Common use of Tenant’s Early Cancellation Right Clause in Contracts

Tenant’s Early Cancellation Right. Tenant shall have the one (1) time right to terminate and cancel the Lease effective as of the date ("Termination Date") which is the last day of the thirty-sixth (36th) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New Term, which right is contingent upon Tenant paying to Landlord the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 10. To exercise such termination right, Tenant must deliver to Landlord, on or before the date which is two hundred seventy (270) days prior to the actual Termination Date, written notice of Tenant's exercise of such termination right (the "Termination Notice"), along with the Termination Consideration. As used herein, the "Termination Consideration" shall mean an amount equal to the sum of: (A) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment (including in connection with any First Refusal Space leased by Tenant pursuant to Section 9 above); plus (B) the unamortized amount of all cost of the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid or provided by Landlord for any First Refusal Space leased by Tenant pursuant to Section 9 above; plus (D) an amount equal to three (3) months of Monthly Basic Rent calculated at the rate that would otherwise be payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease not been terminated; and (E) the unamortized portion of the Abated Rent (as defined in Section 6 above) provided by Landlord to Tenant. The brokerage commissions, Tenant Improvement costs and Abated Rent with respect to the Premises leased by Tenant shall all be amortized on a straight-line basis over the scheduled initial sixty-six (66) month New Term, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixty-six (66) month New Term as of the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent and tenant improvement costs/allowance, if any, paid for or provided by Landlord to Tenant for any First Refusal Space leased by Tenant pursuant to Section 9 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Refusal Space, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial lease term for such First Refusal Space as of the Termination Date. If Tenant properly and timely exercises its termination option in this Section 10 in strict accordance with the terms hereof, the Lease shall expire at midnight on the Termination Date, and Tenant shall be required to surrender the New Premises to Landlord on or prior to the Termination Date in accordance with the applicable provisions of the Lease. The termination right set forth in this Section 10 is personal to the Original Tenant and any Affiliate Assignee and may only be executed by the Original Tenant (or such Affiliate Assignee) (and not any other assignee, sublessee or other Transferee of Original Tenant's interest (or Affiliate Assignee's interest) in the Lease) if the Original Tenant (or such Affiliate Assignee) occupies at least seventy-five percent (75%) the entire Premises then leased by Original Tenant hereunder.

Tenant’s Early Cancellation Right. Tenant shall have the one (1) time right to terminate and cancel the this Lease effective as of the date ("Termination Date") which is the last day of the thirty-sixth (36th36 >) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New initial Lease Term, which right is contingent upon Tenant paying to Landlord the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 102.2. To exercise such termination right, Tenant must deliver to Landlord, on or before the date which is two hundred seventy nine (2709) days months prior to the actual Termination Date, written notice of Tenant's exercise of such termination right (the "Termination Notice"), along with the Termination Consideration. As used herein, the "Termination Consideration" for the initial Premises leased by Tenant hereunder (and described in Section 6.1 of the Summary attached to the Lease) shall mean an amount equal to One Million Four Hundred Fifty-Four Thousand Six Hundred Twenty-Three and 03/100 Dollars ($1,454,623.03). As used herein the "Termination Consideration" for any First Offer Space leased by Tenant pursuant to Section 1.4 of this Lease (which Termination Consideration for any such First Offer Space shall be in addition to the Termination Consideration payable by Tenant for the Initial Premises) shall mean an amount equal to the sum of: (A) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment (including in connection with any First Refusal Offer Space leased by Tenant pursuant to Section 9 1.4 above); plus and (B) the unamortized amount of all cost of the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid for or provided by Landlord for any First Refusal Offer Space leased by Tenant pursuant to Section 9 1.4 above; plus (D) an amount equal to three (3) months of Monthly Basic Rent calculated at the rate that would otherwise be payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease not been terminated; and (E) the unamortized portion of the Abated Rent (as defined in Section 6 above) provided by Landlord to Tenant. The brokerage commissions, Tenant Improvement tenant improvement costs and Abated Rent tenant improvement allowance (if any) with respect to the Premises leased by Tenant shall all be amortized on a straight-line basis over the scheduled initial sixty-six (66) month New Term, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixty-six (66) month New Term as of the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent and tenant improvement costs/allowance, if any, paid for or provided by Landlord to Tenant for any First Refusal Offer Space leased by Tenant pursuant to Section 9 1.4 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the for such First Refusal Offer Space, together with interest at the rate of eight nine percent (89%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial lease term for such First Refusal Offer Space as of the Termination Date. If Tenant properly and timely exercises its termination option in this Section 10 2.2 in strict accordance with the terms hereof, the this Lease shall expire at midnight on the Termination Date, and Tenant shall be required to surrender the New Premises to Landlord on or prior to the Termination Date in accordance with the applicable provisions of the this Lease. The termination right set forth in this Section 10 2.2 is personal to the Original Tenant and any assignee that is an Affiliate Assignee of Original Tenant's entire interest in this Lease pursuant to Section 14.7 of this Lease and may only be executed by the Original Tenant (or such Affiliate Assigneeassignee, as the case may be) (and not any other assignee, sublessee or other Transferee of Original Tenant's interest (or Affiliate Assigneeassignee's interestinterest (as the case may be) in the this Lease) if the Original Tenant (or such Affiliate Assignee) occupies at least seventy-five percent (75%) the entire Premises then leased by Original Tenant hereunder).

Tenant’s Early Cancellation Right. Provided Tenant fully and completely satisfies each of the conditions set forth in this Section 3.2, Tenant shall have the one one-time option (1"Termination Option") time right to terminate and cancel the this Lease effective as of the date last day of the sixtieth (60th) month of the initial Lease Term (the "Termination Date") which is the last day of the thirty-sixth (36th) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New Term, which right is contingent upon Tenant paying ). In order to Landlord exercise the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 10. To exercise such termination rightOption, Tenant must deliver to Landlord, on or before fully and completely satisfy each and every one of the date which is two hundred seventy following conditions: (270i) days prior to the actual Termination Date, Tenant must give Landlord written notice of Tenant's exercise of such termination right (the "Termination Notice") of its exercise of the Termination Option, which Termination Notice must be delivered to Landlord at least nine (9) months prior to the Termination Date, (ii) at the time of the Termination Notice, Tenant shall not be in Default under this Lease (after notice and the expiration of applicable cure periods), along and (iii) concurrently with Tenant's delivery of the Termination Notice to Landlord, Tenant shall pay to Landlord the "Termination Consideration". As used herein, the "Termination Consideration" shall mean an amount equal to the sum of: (A) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment (including in connection with any First Refusal Space leased by Tenant pursuant to Section 9 above)Lease; plus (B) the unamortized amount portion of all cost of any Tenant Improvement costs paid by Landlord for the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid or provided by Landlord for any First Refusal Space leased by Tenant pursuant to Section 9 above; plus (D) an amount equal to three (3) months of Monthly Basic Rent calculated at the rate that would otherwise be payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease not been terminated; and (E) the unamortized portion of the Abated Base Rent (as defined in Section 6 above) provided by Landlord i.e., an amount equal to TenantOne Hundred Twenty-Two Thousand Three Hundred Fifty-Six and 20/100 Dollars ($122,356.20)). The brokerage commissions, Tenant Improvement costs and Abated Rent with respect to the Premises leased by Tenant Allowance shall all be amortized in monthly installments on a straight-line basis over the scheduled initial sixtyseventy-six two (6672) month New Lease Term, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixtyseventy-six two (6672) month New Lease Term as of the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent and tenant improvement costs/allowance, if any, paid for or provided by Landlord to Tenant for any First Refusal Space leased by Tenant pursuant to Section 9 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Refusal Space, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial lease term for such First Refusal Space as of the Termination Date. If Tenant properly and timely exercises its termination option in this Section 10 3.2 in strict accordance with the terms hereof, the this Lease shall expire at midnight on the Termination Date, and Tenant shall be required to surrender the New Premises to Landlord on or prior to the Termination Date in accordance with the applicable provisions of the this Lease. The termination right set forth in this Section 10 3.2 is personal to the original Tenant executing this Lease ("Original Tenant and any Affiliate Assignee Tenant") and may only be executed exercised by the Original Tenant (or such Affiliate Assignee) (and not any other assignee, assignee sublessee or other Transferee transferee of Original Tenant's interest (in this Lease). Upon termination of this Lease pursuant to this Section 3.2, the parties shall be relieved of all further obligations under this Lease except for those obligations under this Lease which expressly survive the expiration or Affiliate Assignee's interest) sooner termination of this Lease, and Landlord will return the Security Deposit to Tenant in the Lease) if the Original Tenant (or such Affiliate Assignee) occupies at least seventy-five percent (75%) the entire Premises then leased by Original Tenant hereunderaccordance with Article 10 below.

Tenant’s Early Cancellation Right. Tenant shall have the a one (1) time right to terminate and cancel the Lease as it pertains to the entire Premises effective as of the date December 31, 2007 ("“Termination Date") which is the last day of the thirty-sixth (36th) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New Term”), which right is contingent upon Tenant paying to Landlord the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 1014. To exercise such termination right, Tenant must deliver to Landlord, on or before the date which is two hundred seventy (270) days prior to the actual Termination DateDecember 31, 2006, written notice of Tenant's ’s exercise of such termination right (the "“Termination Notice"”), along with the Termination Consideration. As used herein, the "“Termination Consideration" ” shall mean an amount equal to the sum of: Three Hundred Twenty-Five Thousand Dollars (A) the unamortized $325,000.00), less any unused portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment (including in connection with any First Refusal Space leased by Tenant pursuant to Section 9 above); plus (B) the unamortized amount of all cost of the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid or provided by Landlord for any First Refusal Space leased by Tenant pursuant to Section 9 above; plus (D) an amount equal to three (3) months of Monthly Basic Rent calculated at the rate Refurbishment Allowance that would otherwise be payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease has not been terminated; and (E) the unamortized portion of the Abated Rent (as defined in Section 6 above) provided disbursed by Landlord to Tenant. The brokerage commissions, Tenant Improvement costs and Abated Rent with respect to the Premises leased Termination Consideration shall be payable by Tenant shall all be amortized on a straight-line basis over or before that date which is thirty (30) days after the scheduled initial sixty-six (66) month New Term, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixty-six (66) month New Term as of date Tenant delivers the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent and tenant improvement costs/allowance, if any, paid for or provided by Landlord Notice to Tenant for any First Refusal Space leased by Tenant pursuant to Section 9 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Refusal Space, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial lease term for such First Refusal Space as of the Termination DateLandlord. If Tenant timely and properly and timely exercises its termination option in this Section 10 in strict accordance with the terms hereof14, the Lease shall expire at midnight on the Termination DateDate (except for those terms and provisions of the Lease that, by their terms, expressly survive the expiration or sooner termination of the Lease), and Tenant shall be required to surrender the New Premises to Landlord on or prior to before the Termination Date in accordance with the applicable provisions of the Lease. The termination right set forth in this Section 10 14 is personal to the original Tenant executing this Third Amendment (“Original Tenant Tenant”) (and to any Affiliate Assignee to which Original Tenant’s entire interest in the Lease has been assigned pursuant to Section 14.7 of the Original Lease) and may only be executed exercised by the Original Tenant (or such Affiliate Assignee) (and not any other assignee, sublessee or other Transferee of Original Tenant's interest (or Affiliate Assignee's interest) in the Lease) if the Original Tenant is not in monetary default in the payment of Base Rent or material non-monetary default under the Lease (as modified by this Third Amendment) beyond the expiration of all applicable notice and cure periods as of the date Tenant delivers the Termination Notice or such Affiliate Assignee) occupies at least seventy-five percent (75%) as of the entire Premises then leased by Original Tenant hereunderTermination Date.

Tenant’s Early Cancellation Right. Tenant Team shall have the one (1) time right to terminate and cancel the this Lease effective as of the date ("Termination Date") which is the last day of the thirty-sixth (36th) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New initial Lease Term, which right is contingent upon Tenant paying to Landlord the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 102.3. To exercise such termination right, Tenant must deliver to Landlord, on or before the date which is two hundred seventy six (2706) days months prior to the actual Termination Date, written notice of Tenant's exercise of such termination right (the "Termination Notice"), along with the Termination Consideration. As used herein, the "Termination Consideration" shall mean an amount equal to the sum of: (A) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment (including in connection with any First Refusal Space leased by Tenant pursuant to Section 9 above); plus (B) the unamortized amount of all cost of the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid or provided by Landlord for any First Refusal Space leased by Tenant pursuant to Section 9 above; plus (D) an amount equal to three (3) months of Monthly Basic Rent calculated at the rate that would otherwise be payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease not been terminated; and (E) the unamortized portion of the Abated Rent (as defined in Section 6 above) provided by Landlord to Tenant. [***] The brokerage commissions, legal fees and costs of the initial Tenant Improvement costs and Abated Rent Improvements with respect to the Premises leased by Tenant shall all be amortized on a straight-line basis over the scheduled initial sixty-six sixty (6660) month New initial Lease Term, together with interest at the rate of eight [***] percent (8[***]%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixty-six sixty (6660) month New Lease Term as of the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent tenant improvement costs and tenant improvement costs/allowance, allowance (if any, paid for or provided by Landlord ) with respect to Tenant for any First Refusal Space [***] leased by Tenant pursuant to Section 9 1.4 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Refusal Spacefor such [***], together with interest at the rate of eight [***] percent (8[***]%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial Initial lease term for such First Refusal Space [***] as of the Termination Date. If Tenant properly and timely exercises its termination option in this Section 10 2.3 in strict accordance with the terms hereof, the this Lease shall expire at midnight on the Termination Date, and Tenant shall be required to surrender the New Premises to Landlord on or prior to the Termination Date Dace in accordance with the applicable provisions of the this Lease. The termination right set forth in [***] Confidential portions of this Section 10 is personal to document have been redacted and filed separately with the Original Tenant and any Affiliate Assignee and may only be executed by the Original Tenant (or such Affiliate Assignee) (and not any other assignee, sublessee or other Transferee of Original Tenant's interest (or Affiliate Assignee's interest) in the Lease) if the Original Tenant (or such Affiliate Assignee) occupies at least seventy-five percent (75%) the entire Premises then leased by Original Tenant hereunderCommission.

Tenant’s Early Cancellation Right. The original Tenant executing this Lease (“Original Tenant”) shall have the one (1) time right to terminate and cancel this Lease as it pertains to the Lease initial Premises leased by Tenant hereunder effective as of the date ("“Termination Date"”) which is the last day of the thirty-sixth (36th) month of the New Term, or the last day of the forty-second (42nd) month of the New Term or the last day of the forty-eighth (48th) month of the New initial Lease Term, which right is contingent upon Tenant paying to Landlord the Termination Consideration (as defined below) in a timely manner in accordance with the following provisions of this Section 102.2. To exercise such termination right, Tenant must deliver to Landlord, on or before the date which is two hundred seventy nine (2709) days months prior to the actual Termination Date, written notice of Tenant's ’s exercise of such termination right (the "“Termination Notice"”), along with the Termination Consideration. As used herein, the "“Termination Consideration" ” shall mean an amount equal to the sum of: (Ai) the unamortized portion of the brokerage commissions paid or incurred by Landlord in connection with this Fourth Amendment seven (including in connection with any First Refusal Space leased by Tenant pursuant to Section 9 above); plus (B) the unamortized amount of all cost of the design and construction of the Tenant Improvements in the New Premises; plus (C) the unamortized portion of the costs of the tenant improvements and tenant improvement allowance, if any, paid or provided by Landlord for any First Refusal Space leased by Tenant pursuant to Section 9 above; plus (D) an amount equal to three (37) months of Monthly Basic monthly Base Rent calculated at based on the rate seven (7) month period following the Termination Date (i.e., months 37 – 43 which equals Two Hundred Forty-Six Thousand Seven Hundred Ninety Nine and 56/100 Dollars ($246,799.56) in the aggregate) and (ii) Landlord’s estimate of Tenant’s Share of Operating Expenses, Tax Expenses and Utilities Costs that would otherwise be have been payable by Tenant for the Premises (including the First Refusal Space, if applicable) for the first three (3) months after the Termination Date had the Lease not been terminated; and (E) the unamortized portion 37 – 44 of the Abated Rent (as defined in Section 6 above) provided by Landlord to Tenant. The brokerage commissions, Tenant Improvement costs and Abated Rent with respect to the Premises leased by Tenant shall all be amortized on a straight-line basis over the scheduled initial sixty-six (66) month New Lease Term, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial sixty-six (66) month New Term as of the Termination Date. The unamortized portion of the costs of any brokerage commissions, abated rent and tenant improvement costs/allowance, if any, paid for or provided by Landlord to Tenant for any First Refusal Space leased by Tenant pursuant to Section 9 shall be amortized on a straight-line basis over the scheduled initial term of the lease of the First Refusal Space, together with interest at the rate of eight percent (8%) per annum, and the unamortized portion thereof shall be determined based upon the unexpired portion of such initial lease term for such First Refusal Space as of the Termination Date. If Tenant properly and timely exercises its termination option in this Section 10 2.2 in strict accordance with the terms hereof, the this Lease shall expire at midnight on the Termination Date, and Tenant shall be required to surrender the New Premises to Landlord on or prior to the Termination Date in accordance with the applicable provisions of the this Lease. The termination right set forth in this Section 10 2.2 is personal to the Original Tenant and any Affiliate Assignee and may only be executed by the Original Tenant (or such Affiliate Assignee) (and not any other assignee, sublessee or other Transferee of Original Tenant's ’s interest (or Affiliate Assignee's interest) in the this Lease) if the Original Tenant (or such Affiliate Assignee) occupies at least seventy-five percent (75%) the entire Premises then leased Premises. Notwithstanding anything above to the contrary, Tenant shall have no right to exercise such early cancellation right, and Tenant’s exercise of such early cancellation right may, at Landlord’s option, be nullified by Original Landlord and deemed of no further force or effect, if Tenant hereundershall be in material default under the terms of this Lease after the expiration of applicable cure periods as of Tenant’s exercise of such early cancellation right. For purposes of this Lease, a material default shall mean any monetary default or any material non-monetary default.