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

Termination of Right of First Offer. The rights of Tenant hereunder with respect to any Potential Offering Space shall terminate on the earliest to occur of: (i) October 31, 2014 (unless Tenant has exercised its Extension Option (defined in Section 3 above) and Landlord and Tenant have agreed upon the Prevailing Market (defined in Section 3 above) rate for the Premises during the Extension Term (defined in Section 3 above), in each case pursuant to Section 3 above, in which event the date shall be one (1) year before the scheduled expiration date of the Extension Term), (ii) Tenant’s failure to exercise its Right of First Offer with respect to such Potential Offering Space (or any larger Potential Offering Space containing such Potential Offering Space) within the 10-day period provided in Section 5.1.A above, or (iii) the date on which Landlord would have provided Tenant an Advice for such Potential Offering Space if Tenant had not been in violation of one or more of the conditions set forth in Section 5.1.B above. In addition, if (a) Landlord provides Tenant with an Advice for any Offering Space that contains a right of first offer, right of first refusal, expansion option or other expansion right with respect to any other Potential Offering Space, (b) Tenant does not exercise its Right of First Offer to lease such Offering Space pursuant to such Advice, and (c) Landlord grants such expansion right to a third party that leases such Offering Space, then Tenant’s Right of First Offer with respect to such other Potential Offering Space shall be subject and subordinate to such expansion right in favor of such third party.

Termination of Right of First Offer. The rights of Tenant hereunder with respect to any Potential Offering Space shall terminate on the earliest to occur of: (i) October 31, 2014 nine (9) months prior to the Extended Termination Date (unless Tenant has exercised its Second Extension Option (defined in Section 3 8.3 above) and Landlord and Tenant have agreed upon the Prevailing Market (defined in Section 3 8.3 above) rate for the Premises during the Second Extension Term (defined in Section 3 8.3 above), in each case pursuant to Section 3 8.3 above, in which event the date shall be one (1) year before the scheduled expiration date of the Second Extension Term), (ii) Tenant’s failure to exercise its Right of First Offer with respect to such Potential Offering Space (or any larger Potential Offering Space containing such Potential Offering Space) within the 10-day period provided in Section 5.1.A 8.5.A.1 above, or (iii) the date on which Landlord would have provided Tenant an Advice for such Potential Offering Space if Tenant had not been in violation of one or more of the conditions set forth in Section 5.1.B 8.5.A.2 above. In addition, if (a) Landlord provides Tenant with an Advice for any Offering Space that contains a right of first offer, right of first refusal, expansion option or other expansion right with respect to any other Potential Offering Space, (b) Tenant does not exercise its Right of First Offer to lease such Offering Space pursuant to such Advice, and (c) Landlord grants such expansion right to a third party that leases such Offering Space, then Tenant’s Right of First Offer with respect to such other Potential Offering Space shall be subject and subordinate to such expansion right in favor of such third party.

Termination of Right of First Offer. The rights of Tenant hereunder with respect to any Potential Offering Space shall terminate on the earliest to occur of: (i) October March 31, 2014 ((unless Tenant has exercised its Extension Option (defined in Section 3 aboveof Exhibit F to the Lease) and Landlord and Tenant have agreed upon the Prevailing Market (defined in Section 3 aboveof Exhibit F to the Lease) rate for the Premises during the Extension Term (defined in Section 3 aboveof Exhibit F to the Lease), in each case pursuant to Section 3 aboveof Exhibit F to the Lease, in which event the date shall be one (1) year before the scheduled expiration date of the Extension Term)), (ii) Tenant’s failure to exercise its Right of First Offer with respect to such Potential Offering Space (or any larger Potential Offering Space containing such Potential Offering Space) within the 10-business day period provided in Section 5.1.A 7.1.A.1 above, or (iii) the date on which Landlord would have provided Tenant an Advice for such Potential Offering Space if Tenant had not been in violation of one or more of the conditions set forth in Section 5.1.B 7.1.A.2 above. In addition, if (a) Landlord provides Tenant with an Advice for any Offering Space that contains a right of first offer, right of first refusal, expansion option or other expansion right with respect to any other Potential Offering Space, (b) Tenant does not exercise its Right of First Offer to lease such Offering Space pursuant to such Advice, and (c) Landlord grants such expansion right to a third party that leases such Offering Space, then Tenant’s Right of First Offer with respect to such other Potential Offering Space shall be subject and subordinate to such expansion right in favor of such third party.

Termination of Right of First Offer. The rights of Tenant hereunder with respect to any Potential Offering Space shall terminate on the earliest to occur of: (i) October 31, 2014 (unless Tenant has exercised its Extension Option (defined in Section 3 above) and Landlord and Tenant have agreed upon the Prevailing Market (defined in Section 3 above) rate for the Premises during the Extension Term (defined in Section 3 above), in each case pursuant to Section 3 above, in which event the date shall be one (1) year before the scheduled expiration date last day of the Extension 53rd month of the Suite 500 Expansion Term), (ii) Tenant’s failure to exercise its Right of First Offer with respect to such Potential Offering Space (or any larger Potential Offering Space containing such Potential Offering Space) within the 10-7 business day period provided in Section 5.1.A 10.1 above, or (iii) the date on which Landlord would have provided Tenant an Advice for such Potential Offering Space if Tenant had not been in violation of one or more of the conditions set forth in Section 5.1.B 10.1 above. In additionNotwithstanding anything herein to the contrary, if (a) Landlord provides Tenant with an Advice for any Offering Space that contains a right of first offer, right of first refusal, expansion option or other expansion right with respect failed to any other Potential Offering Space, (b) Tenant does not exercise its Right of First Offer to lease such Offering Space pursuant to such Advicewithin the 7 business day period provided in Section 10.1 above, and (cb) Landlord grants such expansion right does not enter into a lease for the Offering Space within a period of 6 months following the date of the Advice, Tenant shall once again (but subject to the outside date set forth in (i) above) have a third party that leases such Offering Space, then Tenant’s Right of First Offer with respect to such other Potential Offering Space. In addition, if Landlord enters into a lease for the Offering Space with a third party following Tenant’s failure to exercise its Right of First Offer within the 7 business day period provided in Section 10.1 above, Tenant shall be once again (but subject and subordinate to the outside date set forth in (i) above) have a Right of First Offer with respect to such expansion right in favor Offering Space following the expiration or earlier termination of such third partyparty lease.

Termination of Right of First Offer. The rights of Tenant hereunder with respect to any Potential Offering Space shall terminate on the earliest earlier to occur of: (i) October December 31, 2014 2012 (unless Tenant has exercised its Extension Option (defined in Section 3 above6.12 of the First Amendment) and either Tenant has delivered a Binding Notice (defined in Section 6.12(C) of the First Amendment) or Landlord and Tenant have otherwise timely agreed upon the Prevailing Market (defined in Section 3 above6.12(C) of the First Amendment) rate for the Premises during the Second Extension Term (defined in Section 3 above6.12(A) of the First Amendment), in each either case pursuant to Section 3 above6.12 of the First Amendment, in which event the date shall be one (1) year before the scheduled expiration date of the Extension Term)December 31, 2017; (ii) Tenant’s failure to exercise its Right of First Offer with respect to such Potential Offering Space (or any larger Potential Offering Space containing such Potential Offering Space) within the ten (10-) day period provided in Section 5.1.A 8.1 above, or ; and (iii) the date on which Landlord would have provided Tenant an Advice for such Potential Offering Space if Tenant had not been in violation of one or more of the conditions set forth in Section 5.1.B 8.1 above. In addition, if (a) Landlord provides Tenant with an Advice for any Offering Space that contains a right of first offerexpansion rights (whether such rights are described as an expansion option, right of first refusal, expansion option right of first offer or other expansion right otherwise) with respect to any other Potential Offering Space (such other Potential Offering Space subject to such expansion rights is referred to herein as an “Encumbered Potential Offering Space, (b”) and Tenant does not exercise its Right of First Offer to lease such Offering Space pursuant to such the Advice, and (c) Landlord grants such expansion right to a third party that leases such Offering Space, then Tenant’s Right of First Offer with respect to such other the Encumbered Potential Offering Space shall be subject and subordinate to all such expansion right rights contained in favor of such third partythe Advice.