Common use of Termination of Right of First Offer Clause in Contracts

Termination of Right of First Offer. The rights contained in this Section 1.3 shall be personal to the Original Tenant and any Approved Assignee, and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or transferee of Tenant's interest in the Lease) if the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) of the Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such First Offer Space to Tenant. The right of first offer shall not be applicable during the final three (3) years of the Lease Term (as it may be extended) unless Tenant first irrevocably exercises its right to extend the Lease Term with respect to the initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery of the First Offer Exercise Notice, and in such event the Option Rent shall be determined as provided in Section 2.2.4 of this Lease). Tenant shall not have the right to lease First Offer Space, as provided in this Section 1.3, if, as of the date of the attempted exercise of any right of first offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such First Offer Space to Tenant, Tenant is in Default.

Termination of Right of First Offer. The rights contained in this Section 1.3 8 shall be personal to the Original Tenant and any Approved AssigneeTenant, and may only be exercised by the Original Tenant or such Approved Assignee its Affiliate (and not any other assignee, sublessee or transferee of the Original Tenant's interest in the this Lease) if the Original Tenant or Approved Assignee physically its Affiliate occupies no less than seventy‑five percent (75%) of the Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such First Offer Space to Tenantentire Premises. The right of first offer granted herein shall not be applicable during terminate as to particular First Offer Space upon the final three (3) years failure by Tenant to exercise its right of first offer with respect to any such First Offer Space as offered by Landlord, and Landlord shall re-offer such space to Tenant upon the expiration or earlier termination of the Lease Term (as it may be extended) unless Tenant first irrevocably exercises lease entered into by Landlord following Tenant's failure to exercise its right to extend lease the Lease Term with respect to the initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery of the applicable First Offer Exercise NoticeSpace, and including any renewal of such lease, regardless of whether any such renewal is exercised strictly in such event the Option Rent shall be determined as provided in Section 2.2.4 of this Lease)accordance with its terms or pursuant to a lease amendment or a new lease. Furthermore, Tenant shall not have the right to lease First Offer Space, as provided in this Section 1.38, if, as of the date of the attempted exercise of any right of first offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such First Offer Space to Tenant, Tenant is in Defaultmaterial default under this Lease or Tenant has previously been in material default under this Lease more than once.

Termination of Right of First Offer. The rights contained in this Section 1.3 1.4 shall be personal to the Original Tenant and any Approved AssigneeTenant, and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or other transferee of Tenant's ’s interest in the this Lease) if Tenant occupies the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) of the entire Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant. The right of first offer granted herein shall not be applicable during terminate upon the final three (3) years of the Lease Term (as it may be extended) unless failure by Tenant first irrevocably exercises to exercise its right to extend the Lease Term of first offer with respect to the initial Premises for an available remaining Option Term Existing Building First Offer Space as provided in Section 2.2offered by Landlord. Notwithstanding the foregoing, below (and, notwithstanding the terms of Section 2.2, Tenant Landlord shall have no obligation to offer the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery of the Existing Building First Offer Exercise Notice, Space (or any portion thereof) to Tenant and in such event the Option Rent shall be determined as provided in Section 2.2.4 of this Lease). Tenant shall not have the right to lease the Existing Building First Offer SpaceSpace (or any portion thereof), as provided in this Section 1.31.4, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of any the right of first offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in Defaultdefault under this Lease or Tenant has previously been in default under this Lease more than once.

Termination of Right of First Offer. The rights contained in this Section 1.3 7 shall be personal to the Original Tenant and any Approved AssigneeAssignee (as defined in Section 3.2.1, above), and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or other transferee of the Original Tenant's ’s interest in the Lease) if the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) of the Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such First Offer Space to Tenantentire Premises. The right of first offer granted herein shall not be applicable during the final three (3) years of the Lease Term (terminate as it may be extended) unless Tenant first irrevocably exercises its right to extend the Lease Term with respect to the initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery any particular portion of the First Offer Exercise NoticeSpace upon the failure by Tenant to exercise its right of first offer with respect to such portion of the First Offer Space as offered by Landlord; provided, and in such event however, that Tenant’s rejection (or deemed rejection) of any particular First Offer Space shall not relieve Landlord of its obligation to again offer any First Offer Space to Tenant at any time that the Option Rent shall be determined as provided in Section 2.2.4 of this Lease)First Offer Space subsequently becomes available. Tenant shall not have the right to lease First Offer Space, as provided in this Section 1.37, if, as of the date of the attempted exercise of any right of first offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such First Offer Space to Tenant, Tenant is in Defaultdefault under the Lease after expiration of any applicable notice and cure periods. Notwithstanding anything to the contrary contained in this Section 7, throughout the Term of the Lease Landlord and Tenant shall use commercially reasonable good faith efforts to advise the other party about its intentions regarding the First Offer Space. Landlord’s good faith efforts shall include providing Tenant with informal updates regarding the status of leasing activity with respect to the First Offer Space upon request by Tenant.

Termination of Right of First Offer. The Tenant's rights contained in under this Section 1.3 Article XII shall be personal to the Original Tenant and any Approved Assignee, and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or other transferee of the Original Tenant's interest in the Lease) if the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) of the Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such First Offer Space to Tenantentire Premises. The right of first offer granted herein shall not be applicable during the final three (3) years of the Lease Term (terminate as it may be extended) unless Tenant first irrevocably exercises to particular First Offer Space upon Tenant's failure to timely exercise its right to extend the Lease Term of first offer with respect to the initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery of the such particular First Offer Exercise Notice, and in such event the Option Rent shall be determined as provided in Section 2.2.4 of this Lease)Space. Tenant shall not have the right to CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED, AND THE EXCLUDED TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH THREE ASTERISKS [***]. lease First Offer Space, as provided in this Section 1.3Article XII, if, as of the date of the attempted exercise of any right of first offer by Tenant, or (or, at Landlord's option) , as of the scheduled date of delivery of such First Offer Space to Tenant, Tenant is in Defaultdefault under the Lease, or Tenant has previously been in default under the Lease (beyond the expiration of any applicable notice and cure period set forth in the Lease).

Termination of Right of First Offer. The rights contained in this Section 1.3 shall be Article are personal to the Original originally named Tenant and any Approved Assigneeherein, and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or other transferee of Tenant's interest in the this Lease) if Tenant then occupies the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) entire Premises. The Right of the Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such First Offer Space granted herein shall terminate as to Tenant. The right of first offer shall not be applicable during the final three (3) years of the Lease Term (as it may be extended) unless Tenant first irrevocably exercises its right to extend the Lease Term with respect to the initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery that particular portion of the First Offer Exercise Notice, and in Space upon the failure by Tenant to timely or properly exercise its Right of First Offer with respect to such event portion of the Option Rent shall be determined First Offer Space as provided in Section 2.2.4 of this Lease)offered by Landlord. Tenant shall not have the right to lease any First Offer Space, as provided in this Section 1.3Article, if, as of the date of the attempted exercise of any right Right of first offer First Offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such First Offer Space to Tenant, Tenant is in Defaultdefault under this Lease or Tenant has previously been in default under this Lease. Further, notwithstanding anything contained above, Tenant acknowledges and agrees that Tenant shall have no rights whatsoever pursuant to this Article and that Tenant's Right of First Offer shall not be effective at any time where less than three (3) years remain in the initial term of this Lease.