice shall be delivered to Landlord ) on or before the date which that is twelve (12) full calendar months prior to the applicable Termination DateDate stating Tenant’s election to terminate this Lease pursuant to the terms and conditions of this Section 2.3, and, concurrently and (ii) concurrent with its delivery Landlord’s receipt of such the Termination Notice, Landlord receives from Tenant shall deliver to Landlord an amount (the “Termination Fee”) equal to the sum of (a) the unamortized portion, as of the Termination Date, calculated with interest at a rate equal to 7% per annum, of the “Concessions,” as that term is defined hereinbelowbelow, as and (b) the Base Rent that would have been payable under this Lease during the six (6) month period following the Termination Date had Tenant not terminated this Lease pursuant to the terms of this Section 2.3, which Termination Fee shall be in consideration for of and as a condition precedent to such early termination. The For purposes of this Lease, the “Termination FeeConcessions” shall be equal to (A) mean the total amount of free or abated Base Rent provided, tenant improvement costs incurred and estimated Direct Expenses which would otherwise have been brokerage commission paid by in connection with this Lease. Provided that Tenant (as if terminates this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect pursuant to the first Termination Option, and (B) the total amount terms of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination FeeSection 2.3, this Lease shall automatically terminate and be of no further force or effect, effect and Landlord and Tenant shall be relieved of their respective obligations under this Lease, Lease as of the Termination Date, except with respect to those obligations set forth in this Lease, Lease which relate to the term of Tenant’s lease of the Premises and/or that specifically survive the expiration or earlier termination of this Lease, including, without limitation, the payment by Tenant of all amounts owed by Tenant under this Lease, Lease up to and including the Termination Date. Each Termination Option shall automatically terminate and be of no further force or effect in the event (x) Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3, (y) Tenant’s right to possession of the Premises has previously been terminated, or (z) Tenant is in default under this Lease (beyond the expiration of all applicable notice and cure periods), as of the date of Tenant’s delivery of the Termination Notice to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee of the Original Tenant’s or its Permitted Transferee Assignee' interest in this Lease.

Tenant Termination Right. Notwithstanding any provision In the event that Tenant has a bona fide legitimate need for space equal to or greater than 20,000 square feet of Rentable Floor Area (including the contrary contained in this LeasePremises) and provides written notice (the “Addition Space Notice”) to Landlord thereof on or before August 1, 2005, then Tenant shall have two (2) options (each, a "Termination Option") the right to terminate and cancel this Lease effective unless Landlord is able to accommodate such space needs of Tenant by providing such space in the Building or alternatively by providing such space as of a contiguous unit in the building located at 000 Xxxxxxxxx Xxxx Xxxxx, Xxxxxxxxx, Xxxxxxxxxxxxx, or by causing the owner thereof to so provide such space. In the event that Landlord is able to accommodate Tenant’s space needs as aforesaid, then Tenant shall execute a written lease in substantially the form of this Lease for such space (i) the last day of the ninety-second (92nd) full calendar month of the Lease Term with respect to the first Termination Option, and (ii) the last day of the one hundred forth (104th) full calendar month of the Lease Term with respect to the second Termination Option (as applicable, the “Termination DateExpansion Lease”), upon Tenant’s delivery except that the term of written the lease shall be for a period of not less than five (5) years from the date of such lease and the rent shall be at the Fair Market Rent then prevailing in the area as reasonably determined by Landlord and set forth in a notice to Landlord Tenant (the “Termination Landlord’s Rent Notice”), unless Tenant notifies Landlord that it disagrees with Landlord’s determination of Fair Market Rent (“Tenant’s Rent Notice”), in which notice event Fair Market Rent shall be delivered to Landlord on or before determined as set forth in Section 2.5 below, and the date which is twelve (12) full calendar months prior to the applicable Termination Date, and, concurrently with its delivery of such Termination Notice, Tenant shall deliver to Landlord the “Termination Fee,” as that term is defined hereinbelow, as consideration for and as a condition precedent to such early termination. The “Termination Fee” Expansion Lease shall be equal to entered into within thirty (A30) the total amount days after Fair Market Rent is determined as provided in Section 2.5 below. If Tenant concurs with Xxxxxxxx’s determination of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the nine (9) calendar months following the Termination Date with respect to the first Termination OptionFair Market Rent, and (B) the total amount of Base Rent and estimated Direct Expenses which would otherwise have been paid by Tenant (as if this Lease had not been terminated) for the seven (7) calendar months following the Termination Date with respect to the second Termination Option. Subject to Landlord’s timely receipt of the Termination Notice and the Termination Fee, this Lease shall automatically terminate and be of no further force or effect, and Landlord and Tenant shall be relieved execute the Expansion Lease within thirty (30) days of their respective obligations under this Landlord’s Rent Notice. Tenant’s failure to execute the Expansion Lease, as of the Termination Dateprovided above, except with respect to those obligations set forth in this Lease, which specifically survive the expiration or earlier termination of this Lease, including, without limitation, the payment shall constitute a default by Tenant hereunder, unless such failure was caused by Landlord or unless such failure is cured within thirty (30) days of all amounts owed by Landlord’s notice to Tenant under this Lease, up to and including the Termination Dateof such default. Each Termination Option shall automatically terminate and be of no further force or effect in In the event (x) that the Landlord cannot accommodate such space needs of Tenant fails to properly and timely exercise such Termination Option as set forth in this Section 2.3aforesaid, (y) Tenant’s then Tenant shall have the right to possession of terminate the Premises has previously been terminated, or Lease by no less than six (z6) Tenant is in default under this Lease (beyond the expiration of all applicable months prior notice and cure periods), as of the date of Tenant’s delivery of the Termination Notice given to Landlord. The Termination Options granted to Tenant under this Section 2.3 is personal to the Original Tenant and its Permitted Transferee Assignee and may not be exercised by any assignee, sublessee, or transferee of the Original Tenant’s or its Permitted Transferee Assignee' interest in this Lease.