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

Termination of Right of First Offer. The rights contained in this Section 1.4 shall be personal to the Original Tenant, and may only be exercised by the Original Tenant (and not any assignee, sublessee or other transferee of Tenant’s interest in this Lease) if Tenant occupies the entire Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant. The right of first offer granted herein shall terminate upon the failure by Tenant to exercise its right of first offer with respect to the Existing Building First Offer Space as offered by Landlord. Notwithstanding the foregoing, Landlord shall have no obligation to offer the Existing Building First Offer Space (or any portion thereof) to Tenant and Tenant shall not have the right to lease the Existing Building First Offer Space (or any portion thereof), as provided in this Section 1.4, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the right of first offer by Tenant, or as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in default under this Lease or Tenant has previously been in default under this Lease more than once.

Termination of Right of First Offer. The rights contained in this Section 1.4 shall be Article are personal to the Original Tenantoriginally named Tenant herein, and may only be exercised by the Original Tenant (and not any assignee, sublessee or other transferee of Tenant’s 's interest in this Lease) if Tenant then occupies the entire Premises as Premises. The Right of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant. The right of first offer granted herein shall terminate as to that particular portion of the First Offer Space upon the failure by Tenant to timely or properly exercise its right Right of first offer First Offer with respect to such portion of the Existing Building First Offer Space as offered by Landlord. Notwithstanding the foregoing, Landlord shall have no obligation to offer the Existing Building First Offer Space (or any portion thereof) to Tenant and Tenant shall not have the right to lease the Existing Building any First Offer Space (or any portion thereof)Space, as provided in this Section 1.4Article, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the right any Right of first offer First Offer by Tenant, or as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in default under this Lease or Tenant has previously been in default under this Lease more Lease. Further, notwithstanding anything contained above, Tenant acknowledges and agrees that Tenant shall have no rights whatsoever pursuant to this Article and that Tenant's Right of First Offer shall not be effective at any time where less than oncethree (3) years remain in the initial term of this Lease.

Termination of Right of First Offer. The rights contained in this Section 1.4 1.3 shall be personal to the Original TenantTenant and any Approved Assignee, and may only be exercised by the Original Tenant or such Approved Assignee (and not any other assignee, sublessee or other transferee of Tenant’s 's interest in this the Lease) if the Original Tenant or Approved Assignee physically occupies no less than seventy‑five percent (75%) of the entire Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant. The right of first offer granted herein shall terminate upon not be applicable during the failure by final three (3) years of the Lease Term (as it may be extended) unless Tenant to exercise first irrevocably exercises its right of first offer to extend the Lease Term with respect to the Existing Building initial Premises for an available remaining Option Term as provided in Section 2.2, below (and, notwithstanding the terms of Section 2.2, Tenant shall have the right to deliver an Option Exercise Notice concurrently with Tenant’s delivery of the First Offer Space Exercise Notice, and in such event the Option Rent shall be determined as offered by Landlordprovided in Section 2.2.4 of this Lease). Notwithstanding the foregoing, Landlord shall have no obligation to offer the Existing Building First Offer Space (or any portion thereof) to Tenant and Tenant shall not have the right to lease the Existing Building First Offer Space (or any portion thereof)Space, as provided in this Section 1.41.3, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the any right of first offer by Tenant, or (at Landlord's option) as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in default under this Lease or Tenant has previously been in default under this Lease more than onceDefault.

Termination of Right of First Offer. The Tenant's rights contained in under this Section 1.4 Article XII shall be personal to the Original Tenant, Tenant and may only be exercised by the Original Tenant (and not any assignee, sublessee or other transferee of the Original Tenant’s 's interest in this the Lease) if the Original Tenant occupies the entire Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to TenantPremises. The right of first offer granted herein shall terminate as to particular First Offer Space upon the Tenant's failure by Tenant to timely exercise its right of first offer with respect to the Existing Building such particular First Offer Space as offered by LandlordSpace. Notwithstanding the foregoing, Landlord shall have no obligation to offer the Existing Building First Offer Space (or any portion thereof) to Tenant and Tenant shall not have the right to CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED, AND THE EXCLUDED TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH THREE ASTERISKS [***]. lease the Existing Building First Offer Space (or any portion thereof)Space, as provided in this Section 1.4Article XII, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the any right of first offer by Tenant, or or, at Landlord's option, as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in default under this Lease the Lease, or Tenant has previously been in default under this the Lease more than once(beyond the expiration of any applicable notice and cure period set forth in the Lease).

Termination of Right of First Offer. The rights contained in this Section 1.4 8 shall be personal to the Original Tenant, and may only be exercised by the Original Tenant or its Affiliate (and not any other assignee, sublessee or other transferee of the Original Tenant’s 's interest in this Lease) if the Original Tenant or its Affiliate occupies the entire Premises as of the date of the attempted exercise of the right of first offer by Tenant and as of the scheduled date of delivery of such Existing Building First Offer Space to TenantPremises. The right of first offer granted herein shall not terminate as to particular First Offer Space upon the failure by Tenant to exercise its right of first offer with respect to the Existing Building any such First Offer Space as offered by Landlord. Notwithstanding the foregoing, and Landlord shall have no obligation re-offer such space to offer Tenant upon the Existing Building expiration or earlier termination of the lease entered into by Landlord following Tenant's failure to exercise its right to lease the applicable First Offer Space (Space, including any renewal of such lease, regardless of whether any such renewal is exercised strictly in accordance with its terms or any portion thereof) pursuant to Tenant and a lease amendment or a new lease. Furthermore, Tenant shall not have the right to lease the Existing Building First Offer Space (or any portion thereof)Space, as provided in this Section 1.48, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the any right of first offer by Tenant, or as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in material default under this Lease or Tenant has previously been in material default under this Lease more than once.

Termination of Right of First Offer. The rights contained in this Section 1.4 Right of First Offer shall be personal to the Original TenantTenant and any Permitted Transferee Assignee, and may only be exercised by the Original Tenant or a Permitted Transferee Assignee (and not by any other assignee, or sublessee or other transferee “Transferee,” as that term is defined in Section 14.1 of this Lease, of Tenant’s interest in this Lease) if Original Tenant occupies or a Permitted Transferee Assignee has not then subleased more than twenty five percent (25%) of the entire rentable area of the Premises (i.e., pursuant to subleases in effect as of the date of the attempted Tenant’s exercise of the right Right of first offer by Tenant First Offer). The Right of First Offer granted herein shall also terminate upon the date that Landlord or a Landlord Affiliate ceases to hold title to both the Premises and as of the scheduled date of delivery of such Existing Building First Offer Space to Tenantand underlying real property. The right of first offer granted herein shall terminate upon the failure by Tenant to exercise its right of first offer with respect to the Existing Building First Offer Space as offered by Landlord. Notwithstanding the foregoing, Landlord shall have no obligation to offer the Existing Building First Offer Space (or any portion thereof) to Tenant and Tenant shall not have the right to lease the Existing Building First Offer Space (or any portion thereof)Space, as provided in this Section 1.41.3, (i) after the commencement of the fifth (5th) “Lease Year,” or (ii) if, as of the date of the attempted exercise of the any right of first offer by Tenant, as of the date Landlord and Tenant execute the First Offer Lease, or as of the scheduled date of delivery of such Existing Building First Offer Space to Tenant, Tenant is in default under this Lease Default or Tenant has previously been in default under this Lease Default more than onceonce during the immediately preceding twelve (12) month period.