Common use of Tenant’s Option to Terminate Clause in Contracts

Tenant’s Option to Terminate. Provided the Tenant is Wescom Solutions Inc. and the Tenant has not assigned this Lease and further provided the Tenant is not, at the time of issuance of the Termination Notice (as hereinafter defined) in receipt of a written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate this Lease shall be null and void and of no further force or effect.

Tenant’s Option to Terminate. Provided If: (a) the Repair Period Notice provided by Landlord indicates that the anticipated period for repairing the Casualty exceeds one hundred and eighty (180) days after the Casualty (the “Repair Period”), or [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. (b) the Casualty to the Premises occurs during the last twelve (12) months of the Term; then Tenant is Wescom Solutions Inc. and shall have the Tenant has option, but not assigned the obligation, to terminate this Lease and further provided the Tenant is not, at the time of issuance of the Termination Notice (as hereinafter defined) in receipt of a by providing written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Tenant’s Termination Notice”) to Landlord within thirty (30) days after receiving the Repair Period Notice in the case of 12.4 (a); or within thirty (30) days after it has notice of the Casualty, in the case of Section 12.4 (b). Furthermore, if: (c) Landlord does not complete the repairs required hereinabove within the Repair Period, and (d) further provided Landlord has not diligently commenced and delivers contemporaneously continued to prosecute to completion repair of the damage and/or destruction caused by the Casualty, and (e) Landlord has not completed the repairs thereafter on or before thirty (30) days after the expiration of the Repair Period, then Tenant shall also have the option, but not the obligation, to terminate this Lease by giving Landlord written notice of its intention to so terminate, which notice shall be given not more than forty-five (45) days after expiration of the Repair Period. Tenant’s failure to provide Landlord with such Tenant’s Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s periods specified hereinabove shall be deemed conclusive evidence that Tenant has waived its option to terminate this Lease shall be null and void and of no further force or effectLease.

Tenant’s Option to Terminate. The Termination Option set forth in Section 10 of the First Amendment, as amended in Section 8 of the Second Amendment, is hereby deleted in its entirety and the following option to terminate shall apply to the New Premises: Provided the that Tenant is Wescom Solutions Inc. and not in default under the Lease beyond any applicable notice, grace or cure period on the date Tenant has not assigned this Lease and further provided the Tenant is not, at the time of issuance of shall exercise the Termination Notice Option, Tenant shall have a one (1) time option to terminate (the “Termination Option”) the Lease as hereinafter definedof 11:59 p.m. on November 30, 2020 (the date when the Lease is terminated pursuant to this Section being referred to herein as the “Early Termination Date”). Tenant shall exercise its Termination Option by (i) in receipt of a delivering to Landlord written notice of default from (the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) of such election to terminate the Lease on or before March 1, 2020, and delivers contemporaneously (ii) paying to Landlord the Termination Payment (hereinafter defined) simultaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice. If Tenant properly and timely delivers the Termination Notice and considerationmakes the Termination Payment, then the Lease shall be deemed to have expired by lapse of time on the Early Termination Date. Tenant shall be responsible for performance of all of return the terms, covenants and conditions contained Premises to Landlord on its part to be performed under the Early Termination Date in accordance with the terms of this the Original Lease, including the payment of all Base Rental including, but not limited to, Sections 5.2 and Additional Rent with respect to the whole 5.4 of the Leased Premises, up Initial Lease. If Landlord fails to and including receive the Termination Date. Should Payment simultaneously with the Tenant fail to exercise its notice within the time and in the manner described hereinTermination Notice, the Tenant’s option right to terminate this Lease hereunder shall, at Landlord’s sole option, be void. Unless Landlord otherwise agrees in writing, Tenant may not exercise the Termination Option, and no termination hereunder shall be null effective, if a default under the Lease by Tenant beyond any applicable notice, grace or cure period shall exist as of the date on which the Termination Notice is given. Upon Tenant delivering the Termination Notice, any and all rights of Tenant to extend the Term of the Lease whether pursuant to a renewal option or otherwise, or to expand the Premises whether pursuant to a right of first offer or right of first refusal, shall immediately be void and of no further force or effect. All obligations of either party to the other which accrue under the Lease on or before the Early Termination Date shall survive such termination. As used herein, “Termination Payment” shall mean an amount equal to the “worth at the time of the termination” of (a) the brokerage commissions paid by Landlord in connection with this Amendment in accordance with Section 16(f) of this Amendment, and (b) the cost of the Relocation Improvements paid by Landlord (collectively, the “Leasing Costs”). For purposes of this Section, the “worth at the time of the termination” is computed by amortizing the Leasing Costs over the period from the Relocation Date through November 30, 2022, at an interest rate of eight percent (8%) per annum, to determine the portion allocated to the period after the Early Termination Date. Landlord, within ten (10) days after Tenant’s written request (provided such request may be made no earlier than the Relocation Date), shall provide Tenant with its calculation of the amount of the Termination Payment. Notwithstanding anything to the contrary set forth herein, in no event shall the Termination Payment exceed Sixty Nine Thousand Two Hundred Fifty Five and 13/100 Dollars ($69,255.13). Landlord and Tenant acknowledge that the Termination Payment is not a penalty, but is a reasonable estimate of the damages to be suffered by Landlord as a consequence of Tenant’s exercise of the Termination Option. Tenant hereby acknowledges and agrees that Tenant shall not be entitled to any rebate or return of any portion of the Termination Payment as a consequence of the actual costs incurred by Landlord in re-letting the Premises being less than the Termination Payment. In the event (i) Tenant exercises the Termination Option, and (ii) Tenant fails to vacate and surrender to Landlord the Premises on or before the Early Termination Date as required herein, then Tenant shall pay all Rent (including but not limited to Base Rent and Additional Rent) as set forth in the Lease and all other amounts due under the Lease applicable to the Premises, at a rate equal to one hundred fifty percent (150%) of the rate in effect for the last full calendar month prior to the Early Termination Date, until such time as Tenant vacates and surrenders to Landlord the Premises in accordance with the terms hereof.

Tenant’s Option to Terminate. Provided the Tenant is Wescom Solutions Inc. and the Tenant has not assigned may elect to terminate this Lease as a result of any Casualty Damage if the Casualty Damage is not the result, in whole or in part, from the negligence or willful misconduct of Tenant or any Tenant Party, and further provided (a) the Casualty Damage would otherwise result in Tenant is not, at the time of issuance being unable to utilize and conduct business in a substantial portion of the Termination Notice Premises without material interference while Landlord performs Landlord’s Restoration Work for a period in excess of one hundred eighty (as hereinafter defined180) in receipt of a written notice of default days (calculated without overtime labor) from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry date of the sixth Casualty, as indicated in the Repair Period Notice; or (6thb) year the Casualty occurs within the twelve (12) month period preceding the Expiration Date and would result in Tenant being unable to gain access to or conduct business in the Premises without material interference for a period of at least sixty (60) consecutive days. Tenant shall provide Landlord with Notice of any such election by Tenant to terminate the initial Term hereof Lease (“Tenant’s Termination Notice”) within ten (10) days following Tenant’s receipt of the Repair Period Notice. If Tenant does not provide Landlord with Tenant’s Termination Notice within such ten (10) day period, Tenant shall be deemed to have elected not to terminate this Lease. Notwithstanding the foregoing, however, (i) Tenant’s Termination Notice shall be void and delivers contemporaneously of no effect if either (i) within twenty (20) days after receiving Tenant’s Termination Notice, or (ii) at the time Landlord provides Tenant with Landlord’s Repair Period Notice, Landlord states that it intends to complete Landlord’s Restoration Work within three hundred sixty-five (365) days from the date of the Casualty and agrees to provide Tenant with temporary space in the Project or such other office buildings owned by Landlord or its affiliates in the San Francisco financial district that is currently available (subject to cosmetic paint, carpet and other installation work that would not delay the ability of Landlord to deliver such temporary space to Tenant beyond ten (10) days) and of substantially similar in size to the Premises, at an aggregate rent not greater than that paid by Tenant under this Lease prior to the Casualty Event, for the period that Landlord proceeds with Landlord’s Restoration Work. Landlord shall pay for Tenant’s direct, out-of-pocket costs of relocating to the temporary space. In the event Landlord timely agrees to provide Tenant with such Termination Notice temporary space, this Lease shall, not terminate as a certified cheque in an amount equal consequence of said Casualty, and Tenant shall relocate to the then unamortized portion such temporary space up request of the Leasehold Improvement Allowance and the Additional AllowanceLandlord; provided, however, if any, Landlord’s Restoration Work is not substantially completed so as to enable Tenant to reoccupy the First Rent Free Period and Premises for the Second Rent Free Period provided for in this Lease and any real estate commissions conduct of its business (selling and listing feeswithout material impairment) payable by the Landlord in connection with this Lease, plus applicable Sales Taxeson or before said three hundred sixty-five (365) day period, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option right to terminate this Lease on thirty (30) days’ prior Notice to Landlord at any time after said three hundred sixty-five (365) day period, which termination shall be null and void and effective unless prior to the expiration of no further force or effectsaid thirty (30) day period Landlord delivers possession of the Premises in the condition required in this Section 16.4.

Tenant’s Option to Terminate. Provided Article 32 of the Lease, as amended by the Amendment to Lease, is deleted effective immediately and replaced with the following: "Tenant shall have the option to terminate this Lease, effective any time after February 14, 2009 ("Option to Terminate"). Tenant may exercise its Option to Terminate only by serving notice, by fax, e-mail or otherwise in accordance with the notice provisions of the Lease, upon Landlord not less than six (6) months prior to the effective date of the termination ("Early Termination Date"). If notice is Wescom Solutions Inc. by fax or e-mail and Landlord challenges the Tenant notice on the basis that it has not assigned received the notice, the notice shall not be effective unless Tenant provides Landlord a written confirmation establishing that the notice was faxed to Landlord's correct fax number or e-mailed to Landlord's correct e-mail address. Tenant shall pay Landlord, in addition to all other amounts due Landlord through the Early Termination Date pursuant to this Lease Lease, a cancellation payment ("Cancellation Payment"). The Cancellation Payment shall be comprised of (a) the lesser of (i) an amount equal to the Base Rent and further provided Additional Rent payments that otherwise would be due for the period commencing on the Early Termination Date and ending on the expiration date of the Term of the Lease, or (ii) an amount equal to the Base Rent and Additional Rent payments that otherwise would be due for the three (3) months immediately following the Early Termination Date and (b), to compensate Landlord for the real estate brokerage commissions incurred and paid by Landlord with respect to this Second Amendment to Lease, an amount equal to the product of $831.90 multiplied times the number of months commencing with the Early Termination Date and ending with expiration date of the Term of the Lease. Tenant is not, shall pay Landlord the applicable Cancellation Payment at the time of issuance of it serves the Termination Notice (as hereinafter defined) in receipt of a written notice of default from that it is exercising this option to terminate. Upon the Early Termination Date, Tenant shall return the Premises to Landlord in accordance with the provisions requirements of this Lease which remains uncured the Lease, and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry Term of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate this Lease shall be null deemed to have expired by lapse of time. It is expressly agreed that (1) time is of the essence of the foregoing option and void payment, and the timely serving of no further force or effectnotice of election to terminate and the timely payment of the Cancellation Payment to Landlord shall be a condition precedent to the effectiveness of Tenant's early termination of this Lease; and (2), at Landlord's election, Tenant's failure to pay the applicable Cancellation Payment within ten (10) days of written notice from Landlord shall operate to abrogate Tenant's early termination of this Lease and shall reinstate this Lease and all the terms and conditions therein as of the Early Termination Date."

Tenant’s Option to Terminate. Provided The Landlord hereby agrees to grant to the Tenant is Wescom Solutions Inc. and the Tenant has not assigned this Lease and further provided the Tenant is not, at the time of issuance of the Termination Notice (as hereinafter defined) in receipt of a written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance terminate the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up Premises (the "Termination Option") effective the last day of the fifth (5th) year of the Term (the "Termination Date") provided the Tenant has fulfilled the following provisions: (a) the Tenant has provided the Landlord with at least twelve (12) months' Notice prior to and including the Termination Date. Should the Tenant fail Date of its intention to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate Termination Option failing which this Lease Termination Option shall be null and void and deemed to be of no further force or effect; and (b) the Tenant shall pay to the Landlord an amount equal to $40.00 per square foot of Rentable Area of the Leased Premises, such amount to be paid to the Landlord by certified cheque on the Termination Date; and (c) the Tenant is not THEN in default under the Lease; (d) the Termination Option as contemplated herein shall apply only so long as the Tenant is Loyalty Management Group Canada Inc. or a permitted assignee pursuant to Section 10.07A of this Lease, it being understood that such Termination Option is personal to Loyalty Management Group Canada Inc. or a permitted assignee pursuant to Section 10.07A of this Lease and may not be transferred to any other assignee, subtenant or other transferee; and (e) the Landlord and the Tenant shall execute a surrender of lease, and any other documents reasonably required by the Tenant's or Landlord's solicitor upon the Termination Date provided payment has been made by the Tenant to the Landlord pursuant to sub-section (b) above; and (f) the Termination Option as contemplated in this Paragraph 1 of Schedule "E" is only exercisable once and as detailed herein.

Tenant’s Option to Terminate. Provided the that Tenant is Wescom Solutions Inc. and not in default under the Lease beyond any applicable notice, grace or cure period on the date Tenant has not assigned this shall exercise the Termination Option, Tenant shall have a one (1) time option to terminate (the “Termination Option”) the Lease and further provided as of 11:59 p.m. on either (a) the Tenant is not, at the time of issuance last day of the seventy-second (72nd) full month following the Relocation Date or (b) the last day of the ninety-second (92nd) full month following the Relocation Date (the date when the Lease is terminated pursuant to this Section being referred to herein as the “Early Termination Notice Date”). Tenant shall exercise its Termination Option by (as hereinafter definedi) in receipt of a delivering to Landlord written notice of default from (the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with of such Termination Notice a certified cheque in an amount equal election to terminate the lease on or before the date that is twelve (12) months prior to the then unamortized portion Early Termination Date and (ii) paying to Landlord the Termination Payment (hereinafter defined) within thirty (30) days following the date of the Leasehold Improvement Allowance Termination Notice. If Tenant properly and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of timely delivers the Termination Notice and considerationmakes the Termination Payment, then the Lease shall be deemed to have expired by lapse of time on the Early Termination Date. Tenant shall return the Premises to Landlord on the Early Termination Date in accordance with the terms of the Lease. If Landlord fails to receive the Termination Payment as required herein, Tenant’s right to terminate hereunder shall, at Landlord’s sole option, be void. Unless Landlord otherwise agrees in writing, Tenant may not exercise the Termination Option, and no termination hereunder shall be effective, if a default under the Lease by Tenant beyond any applicable notice, grace or cure period shall exist as of the date on which the Termination Notice is given. Landlord and Tenant shall be responsible for performance relieved of all of the terms, covenants and conditions contained on its part to be performed obligations accruing under the terms Lease after the Early Termination Date, but all obligations of this Lease, including the payment of all Base Rental and Additional Rent with respect either party to the whole of other which accrue under the Leased Premises, up to and including Lease on or before the Early Termination DateDate shall survive such termination. Should the Tenant fail to exercise its notice within the time and in the manner described As used herein, the Tenant’s option to terminate this Lease shall be null and void and of no further force or effect.“

Tenant’s Option to Terminate. Provided Tenant shall have the option to ---------------------------- terminate (the "Termination Right") this Lease with respect to the entire Premises or less than all of the Premises as provided in Section 30.4 (d), ---------------- below, (with that portion of the Premises being terminated pursuant to this Section 30.4 being referred to herein as "Termination Space") as of the tenth ------------ (10th) anniversary of the Rent Commencement Date (the "Termination Date") on the basis of the following terms and conditions: (a) The Termination Right shall be exercisable by delivery by Tenant to Landlord of written notice (the "Termination Notice") on or before the date that is the ninth (9th) anniversary of the Rent Commencement Date, which notice shall state that Tenant is Wescom Solutions Inc. and the Tenant has not assigned terminating this Lease as to the Termination Space as of the Termination Date. If the Termination Space is to be less than all of the Premises, in the Termination Notice, Tenant shall designate the Termination Space. (b) Tenant shall pay to Landlord, concurrently with delivery of the Termination Notice, an amount (the "Termination Fee") equal to the Attributed Unamortized Costs (as defined below), plus one month's Rent (based on the last month's Rent) for the applicable space terminated. The Attributed Unamortized Costs shall be determined separately for the portion of the Termination Space that was leased as part of the Initial Premises hereunder and further provided separately for the Tenant is notportion of any Additional Space or other space leased subsequent to the Initial Premises. The Attributable Unamortized Costs for the Initial Premises shall be determined based on the unamortized portion of the brokerage commissions paid by Landlord (including both the commissions paid to the Tenant's broker and to the Landlord's broker). The Attributable Unamortized Costs for any space other than the Initial Premises shall be determined based on the (i) the unamortized portion of the brokerage commissions paid by Landlord (including both the commissions paid to the Tenant's broker and to the Landlord's broker); and (ii) any tenant improvement costs, tenant improvement allowance, free rent and other cash tenant inducements granted by Landlord in connection with making the lease of such additional space. In any case, the total of such costs under (i) and, if applicable (ii), above, shall be shall be amortized under the "straight line" amortization method over a period commencing with the applicable commencement date of the applicable (i.e. terminated) portion of the Premises and ending on the date which the Lease for such space would have expired if this termination right had not been exercised. In the case where the applicable Termination Fee shall include amounts based on terminated space which was not part of the Initial Premises, (i) at the time request of issuance Tenant, Landlord shall consult with Tenant to clarify the amount of the Termination Fee, and (ii) any payment by Tenant of a Termination Fee which involves calculations with respect to terminated space which was not part of the Initial Premises which is not insubstantially at variance with the actual Termination Fee payable shall not render any attempted exercise of the Termination Right invalid so long as when the actual Termination Fee amount is finally calculated, Tenant promptly pays any deficiency in its Termination Fee payment. (c) As a condition of exercise of the Termination Right there shall be no outstanding uncured Material Event of Default on the date of the Termination Notice delivered by Tenant. (d) The Termination Space may, at Tenant's option, be designated as hereinafter defined(i) in receipt of a written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time periodentire Premises, if any(ii) Suite 3700 only, expressly provided for in this Lease for curing same has expired and(iii) any full floor, furtheror full floors, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period Premises; provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to any block of contiguous full floors constituting the whole of the Leased Premises, up Tenant may terminate only the highest or the lowest floor or floors so that any remaining full floors are contiguous or (iv) with respect to and including any partial floor, all the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate this Lease shall be null and void and of no further force or effectPremises on such floor.

Tenant’s Option to Terminate. Provided the Tenant is Wescom Solutions Inc. and the Tenant has not assigned this Lease and further provided the Tenant is not, at the time of issuance of the Termination Notice (as hereinafter defined) in receipt of a written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option the right to advance the expiry date of terminate this Lease to be in advance of the Expiration Date upon the last day of the seventh third (7th3rd) year of the initial Lease Term hereof (“"Termination Date”"). Notwithstanding , which right shall be exercisable by Tenant's giving written notice thereof to Landlord ("Termination Notice") at least 120 days prior to the delivery Termination Date; provided, however that Tenant shall not have the right to terminate provided in this Section if an Event of Default has occurred and is continuing either at the time the Termination Notice is received or as of the Termination Notice Date; and considerationprovided further, that the terms and conditions of this Section 46 are satisfied. On or before the Termination Date, Tenant shall vacate and surrender the Leased Premises to Landlord in the condition the Leased Premises are required to be responsible for performance of all returned at the expiration of the termsLease Term. Tenant agrees to pay all Rent, covenants and conditions contained on its part to be performed under whether Annual Fixed Rent or Additional Rent, which becomes payable or accrues during the terms period of this Leasetime from the date Tenant's Termination Notice is received by Landlord until the Termination Date, including the payment regardless of all Base Rental and Additional Rent with respect to the whole of whether Tenant vacates the Leased Premises, up Premises prior to and including the Termination Date. Should In addition, Tenant shall pay to Landlord, on or before the Termination Date, an amount equal to $144,535 ("Termination Fee"). In the event Tenant fail shall have previously leased the First Refusal Space pursuant to exercise its notice within Section 45, Tenant's Termination Notice also shall cause the time and in the manner described herein, the Tenant’s option Lease to terminate this Lease with respect the First Refusal Space and the Termination Fee payable by Tenant shall be null increased by the sum of the unamortized portion, as of the applicable Termination Date, of (a) all costs and void expenses incurred by Landlord in constructing improvements to the First Refusal Space (if any), and (b) all brokers' and co-brokers' commissions paid or payable by Landlord with respect to leasing the First Refusal Space to Tenant, which amounts Landlord will amortize on a straight line basis over the remaining Lease Term at the interest rate of no further force or effect10 percent (10%) per annum.

Tenant’s Option to Terminate. Provided Tenant shall have the Tenant is Wescom Solutions Inc. and the Tenant has not assigned right to terminate this Lease and further provided the Tenant is not, at the time of issuance effective as of the Termination Notice last day of the seventy-second (as hereinafter defined72nd) in receipt of a written notice of default from consecutive full calendar month after the Landlord in accordance with Rent Commencement Date (being the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry last day of the sixth (6th) Lease Year) (the effective date of such termination is herein referred to as the “End Date”), by delivery of written notice of termination to Landlord at least one (1) year prior to the End Date, time being of the initial Term hereof (essence. Tenant’s notice exercising such termination option shall be irrevocable and shall be accompanied by Tenant’s good check for the “Termination Notice”Fee” (as defined below). In calculating the Termination Fee, it will be assumed that the “Lease Costs” (as defined below) and delivers contemporaneously were financed at a fixed interest rate of ten percent (10%) per annum with such Termination Notice a certified cheque ten (10) year self-amortizing loan paid in an amount 120 equal to the then unamortized portion monthly installments, commencing on first day of the Leasehold Improvement Allowance ninth (9th) full calendar month after the Rent Commencement Date, and the Additional “Termination Fee” will be the sum of (a) the principal balance that would remain outstanding under that loan following payment of the sixty-fourth (64th) monthly installment plus (b) the product derived by multiplying three (3) times the monthly installment of Minimum Rent owing for the month in which the End Date occurs. The term “Lease Costs” means the sum of the following: (i) the Construction Allowance, if any(ii) the Abated Rent (defined in Section 4.1 hereof), the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate (iii) all leasing commissions (selling and listing fees) payable paid by the Landlord in connection with this Lease, plus applicable Sales Taxesand (iv) Landlord’s reasonable legal costs incurred and paid in negotiating and preparing this Lease. Notwithstanding anything to the contrary herein set forth, then and only then the Tenant shall have a one time only at Landlord’s option to advance the expiry date Tenant’s termination of this Lease pursuant to this Section 3.7 shall be ineffective if an Event of Default exists either at the last day time of Tenant’s exercise of its termination option or at the End Date. Failure of Tenant to timely exercise the option herein granted (“exercise” meaning both the giving of the seventh (7th) year of requisite notice and the initial Term hereof (“Termination Date”). Notwithstanding the delivery payment of the Termination Notice and consideration, Fee) shall constitute Tenant’s irrevocable waiver of such option. Tenant may deliver written notice to Landlord at any time after the Tenant shall be responsible for performance of all end of the terms, covenants and conditions contained on its part to be performed under sixth (6th) full calendar month after the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole Commencement Date requesting Landlord’s computation of the Leased PremisesTermination Fee, up and Landlord shall deliver such computation to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the sixty (60) days after receipt of Tenant’s option to terminate this Lease shall be null and void and of no further force or effectrequest.

Tenant’s Option to Terminate. Provided the Tenant is Wescom Solutions Inc. and the Tenant has not assigned this Lease and further provided the Tenant is not, at the time of issuance of the Termination Notice (as hereinafter defined) in receipt of a written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with this Lease, plus applicable Sales Taxes, then and only then the Section 40.01. Tenant shall have a one single option to terminate this Lease, on a one-time only option to advance the expiry date of this Lease to basis, which termination shall be effective on the last day of the seventh (7th) year of after the initial Term hereof Rent Commencement Date (the “Termination Cancellation Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of subject to all of the termsfollowing terms and conditions: (a) if Tenant wishes to exercise its termination option hereunder, covenants Tenant must deliver to Landlord, clear and conditions contained on unconditional written notice (time being of the essence) of Tenant’s election to terminate this Lease (the “Election Notice”), given no later than twelve (12) months before the Cancellation Date (time being of the essence); (b) Landlord must have received, in full, all of Tenant’s Fixed Rent payments due and payable during the period up to the Cancellation Date; (c) upon Tenant’s timely exercise of its part termination option, the effective date for the termination of this Lease shall be the Cancellation Date; (d) in consideration of said Lease termination, Tenant must pay Landlord an amount equal to be performed under the terms sum of (X) the unamortized value of (calculated by utilizing an eight percent (8%) annual interest factor, compounded monthly in advance): (1) any ​ ​ and all costs and expenses incurred by Landlord in connection with the Landlord’s Base Building Work as provided in Article 3 hereof; (2) the Abated Rent and the Tenant Improvement Allowance; and (3) any and all reasonable legal fees and brokerage commissions paid in connection with this Lease, PLUS (Y) three (3) full calendar months of Fixed Rent payable at the annual rate of $56.82 per rentable square foot of the Premises demised as of the Cancellation Date (such aggregate sum, the “Cancellation Fee”). The Cancellation Fee shall be paid in good funds, subject to collection, by certified check payable to the order of Landlord and delivered to Landlord within ten (10) Business Date after receipt of Landlord’s calculation of the Cancellation Fee as set forth below; (e) from and after Tenant’s exercise of such termination option by Tenant’s timely delivery of its Election Notice as required herein, Tenant shall continue to timely perform all of its obligations under this Lease (including, without limitation, its Rent obligations) through and including the payment of all Base Rental Cancellation Date; and Additional Rent with respect (f) notwithstanding anything to the whole contrary contained in this Lease, ▇▇▇▇▇▇’s termination option hereunder shall be subject to the following additional conditions: (i) As of the Leased Premisesdate of the Election Notice (and Landlord’s receipt of the Cancellation Fee), Tenant shall not be in default of any of its Lease obligations beyond any applicable notice and cure period; (ii) If Tenant fails to properly and timely exercise its option to terminate hereunder, said option shall be null and void; (iii) Tenant’s option to terminate herein shall be personal to the named Tenant herein only (i.e., Cara Therapeutics, Inc.), and shall not be transferred or assigned to any other parties; (iv) such termination of this Lease shall not release or discharge any of Tenant’s obligations under this Lease accruing up to and including the Termination Cancellation Date. Should the Tenant fail to exercise its notice within the time and ; (v) in the manner described hereinevent that Tenant is in default of any of its Lease obligations beyond any notice and cure period on the Cancellation Date, the Landlord, at Landlord’s option, may negate Tenant’s exercise of such termination option by written notice to Tenant, in which case this Lease shall continue in full force and effect from the date of Landlord’s notice with such termination option being null and void. Within ten (10) Business Days after receipt of ▇▇▇▇▇▇’s written request, Landlord shall submit to Tenant a statement of the Cancellation Fee and calculating such unamortized value as set forth above, as of the Cancellation Date set forth above. Any dispute concerning the exercise by Tenant of the option to terminate this Lease (including, without limitation, the calculation of the Cancellation Fee) pursuant to this Section 40.01 shall be null and void and of no further force or effectsubmitted to arbitration pursuant to Article 25.

Tenant’s Option to Terminate. Provided If: a) the Repair Period Notice provided by Landlord indicates that the anticipated period for repairing the Casualty exceeds one hundred and eighty (180) days after the Casualty (the “Repair Period”), or b) the Casualty to the Premises occurs during the last twelve (12) months of the Term; then Tenant is Wescom Solutions Inc. shall have the option, but not the obligation, to terminate this Lease by providing written notice (“Tenant’s Termination Notice”) to Landlord within thirty (30) days after the Casualty in the case of 12.4 (a); or within thirty (30) days after receiving the End of Term Notice, in the case of Section 12.4 (b). Furthermore, if (i) Landlord does not complete the repairs required within the Repair Period, and the Tenant (ii) has not assigned this Lease diligently commenced and further provided the Tenant is not, at the time of issuance continued to prosecute to completion repair of the Termination Notice damage and/or destruction caused by the Casualty, and (as hereinafter definediii) in receipt of a written notice of default from has not completed the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord repairs thereafter on or before the expiry date which is thirty (30) days after the expiration of the sixth Repair Period, then Tenant shall also have the option, but not the obligation, to terminate this Lease by giving Landlord written notice of its intention to so terminate, which notice shall be given not more than forty-five (6th45) year days after expiration of the initial Term hereof (“Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque in an amount equal Repair Period. In the event that Landlord elects to the then unamortized portion of the Leasehold Improvement Allowance and the Additional Allowance, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable by the Landlord in connection with so terminate this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance provided with a minimum of all ninety (90) days within which to vacate the Premises, subject to any public safety restrictions or requirements imposed as a result of the termsCasualty, covenants either by Landlord acting prudently and conditions contained on its part in good faith, or as may be required by applicable law. Encino Terrace / Research Solutions, Inc. / MK / December 29, 2016 ____ ____ ____ ____ Initial Initial Initial Initial Tenant’s failure to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent provide Landlord with respect to the whole of the Leased Premises, up to and including the Tenant’s Termination Date. Should the Tenant fail to exercise its notice Notice within the time and in the manner described herein, the Tenant’s periods specified hereinabove shall be deemed conclusive evidence that Tenant has waived its option to terminate this Lease shall be null and void and of no further force or effectLease.

Tenant’s Option to Terminate. Provided Tenant shall have the Tenant is Wescom Solutions Inc. and option to terminate (the Tenant has not assigned “Termination Right”) this Lease and further provided with respect to the Tenant is not, at the time of issuance entire Premises or less than all of the Premises as provided in Section 30.4 (d), below, (with that portion of the Premises being terminated pursuant to this Section 30.4 being referred to herein as “Termination Notice Space”) as of the tenth (as hereinafter defined10th) in receipt anniversary of a the Rent Commencement Date (the “Termination Date”) on the basis of the following terms and conditions: (a) The Termination Right shall be exercisable by delivery by Tenant to Landlord of written notice of default from (the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously on or before the date that is the ninth (9th) anniversary of the Rent Commencement Date, which notice shall state that Tenant is terminating this Lease as to the Termination Space as of the Termination Date. If the Termination Space is to be less than all of the Premises, in the Termination Notice, Tenant shall designate the Termination Space. (b) Tenant shall pay to Landlord, concurrently with such delivery of the Termination Notice a certified cheque in Notice, an amount (the “Termination Fee”) equal to the then Attributed Unamortized Costs (as defined below), plus one month’s Rent (based on the last month’s Rent) for the applicable space terminated. The Attributed Unamortized Costs shall be determined separately for the portion of the Termination Space that was leased as part of the Initial Premises hereunder and separately for the portion of any Additional Space or other space leased subsequent to the Initial Premises. The Attributable Unamortized Costs for the Initial Premises shall be determined based on the unamortized portion of the Leasehold Improvement Allowance brokerage commissions paid by Landlord (including both the commissions paid to the Tenant’s broker and to the Additional AllowanceLandlord’s broker). The Attributable Unamortized Costs for any space other than the Initial Premises shall be determined based on the (i) the unamortized portion of the brokerage commissions paid by Landlord (including both the commissions paid to the Tenant’s broker and to the Landlord’s broker); and (ii) any tenant improvement costs, if anytenant improvement allowance, the First Rent Free Period free rent and the Second Rent Free Period provided for in this Lease and any real estate commissions (selling and listing fees) payable other cash tenant inducements granted by the Landlord in connection with this Leasemaking the lease of such additional space. In any case, plus the total of such costs under (i) and, if applicable Sales Taxes(ii), then and only then above, shall be shall be amortized under the Tenant shall have “straight line” amortization method over a one time only option to advance period commencing with the expiry applicable commencement date of this Lease to be the last day applicable (i.e. terminated) portion of the seventh (7th) year Premises and ending on the date which the Lease for such space would have expired if this termination right had not been exercised. In the case where the applicable Termination Fee shall include amounts based on terminated space which was not part of the initial Term hereof Initial Premises, (“i) at the request of Tenant, Landlord shall consult with Tenant to clarify the amount of the Termination Date”). Notwithstanding Fee, and (ii) any payment by Tenant of a Termination Fee which involves calculations with respect to terminated space which was not part of the delivery Initial Premises which is not insubstantially at variance with the actual Termination Fee payable shall not render any attempted exercise of the Termination Right invalid so long as when the actual Termination Fee amount is finally calculated, Tenant promptly pays any deficiency in its Termination Fee payment. (c) As a condition of exercise of the Termination Right there shall be no outstanding uncured Material Event of Default on the date of the Termination Notice and considerationdelivered by Tenant. (d) The Termination Space may, at Tenant’s option, be designated as (i) the Tenant shall be responsible for performance of all entire Premises, (ii) Suite 3700 only, (iii) any full floor, or full floors, of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent Premises; provided with respect to any block of contiguous full floors constituting the whole of the Leased Premises, up Tenant may terminate only the highest or the lowest floor or floors so that any remaining full floors are contiguous or (iv) with respect to and including any partial floor, all the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate this Lease shall be null and void and of no further force or effectPremises on such floor.

Tenant’s Option to Terminate. Provided If the Repair Period Notice provided by Landlord indicates that the anticipated period for repairing the Casualty exceeds 180 days from the date of the Repair Period Notice in the case of the Corporate Office Space or 60 days from the date of the Repair Period Notice in the case of either the Sound Stages or Production Office Space, Tenant is Wescom Solutions Inc. and the Tenant has not assigned may elect to terminate this Lease and further provided as to the Tenant is not, at the time of issuance portion of the Termination Notice (as hereinafter defined) in receipt of a Leased Premises affected by such Casualty only or the entire Lease by providing written notice of default from the Landlord in accordance with the provisions of this Lease which remains uncured and the time period, if any, expressly provided for in this Lease for curing same has expired and, further, provided the Tenant has delivered written notice to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Tenant’s Termination Notice”) and delivers contemporaneously with such Termination Notice a certified cheque to Landlord within 30 days after receiving the Repair Period Notice; provided, however, that Landlord shall have the right to provide, at no additional cost or expense to Tenant, replacement space within the Project reasonably satisfactory in an amount equal all respects to the then unamortized portion of the Leasehold Improvement Allowance and the Additional AllowanceTenant, if any, the First Rent Free Period and the Second Rent Free Period provided for in this Lease and which event Tenant shall not have any real estate commissions (selling and listing fees) payable by the Landlord in connection with right to terminate this Lease. If Tenant does not elect to terminate within this 30-day period, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of considered to have waived the terms, covenants option to terminate. Landlord shall not be required to commence repairs to the Leased Premises unless and conditions contained on its part until Tenant elects or is deemed to be performed under the terms of have elected not to terminate this Lease, including . In the payment of all Base Rental and Additional Rent with respect event that any modifications to the whole of the Leased Premises, up to and including required by building codes or other Laws, prevent Tenant from conducting its business in substantially the Termination Date. Should same manner as before the Casualty, Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option may elect to terminate this Lease shall be null and void and within 30 days after receiving notice of no further force such modification(s). Notwithstanding anything to the contrary in this Section 15.4 or effectthis Lease, if the Casualty was the result of the negligence or willful misconduct of Tenant or Tenant’s employees, contractors, licensees, subtenants or invitees, Tenant may not elect to terminate this Lease.

Tenant’s Option to Terminate. Provided (a) Tenant shall have, and is hereby granted, the Tenant is Wescom Solutions Inc. and the Tenant has not assigned option to terminate this Lease and further provided effective as of any date after January 1, 2005 until the Tenant is not, at the time of issuance end of the Termination Notice (as hereinafter defined) in receipt Initial Term. Exercise of a such option to terminate under this Paragraph 39(a), to be effective, must be by written notice setting forth the effective date of default from such termination and delivered to Landlord at least one (1) year prior to the effective date of such termination. Upon the effective date of such termination, Landlord and Tenant shall have no further rights or obligations under this Lease, except those which expressly survive such termination; provided, however that if, prior to Tenant’s exercise of its termination option pursuant to this Section 39(a), (i) Landlord has performed the remediation of all existing environmental conditions on the Premises as of the date of this Lease Agreement in all material respects in accordance with all applicable Environmental Requirements, including, without limitation, the Pennsylvania Land Recycling & Environmental Remediation Standards Act of 1995 (“Act 2”), (ii) the remediation has been implemented and completed by Landlord in accordance with the provisions program approved by the Pennsylvania Department of this Lease which remains uncured Environmental Protection under Act 2 and (iii) Landlord has obtained, on behalf of itself and Tenant, the time periodprotections afforded under Section 501 of Act 2, if any, expressly provided for in this Lease for curing same has expired and, further, provided the then Tenant has delivered written notice shall pay to the Landlord on or before the expiry of the sixth (6th) year of the initial Term hereof (“Termination Notice”) and delivers contemporaneously as liquidated damages with respect to such Termination Notice a certified cheque in termination an amount equal to the then unamortized portion fifty percent (50%) of the Leasehold Improvement Allowance Basic Rental that would have otherwise been payable by Tenant during the period beginning on the effective date of such termination through the end of the Initial Tenn. (b) Tenant shall have, and is hereby granted, the option to immediately terminate this Lease at any time during the Lease Term (including any Renewal Term), upon the occurrence of either of the following conditions: (i) Landlord files a petition in bankruptcy or insolvency or for reorganization or arrangement under the bankruptcy laws of the United States or under any insolvency act of any state, or is dissolved, or makes an assignment for the benefit of creditors; or (ii) Involuntary proceedings under any bankruptcy laws or insolvency act or for the dissolution of Landlord are instituted against Landlord, or a receiver or trustee is appointed for all or substantially all of Landlord’s property, and the Additional Allowanceproceeding is not dismissed or the receivership or trusteeship is not vacated within sixty (60) days after institution or appointment. Exercise of such option to terminate under this Section 39(b), if anyto be effective, must be by written notice setting forth the First Rent Free Period effective date of such termination and delivered to Landlord. Upon the Second Rent Free Period provided for in this Lease effective date of such termination, Landlord and any real estate commissions (selling and listing fees) payable by the Landlord in connection with Tenant shall have no further rights or obligations under this Lease, plus applicable Sales Taxes, then and only then the Tenant shall have a one time only option to advance the expiry date of this Lease to be the last day of the seventh (7th) year of the initial Term hereof (“Termination Date”). Notwithstanding the delivery of the Termination Notice and consideration, the Tenant shall be responsible for performance of all of the terms, covenants and conditions contained on its part to be performed under the terms of this Lease, including the payment of all Base Rental and Additional Rent with respect to the whole of the Leased Premises, up to and including the Termination Date. Should the Tenant fail to exercise its notice within the time and in the manner described herein, the Tenant’s option to terminate this Lease shall be null and void and of no further force or effectexcept those which expressly survive such termination.