Common use of Transfer Premium Clause in Contracts

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘Transfer Premium” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a TransferTransfer (not including ---------------- any Collocation Agreement pursuant to Section 14.6 below), as a condition ------------ thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer ------------ Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee Transferee, (iii) any brokerage commissions in connection with the Transfer Transfer, (provided that iv) any reasonable attorneys fees incurred by Tenant in conjunction with documenting such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Transfer. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a TransferTransfer constituting an assignment of the Lease or a sublease to the Premises, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, costs of improvements or alterations and improvements made to the Premises Subject Space in connection with the such Transfer, (ii) any free base rent or other reasonable economic considerations provided to the Transferee, (iii) brokerage commissions or and marketing expenses paid in connection with such Transfer, (iv) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or and (iiiv) any free base rent reasonably provided amounts payable to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Landlord under Section 14.1 above. ‘‘“Transfer Premium” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord’s applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer. No Transfer Premium to Landlordshall be payable in connection with any Permitted Transfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease (including any Additional Tenant Improvement Allowance Payment) during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, alterations and costs of improvements made to the Premises Subject Space in connection with such Transfer (which may include the Transferunamortized cost of the Tenant Improvements to the extent paid for by Tenant directly rather than through the Additional TI Allowance), (ii) any brokerage commissions or paid in connection with such Transfer, and (iii) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord’s applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer (on a per rentable square foot basis if less than all of the Premises is transferred, ) after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any free base rent or other economic concessions reasonably provided to the Transferee, (iii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iiiiv) any free base rent reasonably provided to the Transferee attorneys' fees incurred by Tenant in connection with the Transfer Transfer, and (provided that v) any review and processing fees paid to Landlord in connection with such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Transfer. ‘‘The "Transfer Premium” " shall ' also include, but not be limited toto key money, key money and bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease (including any Additional Tenant Improvement Allowance Payment) during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, alterations and costs of improvements made to the Premises Subject Space in connection with such Transfer (which may include the Transferunamortized cost of the Tenant Improvements or Alterations to the extent paid for by Tenant directly rather than through the Additional TI Allowance), (ii) any brokerage commissions or paid in connection with such Transfer, and (iii) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord’s applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and alterations, or improvements to the Premises in connection with the Transfer, (ii) any free base rent or other economic concessions reasonably provided to the Transferee, (iii) any reasonable legal fees and brokerage commissions or reasonable attorneys’ fees incurred by Tenant in connection with the Transfer, or and (iiiiv) any free base rent reasonably provided amounts payable to Landlord under Section 14.1 above (collectively, the Transferee in connection with the “Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such TransfereeCosts”). ‘‘The "Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer. No Transfer Premium to Landlordshall be payable in connection with any Permitted Transfer.

Transfer Premium. If Landlord consents to a TransferTransfer constituting an assignment of the Lease or a sublease to the Premises, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, costs of improvements or alterations and improvements made to the Premises Subject Space in connection with the such Transfer, (ii) any free base rent or other reasonable economic considerations provided to the Transferee, (iii) brokerage commissions or and marketing expenses paid in connection with such Transfer, (iv) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or and (iiiv) any free base rent reasonably provided amounts payable to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Landlord under Section 14.1 above. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer. No Transfer Premium to Landlordshall be payable in connection with any Permitted Transfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease (including any Additional Tenant Improvement Allowance Payment) during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, alterations and costs of improvements made to the Premises Subject Space in connection with such Transfer (which may include the Transferunamortized cost of the Tenant Improvements to the extent paid for by Tenant directly rather than through the Additional TI Allowance), (ii) any brokerage commissions or paid in connection with such Transfer, and (iii) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In Notwithstanding the calculations foregoing, the reduction in Base Rent in the first eight (8) months of the Rent (as it relates to Lease Term under Section 4 of the Summary shall be disregarded when calculating the Transfer Premium calculated under this Section 14.3), Tenant during such period. The determination of the amount of Landlord's applicable share of the Transfer Premium shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, as and when received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any free base rent or other economic concessions reasonably provided to the Transferee, (iii) any brokerage commissions or reasonable attorneys’ in connection with the Transfer, (iv) any legal fees incurred in connection with the Transfer, or and (iiiv) any free base rent reasonably provided to the Transferee other reasonable third-party cost actually incurred in good faith in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Transfer. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty seventy-five percent (5075%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, and (ii) any attorneys' fees and brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In Notwithstanding the calculations of the Rent (as it relates to the foregoing, no Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of due in connection with any Transfer Premium to Landlordan Affiliate pursuant to Section 14.7 below.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) Landlord, other than in connection with a Permitted Transfer, fifty percent (50%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease on a per rentable square foot basis if less than all of the Premises is transferredbasis, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or in connection with the Transfer and (iii) any reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the document such Transfer (provided that such free rent shall be deducted only to collectively, the extent the same is included in the calculation of total consideration payable by such Transferee“Subleasing Costs”). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee solely in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer (including any tenant improvement allowances granted in connection with the Transfer), (ii) any free base rent or other economic concessions reasonably provided to the Transferee, (iii) any brokerage commissions or in connection with the Transfer, (iv) other reasonable costs incurred by Tenant relating to the Transfer, and (v) reasonable attorneys’ ' fees incurred in connection with the Transfer. "Transfer Premium" shall mean all rent, additional rent or (iii) any free base rent reasonably provided to the other consideration payable by such Transferee in connection with the Transfer (provided that such free rent shall be deducted only to in excess of the extent the same is included in the calculation of total consideration Rent and Additional Rent payable by such Transferee)Tenant under this Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee Transferee, (iii) marketing costs associated with such Transfer, (iv) reasonable attorneys' fees incurred in the documentation and negotiation of such Transfer and (v) any brokerage commissions in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Transfer. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations For purposes of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant calculating any such effective rent all such concessions shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to amortized on a straight-line basis over the payment of any Transfer Premium to Landlordrelevant term.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of 0000-0000-0000.7371310.00016/10-2-23/gjn/gjn -29- [Britannia Oyster Point][Pliant Therapeutics] the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, alterations and costs of improvements made to the Premises Subject Space in connection with the such Transfer, (ii) any brokerage commissions or paid in connection with such Transfer, and (iii) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease (on a per rentable square foot basis if less than all of the Premises is transferred), after deducting the reasonable expenses (collectively, the “Reasonable Transfer Costs”) incurred by Tenant for (i) reasonable third party legal fees, and (ii) any changes, alterations and improvements to the Premises reasonable brokerage commissions in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations case of a Transfer other than an assignment of Tenant’s entire interest in the Lease and Premises, Reasonable Transfer Costs shall be amortized on a straight line basis, without interest, over the initial term of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Except as otherwise provided in Sections 14.6 and 14.7 below, if Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” "TRANSFER PREMIUM" shall mean all rent, additional rent or rent, parking charges and other consideration payable by received from such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease on a per rentable square foot basis if less than all of the Premises is transferred, after deducting (as a first priority item) the actual, reasonable and documented expenses incurred by Tenant for (i) any changes, alterations and improvements made to the Premises Premises, and/or any tenant improvement allowance provided by Tenant to the Transferee, in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred and advertising expenses in connection with the Transfer, or and (iii) any free base rent reasonably provided to the Transferee reasonable legal fees incurred by Tenant in connection with negotiating the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)and obtaining Landlord's consent thereto. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for (A) services rendered by Tenant to Transferee or for (B) assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘“Transfer Premium,” ”, as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations Alterations and improvements to the Premises incurred in connection with the Transfer, (ii) any reasonable brokerage commissions or incurred in connection with the Transfer, (iii) any reasonable attorneys’ advertising costs incurred in connection with the Transfer, and (iv) reasonable legal fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In For the calculations avoidance of doubt, the Rent (as it relates to the Transfer Premium calculated under terms of this Section 14.3), Tenant 14.3 shall be entitled not apply to fully recover all transfer costs actually incurred by Tenant prior a transaction undertaken pursuant to the payment of any Transfer Premium to LandlordSection 14.7.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘Transfer Premium,” , as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, . The Transfer Premium shall be calculated after first deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any free base rent or other economic concessions reasonably provided to the Transferee, (iii) any brokerage commissions or and reasonable attorneys’ legal fees and other professional fees incurred by Tenant in connection with the Transfer, or and (iiiiv) any free base rent reasonably provided amounts payable to the Transferee in connection with the Landlord under Section 14.1 above (collectively, “Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such TransfereeCosts”). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover first recoup all transfer costs actually incurred by Tenant prior to Transfer Costs from the payment of Transferee before any Transfer Premium must be paid to Landlord. No Transfer Premium shall apply in case of a Permitted Transfer (defined in Section 14.8 below).

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee Transferee, and (iii) any brokerage commissions in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee)Transfer. ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration attributable to rent and payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferred, and after deducting the reasonable expenses incurred by Tenant for deduction of (i) any changes, alterations and costs of improvements made to the Premises Subject Space in connection with the such Transfer, (ii) any brokerage commissions or paid in connection with such Transfer, and (iii) reasonable attorneys’ legal fees incurred in connection with the such Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to the extent the same is included in the calculation of total consideration payable by such Transferee). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant solely in connection with such TransferTransfer which consideration is made in connection with this including personal property, goodwill, intellectual property, general intangibles, etc. so long as such allocation is not and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3)The 822610.04/WLA [THE BOARDWALK] 183362-00050/9-24-20/mem/mem -31- [Zentalis Pharmaceuticals, Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.Inc.]

Transfer Premium. If Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “"Transfer Premium” " shall mean all rent, additional rent or other consideration payable by such Transferee in connection with the Transfer in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease during the term of the Transfer on a per rentable square foot basis if less than all of the Premises is transferredtransferred , after first deducting the amortized portion (total amortized over the term of the Transfer) of the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, (ii) any brokerage commissions or reasonable attorneys’ fees incurred in connection with free base rent and other economic concessions reasonably provided to the TransferTransferee, or and (iii) any free base rent reasonably provided to the Transferee brokerage commissions and reasonable legal fees and costs in connection with the Transfer (provided that such free rent shall be deducted only to collectively, the extent the same is included in the calculation of total consideration payable by such Transferee"Transfer Concessions"). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and money, bonus money or other cash consideration paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations The determination of the Rent (as it relates to amount of Landlord's applicable share of the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred made on a monthly basis as rent or other consideration is received by Tenant prior to under the payment of any Transfer Premium to LandlordTransfer.

Transfer Premium. If Landlord consents to a Transfer, as a condition ---------------- thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty percent (50%) of any ‘‘"Transfer Premium,” " as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” "TRANSFER PREMIUM" shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any changes, alterations and improvements to the Premises in connection with the Transfer, and (ii) any brokerage commissions or reasonable attorneys’ and legal fees incurred in connection with the Transfer, or (iii) any free base rent reasonably provided to the Transferee in connection with the Transfer (provided that such free rent shall be deducted only to collectively, the extent the same is included in the calculation of total consideration payable by such Transferee"SUBLEASING COSTS"). ‘‘"Transfer Premium” " shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.

Transfer Premium. If Except as provided in Section 14.7 below, if Landlord consents to a Transfer, as a condition thereto which the parties hereby agree is reasonable, Tenant shall pay to Landlord (if and when actually received by Tenant) fifty one hundred percent (50100%) of any ‘‘“Transfer Premium,” as that term is defined in this Section 14.3, received by Tenant from such Transferee. “Transfer Premium” shall mean all rent, additional rent or other consideration payable by such Transferee in excess of the Rent and Additional Rent payable by Tenant under this Lease, Lease on a per rentable square foot basis if less than all of the Premises is transferred, after deducting the reasonable expenses incurred by Tenant for (i) any reasonable changes, alterations and improvements to the Premises in connection with the Transfer, (ii) and/or any brokerage commissions commercially reasonable tenant improvement allowance, space planning allowance, moving allowance or reasonable attorneys’ fees incurred in connection with the Transfer, other out-of-pocket monetary concessions paid or (iii) any free base rent reasonably provided by Tenant to the Transferee in connection with the Transfer (provided that such free rent shall be deducted but only to the extent approved by Landlord), and (ii) any reasonable brokerage commissions in connection with the same is included in Transfer (collectively, the calculation of total consideration payable by such Transferee“Subleasing Costs”). ‘‘“Transfer Premium” shall also include, but not be limited to, key money and bonus money paid by Transferee to Tenant in connection with such Transfer, and any payment in excess of fair market value for services rendered by Tenant to Transferee or for assets, fixtures, inventory, equipment, or furniture transferred by Tenant to Transferee in connection with such Transfer. In the calculations of the Rent (as it relates to the Transfer Premium calculated under this Section 14.3), Tenant shall be entitled to fully recover all transfer costs actually incurred by Tenant prior to the payment of any Transfer Premium to Landlord.