Common use of Termination Option Clause in Contracts

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee shall have the one time option (“Termination Option”) to terminate the Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of Sublessor.

Termination Option. Provided So long as there exists no event of default either at the time of exercise or on the Early Termination Date (as hereinafter defined), this Sublease is in full force and effect, and the Sublessee fully and completely satisfies each named herein is in occupancy of the conditions set forth in this Section 8entire Demised Premises, Sublessee shall have the one time right and option (“Termination Option”) to terminate the this Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Termination DateRight”)) upon not less than three (3) months prior written notice to Sublessor. In order The parties agree that if Sublessee fails to exercise the Termination OptionRight strictly in accordance with this Section, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of then the Termination Notice Right shall automatically lapse and Sublessee shall not be in default under the have no right to terminate this Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the Upon timely exercise of the Termination Option will Right, the date referenced in Sublessee’s notice as the date of termination (the “Early Termination Date”) shall be null deemed the Expiration Date of the Term of the Sublease and void at Sublessee shall surrender the Demised Premises on or before the Early Termination Date in accordance with the terms of this Sublease. Sublessor shall have the right and option to terminate this Sublease upon not less than three (3) months prior written notice to Sublessee. Upon exercise of the Sublessor’s termination right, the date referenced in Sublessor’s notice as the date of termination (the “Early Termination Date”) shall be deemed the Expiration Date of the Term of the Sublease and Sublessee shall surrender the Demised Premises on or before the Early Termination Date in accordance with the terms of this Sublease.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee (1) The Lessee shall have the one time option (“Termination Option”) right to terminate the Sublease as lease, without assigning any reason whatsoever by written notice to the Expansion Space only Lessors of its intent to so terminate of not less than sixty (i.e., this Termination Option will not apply to the Existing Premises60) effective as of December 31, 2021 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease days prior to the Termination Date ("Termination Option") or compensation in lieu of such notice period. (2) In addition, in the event of the Lessors committing a breach of any of the terms of this lease deed, or failing to fulfill any of their obligations under this lease deed, the Lessee shall be entitled to terminate this lease deed after giving a written notice of thirty (30) days, provided that the Lessee shall not be so entitled if the Lessors commence to remedy the breach before the expiry of the above mentioned notice period. (3) The Lessors shall be entitled to terminate this lease in the event the Lessee breaches any of the terms of this lease deed and/or defaults of payment of rent for two consecutive months, by giving the Lessee a written notice of thirty (30) days, provided that the Lessor shall not be entitled to so terminate if the Lessee commences to remedy the breach before the expiry of the above mentioned notice period. (4) In any of the above cases, if the Lessee or Lessor exercise their Termination Option, this lease shall stand terminated effective as of the Termination Date and Sublessee delivers be of no further force or effect and the Expansion Space to Sublessor Lessors shall on the Termination Date free from any occupancy or right of occupancy and upon the Lessee surrendering the Demised Premises as provided in Article 18 herein below refund to the Lessee the Refundable Security Deposit and other moneys due by third parties claiming through Sublessee)them to the Lessee. If the Lessors fail to so refund, the Lessors shall be liable to pay interest thereon at 18 percent per annum and (d) concurrently with Sublessee’s delivery the Lessee shall be entitled to retain possession of the Termination Notice to SublessorDemised Premises until such time, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any free of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of Sublessorlease rentals.

Termination Option. Provided Sublessee fully Subject to the terms and completely satisfies each of the conditions set forth in this Section 82.4, Sublessee Tenant shall have the one one-time option (the “Termination Option”) to terminate the Sublease as this Lease with respect to the Expansion Space only entire Premises (i.e.the “Termination”), this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 the last day of the seventh (7th) full calendar year that follows the Lease Commencement Date (the “Termination Date”). In order to exercise ) only (but on no other date) (for illustration purposes only, if the Lease Commencement Date occurs on August 1, 2019, then the Termination OptionDate shall be July 31, Sublessee must fully 2026), upon the following terms and conditions (if the following terms and conditions are not timely and completely satisfy each satisfied, then, at Landlord’s option, the Termination Option shall be null and every one of the following conditions: (a) Sublessee must void with no further force and effect): 2.4.1 Tenant shall give Sublessor Landlord written notice (the “Termination Notice”) on or before December 31, 2020, of Tenant’s unconditional and irrevocable election to exercise the Termination Option at least nine (b9) at months prior to the Termination Date (time being of the Termination Notice Sublessee essence). 2.4.2 There shall not be in default exist no event of Default under the Sublease, nor shall any circumstance exist that, with Lease (beyond the giving expiration of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (cperiods set forth in this Lease) at on the time of date Landlord receives the Termination Notice and, at Sublessoror on the Termination Date (provided that either of such conditions may be waived by Landlord in Landlord’s option, sole and absolute discretion). 2.4.3 Tenant shall pay to Landlord an amount equal to the Termination Fee (defined below) in immediately available funds on or before the Termination Date (time being of the essence). The “Termination Fee” shall mean the unamortized Leasing Costs (defined below) as of the Termination Date, as determined by Landlord, based upon an amortization period from the Sublease Lease Commencement Date until the Expiration Date (amortized with interest at five percent (5%) per annum) plus six (6) months of Base Rent (including parking charges) for the 6-month period immediately following the Termination Date. The term “Leasing Costs” shall not have been assigned nor shall mean the Premises have been further sublet sum of (unless any further sublease contains an express provision terminating such sublease prior x) all brokerage commissions paid by Landlord in connection with this Lease with respect to the Termination Date and Sublessee delivers entire Premises, plus (y) the Expansion Space to Sublessor on Tenant Improvement Allowance, plus (z) the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery amount of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee Rent Abatement (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00as defined in Section 3.2 below). If Sublessee fails Tenant does not timely pay the Termination Fee to satisfy any Landlord as set forth herein then, at Landlord’s option, in addition to all other rights and remedies of the foregoing conditionsLandlord, the exercise of (A) the Termination Option will (and Termination Notice) shall be null and void at with no force and effect, and this Lease shall continue in full force and effect as if Tenant had not elected to terminate this Lease, and/or (B) Landlord may treat the option same as an event of SublessorDefault under this Lease and Landlord may pursue all of its available rights and remedies in connection therewith.

Termination Option. Provided Sublessee fully (a) In addition to LICENSOR's rights to terminate this Sublicense pursuant to Section 11 above, and completely satisfies each whether or not any of the conditions set forth events described in this Section 811 above have occurred or exist, Sublessee TPC shall have the one time irrevocable right and option (“the "Termination Option”") to terminate LICENSEE's rights hereunder, whether or not it elects to terminate the Sublease as LICENSE AGREEMENT, in consideration of the payment by TPC of a cancellation fee equal to the Expansion Space only (i.e.fair market value, this as of the date of the Termination Option will not apply is exercised, of LICENSEE's rights under this Sublicense as determined pursuant to the Existing Premises(c) effective as of December 31, 2021 below. (the “Termination Date”). In order to b) To exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor TPC shall deliver to LICENSEE a written notice (“the "Termination Notice”") on or before December 31, 2020, (b) at indicating TPC's election to exercise the time Termination Option pursuant to this Section. For a period of 30 days after exercise of the Termination Option, LICENSEE shall afford TPC full access to all of LICENSEE's documents and information which TPC may request. TPC may rescind the Termination Notice Sublessee at any time within 15 days after such 30-day due diligence period or after the final determination of the appraisers pursuant to (C) below. Such rescission shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable by written notice and cure periodbe without liability to either party; provided that TPC may not exercise the Termination Option more than once in any calendar year. If the Termination Option is exercised and the Termination Notice is not rescinded, TPC shall pay the Termination Notice is not rescinded, TPC shall pay the Termination Payment in cash and LICENSEE's sublicense rights hereunder shall thereupon terminate. (c) at the time The fair market value of the Termination Notice and, at Sublessor’s option, LICENSEE's rights under this Sublicense as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right date of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of Sublessor.(i.

Termination Option. Provided So long as there exists no event of Default either at the time of exercise, this Sublease is in full force and effect, and the Sublessee fully named herein has not assigned this Sublease and completely satisfies each is in occupancy of the conditions set forth in this Section 8entire Demised Premises, Sublessee shall have the one time right and option (“Termination Option”) to terminate the this Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Termination DateRight”)) upon not less than three (3) months prior written notice to Sublessor. In order The parties agree that if Sublessee fails to exercise the Termination OptionRight strictly in accordance with this Section, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of then the Termination Notice Right shall automatically lapse and Sublessee shall not be in default under the have no right to terminate this Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the Upon timely exercise of the Termination Option will Right, the date referenced in Sublessee’s notice as the date of termination (the “Early Termination Date”) shall be null deemed the Expiration Date of the Term of the Sublease and void at Sublessee shall surrender the Demised Premises on or before the Early Termination Date in accordance with the terms of this Sublease. Sublessor shall have the right and option to terminate this Sublease upon not less than three (3) months prior written notice to Sublessee. Upon exercise of the Sublessor’s termination right, the date referenced in Sublessor’s notice as the date of termination (the “Early Termination Date”) shall be deemed the Expiration Date of the Term of the Sublease and Sublessee shall surrender the Demised Premises on or before the Early Termination Date in accordance with the terms of this Sublease.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Subtenant shall have the one time option right to terminate this Sublease (the “Termination Option”) effective as of any date immediately preceding July 12, 2011, by giving Sublandlord irrevocable, written notice of its intention to terminate do so, (the Sublease “Termination Notice”) not less than one hundred eighty (180) days prior to the date specified in the Termination notice as to the Expansion Space only (i.e., date on which this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 Sublease shall terminate (the “Termination Date”). In order Time shall be of the essence as to subtenant’s obligation to give the Termination Notice not less than one hundred eighty 180) days prior to the termination date. If Subtenant shall exercise the Termination Option, Sublessee must fully then Subtenant shall surrender the Premises to Sublandlord on the Termination date in the condition required by this Sublease, and completely satisfy each and every one upon such surrender of the following conditions: Premises this Sublease shall be deemed cancelled and no longer of any force or effect, except for obligations of subtenant which are expressly (aor by incorporation by reference) Sublessee must give Sublessor written notice (“Termination Notice”) on stated in this Sublease to survive its termination or before December 31, 2020, (b) at the time of expiration. Subtenant’s obligation to pay Sublease rent due and payable under this sublease through the Termination Notice Sublessee Date shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of survive the Termination Notice and, at Sublessor’s option, Date. Any rent not calculable on the Termination Date shall be apportioned as of the Termination Date. In the event Subtenant elects to exercise the Termination option, the Sublease subtenant shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior afford Sublandlord and its representatives reasonable access to the Termination Date and Sublessee delivers premises for the Expansion Space to Sublessor on purpose of showing the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of SublessorPremises.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Sub-Subtenant shall have the one time option right to terminate this Sub-Sublease (the “Termination Option”) to terminate in accordance with the Sublease as to provisions set forth in this subsection (c). Sub-Subtenant may exercise the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as by delivering written notice of December 31, 2021 termination (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Option Notice”) on or before December 31, 2020, to Sub-Sublandlord not later than six (b6) at the time of months prior to the Termination Notice Sublessee Date (hereinafter defined), which Termination Date shall not be set forth in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Option Notice. In the event that Sub-Subtenant delivers the Termination Option Notice andto Sub-Sublandlord, at Sublessor’s option, this Sub-Sublease shall terminate as of the Termination Date, and, thereafter, the parties shall have no further rights or obligations pursuant to this Sub-Sublease shall not have been assigned nor shall except those obligations that expressly survive termination hereunder. As used herein, the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (term “Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of Date” shall mean the foregoing conditions, the exercise of date set forth in the Termination Option will Notice, which date shall be null not earlier than December 31, 2017. There shall be no fee or payment of any kind due from Sub-Subtenant in connection with the Termination Option. On the Termination Date, Sub-Subtenant shall vacate and void at surrender the option of SublessorSub-Subleased Premises to Sub-Sublandlord in the condition required by this Sub-Sublease upon expiration.

Termination Option. Provided Sublessee fully that on the date that Subtenant gives a Termination Notice (as hereinafter defined) to Sublandlord and completely satisfies each on the Termination Date (as hereinafter defined), (i) Subtenant shall not then be in monetary or material non-monetary default under this Sublease beyond any applicable notice and cure period (and if such a default exists, then as soon as such default is cured) and (ii) the original named subtenant (i.e., Axsome Therapeutics, Inc.) (the "Named Subtenant") and its successors, assigns or Affiliates are occupying 65% of the conditions set forth in this Section 8, Sublessee Premises Subtenant shall have the one one-time option right (the “Termination Option”) to terminate this Sublease effective on the Sublease as to day immediately preceding the Expansion Space only (i.e., this Termination Option will not apply to 5th anniversary of the Existing Premises) effective as of December 31, 2021 Rent Commencement Date (the “Termination Date”). In order to Subtenant may exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: Option only by (a) Sublessee must give Sublessor written giving to Sublandlord irrevocable notice of such exercise (the “Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease date that is 12 months prior to the Termination Date and Sublessee delivers (the Expansion Space to Sublessor on the “Termination Date free from any occupancy or right of occupancy by third parties claiming through SublesseeExercise Date”), and (db) concurrently with Sublessee’s delivery paying to Sublandlord, on or before the Termination Exercise Date, time being of the Termination Notice to Sublessoressence, Sublessee shall pay to Sublessor a termination fee (the “Termination FeePayment”) equal to Six Hundred Thousand Dollars all Transaction Costs ($600,000.00as hereinafter defined). The Termination Payment shall be in addition to, and not in lieu of, the payments of Fixed Rent, Additional Rent and other charges accruing under this Sublease through the Termination Date. If Sublessee fails Subtenant shall fail to satisfy any timely give the Termination Notice on or before the Termination Exercise Date (time being of the foregoing conditionsessence) or pay the Termination Payment on or before the Termination Exercise Date (time being of the essence), the then Subtenant shall conclusively be deemed to have waived Subtenant’s right to exercise of the Termination Option will be null and void at the option of SublessorSubtenant shall have no further rights under this Section.

Termination Option. Provided Sublessee fully and completely satisfies each that (a) Tenant has not sublet any portion of the conditions set forth in this Section 8Premises, Sublessee unless all such sublettings shall expire or be terminated on or before the Early Termination Date (hereinafter defined), and (b) no uncured default then exists under the Lease, Tenant shall have the a one (1) time option to terminate the Lease (the “Termination Option”) to terminate the Sublease as with respect to the Expansion Space only (i.e., this Termination Option will not apply to Premises demised under the Existing Premises) effective Lease as of December 31, 2021 the date of this Amendment only (the “Initial Premises”), effective on August 31, 2019 (the date when the Lease is terminated pursuant to this Section being referred to herein as the “Early Termination Date”). In order to Tenant shall exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: Option by (ai) Sublessee must give Sublessor delivering to Landlord written notice (the “Termination Notice”) on or before December of such election to terminate this Lease by no later than August 31, 20202018, time being of the essence, and (bii) at paying to Landlord the Termination Payment (hereinafter defined), concurrently with the Termination Notice, time being of the essence. If Tenant properly delivers the Termination Notice Sublessee and pays the Termination Payment when due, then the Lease with respect to the Initial Premises only shall not be deemed to have expired by lapse of time on the Early Termination Date. Tenant shall return the Initial Premises to Landlord on the Early Termination Date in default under the Sublease, nor shall any circumstance exist that, accordance with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time terms of the Termination Notice andLease, at Sublessor’s optionincluding, as of the Termination Date, the Sublease shall but not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of Sublessor.limited

Termination Option. Provided Sublessee fully and completely satisfies each During the initial Term only, so long as there exists no default either at the time of exercise or on the Early Termination Date (as hereinafter defined), the Tenant named herein has not assigned any portion of this Lease ( other than pursuant to a Permitted Transfer) nor sublet any portion of the conditions set forth in this Section 8Premises, Sublessee Tenant shall have the a one (1) time option (“Termination Option”) right to terminate this Lease (the Sublease as "Termination Right") effective at any time after the end of the sixtieth (60th) complete calendar month following the Rent Commencement Date (the "Early Termination Date") upon not less than nine (9) months and not more than twelve (12) months prior written notice to Landlord. Following such notice, Tenant shall deliver to Landlord, prior to the Expansion Space only (i.e.scheduled Early Termination Date, this Termination Option will not apply a termination payment equal to the Existing Premisessum of (i) effective the unamortized balance of Landlord's "Lease Costs" (as hereinafter defined) plus (ii) three (3) full months of Base Rent at the rate payable as of December 31, 2021 (the “Termination Date”)final month of the Term. In order If Tenant fails to exercise the Termination OptionRight strictly in accordance with this section, Sublessee must fully and completely satisfy each and every one time being of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31essence, 2020, (b) at the time of then the Termination Notice Sublessee Right shall not be in default under the Sublease, nor automatically lapse and Tenant shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior no right to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00)terminate this Lease. If Sublessee fails to satisfy any of the foregoing conditions, the Upon timely exercise of the Termination Option will Right in compliance with the terms hereof, the Early Termination Date shall be null deemed the Expiration Date and void Tenant shall surrender the Premises on or before the Early Termination Date in accordance with the terms of this Lease. Notwithstanding the foregoing, any failure of Tenant to timely deliver the termination payment or to timely surrender the Premises in strict accordance with the terms of this section shall be an incurable default not requiring the delivery of any further notice to Tenant, and in such event, Landlord, in Landlord's sole and absolute discretion, may elect to either (a) treat such failure as a failure of a necessary condition to the effectiveness of Tenant's exercise of the Termination Right, in which case Tenant's notice electing to terminate the Lease shall be deemed revoked and this Lease shall continue in effect without any further right of Tenant to terminate the Lease, or (b) Landlord may elect to treat Tenant's exercise of the Termination Right as effective notwithstanding such failure, in which case such failure shall be deemed a holdover of Tenant for each day that such failure continues beyond the Early Termination Date. For the purposes hereof, "Lease Costs" shall be the cost of all brokerage commissions, rental abatements, legal fees, Tenant allowances, work performed by Landlord to the Premises, and any other Tenant inducements paid or provided under this Lease plus interest on the foregoing items accruing from the Rent Commencement Date at the option rate of Sublessoreight percent (8%) per annum. For purposes of determining the unamortized balance of Lease Costs, Lease Costs shall be amortized on a straight line basis over the initial Term.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Tenant shall have the one one-time option to terminate this Lease and the Lease Term on the date that is the last day of the month that is the sixty-eighth (68th) month from the Commencement Date. Assuming the Commencement Date is July 1, 2006, Tenant shall have the one-time option to terminate this Lease effective February 29, 2012 (“Termination Option”) to terminate the Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Early Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor provided that Tenant gives written notice (“Termination Notice”) on or before December 31thereof to Landlord between June 1, 20202011 and June 30, (b) 2011 and provided further that no Event of Default has occurred at the time of such notice nor at the time of the Early Termination Notice Sublessee shall not be Date. Additionally, Tenant’s right to terminate hereunder is conditioned upon the payment in default under the Subleasefull by Tenant, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time it delivers notice to Landlord that it is exercising its termination right of an amount equal to any unamortized abatement of Rent (excluding casualty or condemnation) or “free rent” provided by Landlord; and (ii) the then unamortized cost of (a) the Work and (b) leasing commissions actually paid by Landlord in connection with this Lease (collectively, the “Termination Payment”). It is hereby understood and agreed that in calculating the Termination Payment, the then unamortized costs of the Work, leasing commissions, and “free rent” will be amortized over a period of eighty-eight (88) months of paid rent beginning on May 1, 2007 (assuming the Commencement Date is July 1, 2006) utilizing an interest rate of eight percent (8%) per annum. After Landlord’s receipt of the Termination Notice andPayment and so long as Tenant has surrendered the Premises in the condition required under the Lease, at Sublessor’s optionneither party shall have any rights, liabilities or obligations under this Lease for the period accruing after the Actual Termination Date, except those which, by the provisions of this Lease, expressly survive the termination of this Lease. This Lease is executed on the respective dates set forth below, but for reference purposes, this Lease shall be dated as of the Termination Datedate first above written. If the execution date is left blank, this Lease shall be deemed executed as of the Sublease shall not have been assigned nor shall the Premises have been further sublet date first written above. LANDLORD: GATEWAY WINDWARD, INC., a California corporation By: Invesco Institutional (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through SublesseeN.A.), and (d) concurrently with Sublessee’s delivery of the Termination Notice to SublessorInc., Sublessee shall pay to Sublessor as advisor By: /s/ Xxxxxxx Xxxxx Name: Xxxxxxx Xxxxx Title: Vice-President Execution Date: 12/21/05 TENANT: OPTIO SOFTWARE, INC., a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of Sublessor.Georgia corporation By: /s/ Xxxxxxxx Xxxxxx Name: Xxxxxxxx Xxxxxx Title: CFO Execution Date: 12/21/05

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Tenant shall have the one time option (“Termination Option”) to terminate the Sublease as Lease with respect to the Third Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 3111:59 p.m. on June 30, 2021 2013 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor provided Tenant gives written notice (“Termination Notice”) thereof to Landlord on or before December 31September 30, 20202012, (b) and provided that no Event of Default remains uncured under the Lease at the time of the giving of such notice or on the Termination Notice Sublessee shall not be Date. Notwithstanding anything to the contrary contained in default the immediately preceding sentence, in the event an Event of Default remains uncured under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) Lease at the time of the Termination Notice and, at Sublessor’s option, as giving of such notice or on the Termination Date, the Sublease Landlord shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating notify Tenant in writing of such sublease prior to default, and the Termination Date shall be extended by an amount of time equal to the cure period applicable to the default as provided for in Paragraph 19 of the Lease, as modified by Paragraph 21 of this Amendment. In the event Tenant fails to cure such Event of Default during the applicable cure period specified in the preceding sentence, this termination option shall be null and Sublessee delivers void and the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), Lease shall continue in full force and (d) concurrently with Sublessee’s delivery of effect as if Tenant had not delivered the Termination Notice to SublessorLandlord. In the event Tenant cures such Event of Default during the applicable cure period specified above, Sublessee the Lease shall pay terminate on the Termination Date, as extended pursuant to Sublessor the provisions of this Paragraph 9. Additionally, Tenant’s right to terminate hereunder is conditioned upon the payment in full by Tenant, simultaneously with the delivery of the notice of termination, of a termination fee payment in the amount of $269,453.69 (the “Termination FeePayment”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any After Landlord’s receipt of the foregoing conditionsfull Termination Payment, and Landlord’s receipt of all Rent due hereunder through and including the exercise Termination Date (as it may be extended as set forth in this Paragraph 9), as and when such Rent was due, neither party shall have any rights, liabilities or obligations under the Lease for the period accruing after the Termination Date, except those which, by the provisions of the Termination Option will be null and void at Lease, expressly survive the option termination of Sublessorthe Lease.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, (a) Sublessee shall have the a one time option to terminate this Sublease (the “Termination Option”) with such Termination to terminate the Sublease as to the Expansion Space only (i.e.be effective November 18, this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 2009 (the “Early Termination Date”). In order ) which Termination Option shall be subject to, and, to be effective, must be exercised in strict accordance with the following terms and conditions: (i) Sublessee notifies Sublessor in writing of Sublessee’s election to exercise the Termination OptionOption on or before August 1, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice 2009 (“Termination Notice”) on or before December 31, 2020, ); and (bii) at the time of the Sublessee’s Termination Notice Sublessee shall not be in default under the SubleaseNotice, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Early Termination Date and there is no outstanding default beyond any cure period by Sublessee delivers the Expansion Space to Sublessor hereunder; and (iii) on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee)before August 1, and (d) concurrently with Sublessee’s delivery of the Termination Notice 2009, Sublessee makes payment to Sublessor, Sublessee shall pay to Sublessor as Additional Rent hereunder, of a termination fee in the amount of Twenty Thousand and 00/100 Dollars ($20,000.00) (the “Termination Fee”). (b) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of properly exercises the Termination Option will and the conditions applicable thereto have been satisfied, this Sublease shall be null deemed terminated on the Early Termination Date, Sublessee shall return possession of the Premises to Sublessor in broom clean condition and void at in accordance with the option terms of SublessorSection 16 hereof, and the parties’ respective rights and obligations hereunder shall terminate, except for those obligations which accrue prior to such Early Termination Date and those rights and obligations which expressly, or by their nature, survive the termination of this Sublease (including all indemnification obligations hereunder).

Termination Option. Provided Sublessee fully and completely satisfies each of Notwithstanding anything to the conditions set forth in this Section 8contrary contained herein, Sublessee Lessee shall have the one a one-time option to surrender the Premises (“"Termination Option”") to terminate in accordance with the Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Termination Date”). In order following terms and conditions: a. If Lessee desires to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must Lessee shall give Sublessor Lessor irrevocable written notice (“"Termination Notice”") on of Lessee's exercise of this Termination Option, which shall be delivered by certified mail or before December 31, 2020, nationally recognized overnight courier which Termination Notice must be received by Lessor no later than the date that is twelve (b12) at full months prior to the time Termination Date. TIME IS OF THE ESSENCE with respect to Lessor's receipt of the Termination Notice Sublessee shall not be and all other deadlines in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of this Article. b. If Lessee gives the Termination Notice andand complies with all the provisions in this Article, the Lease as it applies to the Premises only shall terminate at Sublessor’s option11:59 p.m. on the last day of the month during which the third (3rd) anniversary of the Additional Premises Commencement Date occurs (the "Termination Date"). c. In consideration for Lessee's termination of this Lease, as of Lessee shall pay Lessor $56,689.48 ("Termination Fee") simultaneously with the Termination Notice sent by Lessee to Lessor. d. Lessee's obligations to pay Fixed Basic Rent, Additional Rent, and any other costs or charges under this Lease, and to perform all other Lease obligations for the period up to and including the Termination Date, shall survive the Sublease termination of this Lease. e. Notwithstanding the foregoing, if at any time during the period on or after the date on which Lessee shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior exercise its Termination Option, up to and including the Termination Date Date, Lessee shall be in default of this Lease past any applicable cure periods, then Lessor may elect, but is not obligated, to cancel and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), declare null and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the void Lessee's exercise of the Termination Option will and this Lease shall continue in full force and effect for the full Term hereof unaffected by Lessee's exercise of the Termination Option. If Lessor does not cancel Lessee's exercise of the Termination Option after Lessee's default, Lessee shall cure any default within the period of time specified in this Lease and this obligation shall survive the Termination Date. f. In the event Lessee exercises the Termination Option, Lessee covenants and agrees to surrender full and complete possession of the Premises to Lessor on or before the Termination Date vacant, broom-clean, in good order and condition reasonable wear and tear excepted, and, in accordance with the provisions of this Lease, and thereafter the Premises shall be free and clear of all leases, tenancies, and rights of occupancy of any entity claiming by or through Lessee. g. If Lessee shall fail to deliver possession of the Premises on or before the Termination Date in accordance with the terms hereof, Lessee shall be deemed to be a holdover Lessee from and after the Termination Date, and in such event all covenants and terms of Article 25 shall apply and shall also be liable to Lessor for all costs and expenses incurred by Lessor in securing possession of the Premises. Lessor may accept any such sums from Lessee without prejudice to Lessor's right to evict Lessee from the Premises by any lawful means. h. If Lessee properly and timely exercises the Termination Option and properly and timely satisfies all other monetary and non-monetary obligations under this Lease, the Lease as it applies to the Premises shall cease and expire on the Termination Date with the same force and effect as if said Termination Date were the date originally provided in this Lease as the Expiration Date of the Term hereof. i. If this Lease has been assigned or all or a portion of the Premises has been sublet, this Termination Option shall be deemed null and void at and neither Lessee nor any assignee or sublessee shall have the right to exercise such option during the term of Sublessorsuch assignment or sublease.

Termination Option. Provided Sublessee fully and completely satisfies each of So long as no default defined in Section `14.1 has occurred before the conditions set forth Notice Date defined in this Section 8, Sublessee shall have the one time option (“Termination Option”) to terminate the Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 31, 2021 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall not neither a default exists nor circumstances exists that would be in a default under the Sublease, nor shall any circumstance exist that, with after the giving of notice, notice or the passage of time, or both, would constitute a default under on the Sublease beyond any applicable Termination Date defined in this Section, Tenant will have the right to terminate this Lease as of the last day of the 90th full calendar month of the Lease Term (the “Termination Date”) by written notice to Landlord given at least nine full months before the Termination Date (the “Notice Date”). Tenant’s notice will be accompanied by its payment of: (a) (i) the unamortized costs incurred by Landlord to improve the Premises pursuant to the TI Work; (ii) the unamortized amounts of abated Base Rent; (iii) the unamortized amount paid by Landlord pursuant to Article XVIII; and cure period, (civ) interest on the foregoing unamortized amounts at the time rate of 8% per annum. The amortizations will be over the Lease Term, plus (b) the Base Rent due for the six months following the Termination Notice and, at Sublessor’s option, as Date. Landlord and Tenant will perform all of their obligations in this Lease up to and including the Termination Date. On the Termination Date, the Sublease rights and obligations of Landlord and Tenant that have not accrued or do not survive this Lease by its terms or by law will cease. The termination option shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior be personal to the Termination Date and Sublessee delivers the Expansion Space original Tenant named herein, or a transferee which succeeds to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee)such original Tenant’s interest herein pursuant to an Exempt Transfer as described in Section 9.1(c) hereof, and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be become null and void at the option upon any other assignment or sublease of Sublessorthis Lease by Tenant.

Termination Option. Provided Sublessee fully The period of time between the date hereof and completely satisfies each 4:00 p.m. on September 17, 2000 is hereinafter referred to as the "Inspection Period." Buyer, in its sole discretion, may elect to terminate this Agreement, for any reason or no reason, by giving notice of such election to Seller on any day prior to and including the final day of the Inspection Period (time being of the essence of the giving of such notice), in which event, except as expressly set forth herein, neither Seller nor Buyer shall have any further liability or obligation to the other hereunder. If such termination by Buyer occurs on or prior to the date which is twenty (20) days after the date of this Agreement, then the Initial Deposit shall be returned to Buyer; however, if such termination occurs after said twenty (20) day period, then the Initial Deposit shall be nonrefundable and shall be retained by Seller as it's own property, free and clear of any rights or claims of Buyer. If Buyer does not elect to terminate this Agreement, then by not later than the expiration of the Inspection Period, Buyer shall deliver the Additional Deposit to Escrow Agent. If Buyer timely delivers the Additional Deposit to Escrow Agent, as aforesaid, the delivery of the Additional Deposit shall be considered an election by Buyer not to terminate this Agreement, and all of the conditions of this Section 4.3 shall be considered satisfied and the Buyer's termination option under this Section 4.3 shall be null and void and of no further force or effect, and this Agreement and the obligations of the parties shall remain in full force and effect. Without limiting the foregoing, if Buyer fails to deliver the Additional Deposit by not later than the expiration of the Inspection Period, then such failure shall be considered to be an election by Buyer to terminate this Agreement, in which event the Initial Deposit shall be nonrefundable and shall be retained by Seller as its own property, free and clear of any rights or claims of Buyer, and except as expressly set forth herein, neither Seller nor Buyer shall have any further liability or obligation to the other hereunder. Except as set forth in this Section 8Article 4, Sublessee there are and shall have the one time option (“Termination Option”) to terminate the Sublease as be no conditions or contingencies, of any kind whatsoever, to the Expansion Space only (i.e.obligation of Buyer to purchase the Property, this Termination Option will not apply including, without limitation, any contingencies relating to the Existing Premises) effective as obtaining of December 31, 2021 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy financing by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of SublessorBuyer.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Tenant shall have the one time option (the “Second Termination Option”) to terminate this Lease with respect to all (but not less than all) of the Sublease as to the Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective Premises as of December 31, 2021 the Second Early Termination Date upon Tenant giving Landlord not less than six (6) months’ prior written notice of its exercise of the “Termination Date”). In order to exercise the Second Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: provided (a) Sublessee must give Sublessor such written notice (“sets forth the actual Second Early Termination Notice”) on or before December 31, 2020Date, (b) such written notice is accompanied by a certified or cashier’s check in an amount equal to the sum of (i) $255,396, plus, if Tenant then leases the ROFO Space, (ii) the additional sum of (A) $45,550.00, plus (B) $51.68 for each day (if any) of the lease term for the ROFO Space which falls within the first year of the initial Term of this Lease, as and for an early termination fee, and (c) such exercise is subject to the conditions and limitations set forth below. Tenant’s exercise of the Second Termination Option is further subject to the condition that no Default by Tenant exists at the time that Tenant exercises the Second Termination Option or upon the Second Early Termination Date. In the event Tenant exercises the Second Termination Option subject to and in accordance with the conditions and limitations herein contained, Tenant shall deliver the Premises to Landlord on or before the Second Early Termination Date in accordance with the terms and conditions of this Lease the same as if the Second Early Termination Date were the original Expiration Date of the Term of this Lease. Tenant shall continue to pay Base Rent, Tenant Reimbursement Amount and any other amounts reserved hereunder, and keep, perform and observe all of the terms, covenants and conditions on Tenant’s part to be kept, performed and observed as provided herein for the period between the date Tenant delivers written notice of its election to exercise the Second Termination Notice Sublessee Option and the Second Early Termination Date. Tenant shall have the option (the “Third Termination Option”) to terminate this Lease with respect to all (but not be less than all) of the Premises as of the Third Early Termination Date upon Tenant giving Landlord not less than twelve (12) months’ prior written notice of its exercise of the Third Termination Option, provided (a) such written notice sets forth the actual Third Early Termination Date, (b) such written notice is accompanied by a certified or cashier’s check in default under an amount equal to the Subleasesum of (i) $101,699, nor shall any circumstance exist thatplus, with if Tenant then leases the giving ROFO Space, (ii) the additional sum of notice$51.68 for each day (if any) of the lease term for the ROFO Space which falls within the first year of the initial Term of this Lease, the passage of timeas and for an early termination fee, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior exercise is subject to the Termination Date conditions and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublesseelimitations set forth below. Tenant’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void is further subject to the condition that no Default by Tenant exists at the option time that Tenant exercises the Third Termination Option or upon the Third Early Termination Date. In the event Tenant exercises the Third Termination Option subject to and in accordance with the conditions and limitations herein contained, Tenant shall deliver the Premises to Landlord on or before the Third Early Termination Date in accordance with the terms and conditions of Sublessorthis Lease the same as if the Third Early Termination Date were the original Expiration Date of the Term of this Lease. Tenant shall continue to pay Base Rent, Tenant Reimbursement Amount and any other amounts reserved hereunder, and keep, perform and observe all of the terms, covenants and conditions on Tenant’s part to be kept, performed and observed as provided herein for the period between the date Tenant delivers written notice of its election to exercise the Third Termination Option and the Third Early Termination Date.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Tenant shall have a one-time right to terminate this Lease (the one time option (“Termination Option”), by notice to Landlord (the “Early Termination Notice”) to terminate the Sublease as given no earlier than June 1, 2011 and no later than July 31, 2012, which termination shall, subject to the Expansion Space only (i.e.provisions of this Article 33, this Termination Option will not apply to the Existing Premises) be effective as of December 31on June 30, 2021 2013 (the “Termination Date”). In order to exercise , provided that (i) this Lease shall be in full force and effect and no Material Default shall have occurred and be continuing on the Termination Option, Sublessee must fully and completely satisfy each and every one date of Tenant’s giving of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Early Termination Notice Sublessee shall not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of on the Termination Date, and (b) together with the Sublease Early Termination Notice, Tenant shall not pay to Landlord the sum of Three Million Five Hundred Thousand and 00/100 Dollars ($3,500,000.00) (the “Termination Payment”). Time shall be of the essence as to the giving of the Early Termination Notice by Tenant, and if Tenant fails to timely give the Early Termination Notice, Tenant shall have been assigned nor shall no further rights under this Article 33 to exercise the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease Early Termination Option or otherwise to terminate this Lease prior to the Termination Date and Sublessee delivers Expiration Date. In the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of event that Tenant shall timely give the Termination Notice and shall otherwise comply with the conditions set forth in this Article 33 to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null Option, including the making of the Termination Payment, this Lease and void at the option Term shall expire and come to an end on the Termination Date with the same effect as if such date were the Expiration Date, and Tenant shall remain liable to pay all Fixed Rent and Additional Rent due and payable, and to perform any and all other obligations of SublessorTenant accruing under this Lease on or prior to the Termination Date. On the Termination Date termination, Tenant shall vacate and deliver possession of the Premises to Landlord as provided in Article 20.

Termination Option. Provided Sublessee fully and completely satisfies each no Event of Default has occurred under this Lease beyond the conditions expiration of all applicable grace and/or cure periods expressly set forth in this Section 8herein, Sublessee Tenant shall have the one a one-time option to terminate this Lease (the “Termination Option”) to terminate the Sublease as to the Expansion Space only (i.e., this ). The Termination Option will not apply to the Existing Premises) become effective as of December 31, 2021 the last day of the calendar month following the two (2) year anniversary of the Commencement Date (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor provided Xxxxxx has delivered written notice of such termination (the “Termination Notice”) to Landlord on or before December 31the date that is six (6) months prior to the Terminate Date, 2020, (b) at the time being of the Termination Notice Sublessee shall not be in default under the Subleaseessence. As set forth below, nor shall any circumstance exist thatTenant must pay to Landlord, with the giving of noticeby wire transfer, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, termination fee equal to three (c3) at the time months of the Termination Notice and, at Sublessor’s option, then escalated Rent and Additional Rent due from Tenant as of the Termination DateDate (the “Termination Fee”). Tenant shall pay the Termination Fee contemporaneously with its delivery of the Termination Notice. In such event, the Sublease shall not have been assigned nor shall Xxxxxx will vacate and surrender possession of the Premises have been further sublet (unless to Landlord on the Termination Date in the manner required under this Lease. Any attempt by Tenant to exercise its Termination Option by any further sublease contains an express provision terminating such sublease method, at any time or in any circumstances other than as specifically set forth in this Article 42 will be null and void and of no force or effect at the sole option and discretion of Landlord. The Termination Option is reserved to Tenant and will not inure to the benefit of any sublessees, transferees, successors and/or assigns of Tenant. Tenant shall remain liable to Landlord for any and all Rent and Additional Rent and to perform any and all of Tenant’s obligations which accrue prior to the Termination Date and Sublessee delivers the Expansion Space to Sublessor but which become due on or after the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will be null and void at the option of SublessorDate.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Lessee shall have the one a one-time only option (“Termination Option”) to terminate the Sublease as Lease, exercisable upon at least one hundred eighty (180) days prior written notice to the Expansion Space only (i.e.Lessor, this Termination Option will not apply to the Existing Premises) which termination shall be effective as of December 31, 2021 2006 (the “Early Termination Date”). In order Lessee shall pay to Lessor, upon its exercise of the Termination Option, an amount equal to $80,576.37, which amount represents the unamortized portion, as of the Early Termination Date, of (i) the ninety days of rent abatement which Lessee is receiving pursuant to Paragraph 2 of this Amendment, and (ii) the brokerage commissions incurred by Lessor in connection with this Amendment. Once Lessee shall exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor written notice (“Termination Notice”) on or before December 31, 2020, (b) at the time of the Termination Notice Sublessee shall Lessee may not be in default under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) at the time of the Termination Notice and, at Sublessor’s option, as of the Termination Date, the Sublease thereafter revoke such exercise. Lessee shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating such sublease prior right to exercise the Termination Date and Sublessee delivers the Expansion Space to Sublessor on the Termination Date free from any occupancy Option at a time that an Event of Default (or right an event which with notice or lapse of occupancy by third parties claiming through Sublessee)time could become an Event of Default) under this Lease has occurred, and (d) concurrently with Sublessee’s delivery of the Termination Notice to Sublessor, Sublessee shall pay to Sublessor a termination fee (“Termination Fee”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any of the foregoing conditions, the exercise of the Termination Option will shall be deemed null and void at if an Event of Default (or an event which with notice or lapse of time could become an Event of Default) has occurred and is continuing on the option Early Termination Date. Lessee’s failure to timely exercise the Termination Option for any reason whatsoever shall conclusively be deemed a waiver of Sublessorsuch Termination Option. The Termination Option is not transferable; the parties hereto acknowledge and agree that they intend the aforesaid rights to terminate this Lease to be “personal” to Lessee and that in no event shall any assignee or sublessee exercise the aforesaid option.

Termination Option. Provided Sublessee fully and completely satisfies each of the conditions set forth in this Section 8, Sublessee Tenant shall have the one time option (“Termination Option”) to terminate the Sublease as Lease with respect to the Third Expansion Space only (i.e., this Termination Option will not apply to the Existing Premises) effective as of December 3111:59 p.m. on June 30, 2021 2013 (the “Termination Date”). In order to exercise the Termination Option, Sublessee must fully and completely satisfy each and every one of the following conditions: (a) Sublessee must give Sublessor provided Tenant gives written notice (“Termination Notice”) thereof to Landlord on or before December 31September 30, 20202012, (b) and provided that no Event of Default remains uncured under the Lease at the time of the giving of such notice or on the Termination Notice Sublessee shall not be Date. Notwithstanding anything to the contrary contained in default the immediately preceding sentence, in the event an Event of Default remains uncured under the Sublease, nor shall any circumstance exist that, with the giving of notice, the passage of time, or both, would constitute a default under the Sublease beyond any applicable notice and cure period, (c) Lease at the time of the Termination Notice and, at Sublessor’s option, as giving of such notice or on the Termination Date, the Sublease Landlord shall not have been assigned nor shall the Premises have been further sublet (unless any further sublease contains an express provision terminating notify Tenant in writing of such sublease prior to default, and the Termination Date shall be extended by an amount of time equal to the cure period applicable to the default as provided for in Paragraph 19 of the Lease, as modified by Paragraph 21 of this Amendment. In the event Tenant fails to cure such Event of Default during the applicable cure period specified in the preceding sentence, this termination option shall be null and Sublessee delivers void and the Expansion Space to Sublessor on the Termination Date free from any occupancy or right of occupancy by third parties claiming through Sublessee), Lease shall continue in full force and (d) concurrently with Sublessee’s delivery of effect as if Tenant had not delivered the Termination Notice to SublessorLandlord. In the event Tenant cures such Event of Default during the applicable cure period specified above, Sublessee the Lease shall pay terminate on the Termination Date, as extended pursuant to Sublessor the provisions of this Paragraph 9. Additionally, Tenant’s right to terminate hereunder is conditioned upon the payment in full by Tenant, simultaneously with the delivery of the notice of termination, of a termination fee payment in the amount of $269,453.69 (the “Termination FeePayment”) equal to Six Hundred Thousand Dollars ($600,000.00). If Sublessee fails to satisfy any After Landlord’s receipt of the foregoing conditionsfull Termination Payment, and Landlord’s receipt of all Rent due hereunder through and including the exercise Termination Date (as it may be extended as set forth in this Paragraph 9), as and when such Rent was due, neither party shall have any rights, liabilities or obligations under the Lease for the period accruing after the Termination Date, except those which, by the provisions of the Termination Option will be null and void at Lease, expressly survive the option termination of Sublessorthe Lease. 10.