Common use of Amendment to Sublease Clause in Contracts

Amendment to Sublease. Provided that Subtenant is not in monetary or material non-monetary default under the Sublease, as amended, beyond any applicable notice and cure periods set forth in the Sublease, as amended, as of the date of Subtenant’s delivery of the “Termination Notice,” as that term is defined below, the Subtenant, shall have the one-time right to terminate Sublease effective as of March 1, 2024 (the “Termination Date”), provided that (i) Sublandlord receives written notice (the “Termination Notice”) from Subtenant not less than twelve ( 12) months prior to the Termination Date stating Subtenant’s election to terminate Sublease, and (ii) concurrent with Sublandlord’s receipt of the Termination Notice, Sublandlord receives from Subtenant an amount equal to the “Termination Fee,” as that term is defined below. Subtenant acknowledges that Sublandlord’s receipt of the entire Termination Fee is consideration for and a condition precedent to, Subtenant’s right to terminate the Sublease. (a) Provided that Subtenant terminates the Sublease pursuant to the terms of this Section, the Sublease shall automatically terminate and be of no further force or effect and Sublandlord and Subtenant shall be relieved of their respective obligations with respect to such Sublease as of the Termination Date, except those obligations which relate to the period prior to the Termination Date, including, without limitation, the payment by Subtenant or Sublandlord of all amounts owed to the other party with respect to the Sublease up to and including the Termination Date, and those certain obligations set forth in the Sublease, as amended, which expressly survive the expiration or earlier termination of the Sublease, as amended. Subtenant shall return the Premises to Sublandlord upon a termination thereof in accordance with the terms of the Sublease, as amended, as if the term of the Sublease had expired. (b) For purposes of this Section, the “Termination Fee” shall be equal to the sum of (1) the Rent and Sublandlord’s estimate of Subtenant’s 23% share of Lessee’s Share of Operating Expenses (as defined in the Master Lease) applicable to March and April 2024, and (2) the “Unamortized Costs,” as that term is defined, below. (c) For purposes of this Section, the “Unamortized Costs” shall be equal to the unamortized portion of the sum of the following costs paid or incurred by Sublandlord on or before the Termination Date, and prorated on a square foot basis for the Premises of the Sublease against the “Premises” (as defined in the Master Lease): (i) brokerage commissions paid by Sublandlord; (ii) the “Base Rent Abatement,” as that term is defined in Section 3 of that certain Fifth Amendment to Multi-Tenant Office Lease-Net dated November 2, 2016 (the “Fifth Amendment”) applicable to the Premises of the Sublease, and (iii) the Tenant Improvement Allowance (as defined in the Fifth Amendment) and the “Additional Allowance” (as defined in the Tenant Work Letter attached to the Fifth Amendment) applicable to the Premises of the Sublease. The Unamortized Costs shall be amortized on a straight line basis, with interest calculated at nine percent (9%) per year, over the period from August 1, 2018 through and including the scheduled Expiration Date. (d) Within thirty (30) days of Subtenant’s written request therefor (but without extending the time period by which Subtenant is required to pay the Termination Fee hereunder), Sublandlord shall provide Subtenant with Sublandlord’s computation of the Termination Fee and the components thereof. The rights contained in this Section shall be personal to the Subtenant and may only be exercised by the Subtenant (and not any assignee, sublessee or other transferee of Subtenant’s interest in the Sublease, as amended) if the Subtenant occupies the entire then-existing Premises.

Amendment to Sublease. Provided that The Original Sublease is hereby amended as follows: a. Section 2.5 of the Original Sublease is hereby amended and restated in its entirety as follows: b. “During the Sublease Term, Subtenant is not shall have the right, at no cost to Subtenant, to use all of the parking spaces allocated to Sublandlord in monetary or material non-monetary default accordance with Section 9 of the Summary and Section 28 of the Master Lease. Subtenant shall use such parking spaces during the Sublease Term in the same manner as permitted to Sublandlord under the Master Lease, provided, that, there shall be no additional charge or fee payable by Subtenant with respect to such parking spaces and Subtenant shall have no maintenance and/or repair obligations with respect thereto (except to the extent included in Operating Expenses). Subtenant shall ensure that Subtenant's employees, agents, contractors, invitees and visitors comply with such parking rules and regulations applicable to Subtenant pursuant to this Sublease, as amended, beyond . Without limiting the generality of any applicable notice and cure periods set forth provision in the Sublease, as amended, as of the date of Subtenant’s delivery of the “Termination Notice,” as that term is defined below, the Subtenant, shall have the one-time right to terminate Sublease effective as of March 1, 2024 (the “Termination Date”), provided that (i) Sublandlord receives written notice (the “Termination Notice”) from Subtenant not less than twelve ( 12) months prior to the Termination Date stating Subtenant’s election to terminate Sublease, and (ii) concurrent with Sublandlord’s receipt of the Termination Notice, Sublandlord receives from Subtenant an amount equal to the “Termination Fee,” as that term is defined below. Subtenant acknowledges that Sublandlord’s receipt its use of such parking spaces is subject to the provisions of Section 28 of the entire Termination Fee Master Lease (with Sublandlord being Landlord, and Subtenant being Tenant, thereunder).” c. Section 2.8 of the Original Sublease is consideration for and a condition precedent to, Subtenant’s right to terminate the Subleasehereby deleted. (a) Provided that Subtenant terminates d. Section 5.1 of the Original Sublease is hereby amended and restated in its entirety as follows: “Base Rent. Upon the Sublease pursuant to the terms of this Section, the Sublease shall automatically terminate Commencement Date and be of no further force or effect and Sublandlord and Subtenant shall be relieved of their respective obligations with respect to such Sublease as of the Termination Date, except those obligations which relate to the period prior to the Termination Date, includingmonthly thereafter, without limitationany prior demand therefor, the payment by Subtenant or Sublandlord of all amounts owed agrees to the other party with respect pay to the Sublease up to and including the Termination Date, and those certain obligations set forth in the Sublease, as amended, which expressly survive the expiration or earlier termination of the Sublease, as amended. Subtenant shall return the Premises to Sublandlord upon a termination thereof in accordance with the terms of the Sublease, as amended, as if the term of the Sublease had expired. (b) For purposes of this Section, the “Termination Fee” shall be equal to the sum of (1) the Rent and Sublandlord’s estimate of Subtenant’s 23% share of Lessee’s Share of Operating Expenses (as defined in the Master Lease) applicable to March and April 2024, and (2) the “Unamortized Costs,” as that term is defined, below. (c) For purposes of this Section, the “Unamortized Costs” shall be equal to the unamortized portion of the sum of the following costs paid or incurred by Sublandlord on or before the Termination Datefirst (1st) day of each calendar month by ACH or wire transfer pursuant to written wire instructions provided to Subtenant which may be periodically updated by Sublandlord upon written notice to Subtenant, and prorated on a square foot basis base rent for the Subleased Premises (the “Base Rent”) in the amounts set forth in the schedule below for the corresponding periods of the Sublease against the “Premises” (as defined in the Master Lease): (i) brokerage commissions paid by Sublandlord; (ii) the “Term: a. Lease Year a. Base Rent Abatement,” as that term is defined in Section 3 of that certain Fifth Amendment to Multi-Tenant Office Lease-Net dated November 2, 2016 per Rentable Square Foot (the “Fifth Amendment”RSF) applicable to the Premises of the Sublease, and (iii) the Tenant Improvement Allowance (as defined in the Fifth Amendment) and the “Additional Allowance” (as defined in the Tenant Work Letter attached to the Fifth Amendment) applicable to the Premises of the Sublease. The Unamortized Costs shall be amortized on a straight line basis, with interest calculated at nine percent (9%) per year, over the period from August 1, 2018 through and including the scheduled Expiration Date. (d) Within thirty (30) days of Subtenant’s written request therefor (but without extending the time period by which Subtenant is required to pay the Termination Fee hereunder), Sublandlord shall provide Subtenant with Sublandlord’s computation of the Termination Fee and the components thereof. The rights contained in this Section shall be personal to the Subtenant and may only be exercised by the Subtenant (and not any assignee, sublessee or other transferee of Subtenant’s interest in the Sublease, as amended) if the Subtenant occupies the entire then-existing Premises.a. Annual Base Rent a. Monthly Base Rent