Common use of Termination Right Clause in Contracts

Termination Right. (i) Following the Consent Date, the Farmee shall retain a right, to be exercised at its sole discretion and considering the results of the Petroleum Operations carried out during the Initial Exploration Period to terminate the Agreement at the end of the Initial Exploration Period (the “Post Closing Termination Right”). (ii) If the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has by the date of the exercise of the Post Closing Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date of the exercise of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the Contract.

Termination Right. Tenant shall have the right, subject to the provisions of this Section 41, to terminate this Lease (“Termination Right”) with respect to the entire Premises only as of expiration of the 84th month after the Rent Commencement Date (“Early Termination Date”), so long as Tenant delivers to Landlord (i) Following a written notice (“Termination Notice”), of its election to exercise its Termination Right no less than 12 months in advance of the Consent Early Termination Date, the Farmee shall retain a right, to be exercised at its sole discretion and considering the results of the Petroleum Operations carried out during the Initial Exploration Period to terminate the Agreement at the end of the Initial Exploration Period (the “Post Closing Termination Right”). (ii) concurrent with Tenant’s delivery of the Termination Notice to Landlord, an early termination payment equal to the sum of (1) the unamortized amount of the Tenant Improvement Allowance as of the Early Termination Date with amortization calculated on a straight line basis from the Rent Commencement Date through the Base Term, (2) all of the unamortized leasing commissions paid by Landlord in connection with this Lease as of the Early Termination Date, with amortization calculated on a straight line basis from the Rent Commencement Date through the Base Term, and (3) the unamortized amount as of the Early Termination Date of the Additional Tenant Improvement Allowance actually disbursed by Landlord to Tenant, if any, with amortization calculated on a straight line basis from the Rent Commencement Date through the Base Term (all calculated using an 8% annual interest rate) (collectively, the “Early Termination Payment”). If Tenant timely and properly exercises the Farmee exercises its Post Closing Termination Right, or any other right pursuant Tenant shall vacate the Premises and deliver possession thereof to Landlord in the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has condition required by the date terms of this Lease on or before the exercise of the Post Closing Early Termination Right complied with the Minimum Work Date and Expenditure Obligations the Farmee Tenant shall have no further liability obligations under this Lease except for those accruing prior to the FarmorEarly Termination Date and those which, pursuant to the terms of this Lease, survive the expiration or early termination of this Lease. If Tenant does not deliver to Landlord the Termination Notice and the Farmee shall have no interest whatsoever Early Termination Payment within the time period provided in the Contract and this paragraph, Tenant shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date of the exercise of the Post Closing waived its Termination Right than it and the provisions of this Section 41 shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the Contracthave no further force or effect.

Termination Right. If Landlord fails to satisfy Tenant’s Work Commencement Conditions on or before the date which is two (i2) Following years after the Consent DateEffective Date (subject to day for day extension for delays caused by Tenant), or if the Farmee Commencement Date Conditions are not satisfied by Landlord within sixty (60) days after the expiration of Tenant’s Work Period (and Tenant has not elected to open and operate its business in the Premises), then in either such event, provided that Tenant is not in default under this Lease, Tenant may elect to terminate this Lease by sending written notice to Landlord at any time thereafter but prior to the satisfaction of Tenant’s Work Commencement Conditions or the Commencement Date Conditions, as the case may be. Such notice shall retain a right, to be exercised at its sole discretion and considering specify the results effective date of the Petroleum Operations carried out during the Initial Exploration Period to terminate the Agreement at the end of the Initial Exploration Period termination, which shall be not less than fifteen (the “Post Closing Termination Right”). (ii15) If the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA days after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has by the date of the exercise of notice, but shall be void and ineffective if Landlord satisfies the Post Closing Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability applicable conditions prior to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the specified effective date of the exercise notice. If Tenant so terminates this Lease, then within ten (10) days after Tenant’s written demand, Landlord shall reimburse Tenant for all out-of-pocket costs and expenses incurred by Tenant in pursuance of this Lease and in the Post Closing Termination Right than it performance of Tenant’s undertakings hereunder, including (without limitation) the Unamortized Tenant Costs and all legal fees, fees and expenses of Tenant’s architects and design professionals and amounts paid by Tenant to Landlord hereunder. Landlord’s reimbursement obligation shall indemnify survive the Farmor for termination of this Lease and shall not be subject to any costs, expenditures, and legal fees provisions hereof otherwise purporting to limit Landlord’s liability or the recourse that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the Contractbe had against Landlord.

Termination Right. (ia) Following the Consent Date, the Farmee shall retain a right, Prior to be exercised at its sole discretion and considering the results Tenant’s occupancy of any portion of the Petroleum Operations carried out during the Initial Exploration Period Additional Office Space, Tenant shall have a right to terminate the Agreement at Lease solely with respect to the end of the Initial Exploration Period Additional Office Space (the “Post Closing Additional Termination Right”). ) by delivering to Landlord written notice (iithe “Additional Termination Notice”) If the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has by the date of the exercise of the Post Closing such Additional Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this AgreementRight. If the Farmee has not complied Additional Termination Notice is delivered to Landlord on or before May 1, 2008 and prior to Tenant commencing any construction in the Additional Office Space, then Tenant shall pay to Landlord the amount of $100,000.00. If the Additional Termination Notice is delivered to Landlord after May 1, 2008 and prior to Tenant’s occupancy of any portion of the Additional Office Space, then concurrently with delivery of the Additional Termination Notice to Landlord, Tenant shall pay to Landlord a “Termination Payment” equal to the sum of (A) the unamortized portions of the Standard Base Building Costs and any Additional Allowance paid by Landlord in connection with the Minimum Work and Expenditure Obligations at Additional Office Space, plus (B) the date unamortized portion of the exercise of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expendituresleasing commissions, and legal fees that paid by Landlord on account of the Farmor may incur Lease with respect to comply the Additional Office Space, plus (C) an amount equal to six (6) months Base Rent with respect to the entirety of the Additional Office Space in the amount of $396,919.74 (the “Termination Rental Sum”). The Termination Rental Sum shall be paid concurrently with delivery of the Additional Termination Notice to Landlord and the remaining portions of the Termination Payment shall be made within thirty (30) days following such date as Landlord provides to Tenant written verification of such costs, fees and commissions. As used herein, the “Additional Early Termination Date” shall mean the date of Landlord’s receipt of the Additional Termination Notice. The amortization calculation shall be computed as of the last day of the period covered by the Termination Rental Sum. If Tenant delivers a valid Additional Termination Notice together with the Minimum Work and Expenditure Obligations pursuant amount of $100,000.00 or the Termination Payment, as the case may be, then the Lease solely with respect to Clause 4 of the ContractAdditional Office Space shall terminate at 11:59 p.m. on the Additional Early Termination Date.

Termination Right. Notwithstanding anything to the contrary herein, provided and upon condition that Tenant is not in default of this Lease beyond applicable cure periods at the time Tenant delivers the Early Termination Notice or on the Early Termination Date, Tenant shall have a one-time option to terminate this Lease, effective the first day of the ninety-seventh (97th) month after the Commencement Date of this Lease, (such date, the “Early Termination Date”) only exercisable by Tenant giving Landlord written notice of Tenants election to terminate this Lease (the “Early Termination Notice”), which Termination Notice must be received by Landlord on or before the first day of the eighty-fifth (85th) month after the Commencement Date of this Lease, time being of the essence of such date. As consideration for and a condition precedent to Landlord granting to Tenant the option to terminate the Lease as set forth herein, the Termination Notice shall be accompanied by a certified or cashier’s check made payable to the order of the Landlord in the amount of the Termination Payment (as defined below). Failure of Tenant to timely deliver the Early Termination Notice and/or the Termination Payment shall terminate any option or right Tenant may have hereunder. In the event Tenant delivers the Termination Notice and the Termination Payment to Landlord in a timely manner, Tenant shall nonetheless be responsible to continue to comply with all of the terms and conditions and perform all of its obligations contained in the Lease, including, but not limited to, the payment of all Base Rent and Additional Rent and other charges accruing under the Lease through and including the Termination Date. For the purposes hereof, the Termination Payment shall mean an amount equal to the sum of the following: (i) Following the Consent Datesum of Three Hundred Twenty-One Thousand Seven Hundred Ninety-Eight and 26/100 Dollars ($321,798.26); plus (ii) the unamortized portion of all of Landlord’s leasing costs, including any costs associated with Landlord’s Work as set forth in Article 6, any allowances, abatements and brokerage commissions in connection with the Farmee shall retain a rightLease, to be exercised and any actual third party out of pocket legal fees and costs incurred with the drafting, negotiation, and completion of this Lease, amortized over the Term at its sole discretion and considering the results an interest rate of the Petroleum Operations carried out during the Initial Exploration Period to terminate the Agreement at the end of the Initial Exploration Period eight percent (8%) (the “Post Closing Termination RightPayment”). (ii) If the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has by the date of the exercise of the Post Closing Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date of the exercise of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the Contract.

Termination Right. Tenant shall have the option to terminate this Lease during each Renewal Term beginning with the Second Renewal Term pursuant to the terms and conditions set forth in this Section 5d. Tenant may terminate the applicable Renewal Term on the last day (ithe "Termination Date") Following of the Consent thirty-sixth (36th) month following the commencement of such Renewal Term (with respect to the Second Renewal Term, such day being December 31, 2005), provided Tenant complies with the following conditions: (1) Tenant delivers irrevocable written notice to Landlord on or before the date which is 270 days prior to the Termination Date evidencing Tenant's election to terminate this Lease on the respective Termination Date; (2) no default or Event of Default by Tenant shall have occurred under the Lease from the date of such termination notice to the Termination Date; (3) on the Termination Date, the Farmee Tenant shall retain a right, to be exercised at its sole discretion and considering the results have surrendered possession of the Petroleum Operations carried out during Premises in accordance with the Initial Exploration Period terms of the Lease; and (4) on the Termination Date, Tenant shall have paid to Landlord in immediately available funds all Rent due and owing under the Lease including all accrued and unpaid Base Rent and Additional Rent together with an amount equal to the product of (x) costs and expenses incurred by Landlord in performing (or paid by Landlord to have performed) any improvements to the Premises as partial consideration for agreeing to the related Renewal Term plus all commissions and brokerage fees paid by Landlord in connection with the extension of the Term for the related Renewal Term plus any other concession made by Landlord or expense incurred by Landlord in consideration of the extension of the Term for the related Renewal Term (which, for the Second Renewal Term, shall include $256,704, an amount equal to the rent concession made by Landlord for the period from the commencement date for such Renewal Term to September 30, 2003) and (y) a fraction, the numerator of which is the number of months remaining in such Renewal Term and the denominator of which is the number of months from the commencement date to the expiration date for such Renewal Term had there been no termination (which, in the case of the Second Renewal Term shall equal fifty-one (51) months so as to avoid any duplication of amortization periods from the First Renewal Term of the Lease). If Tenant elects to terminate the Agreement at the end this Lease during any Renewal Term and satisfies each of the Initial Exploration Period (terms and conditions set forth herein, then this Lease shall automatically terminate on as of the “Post Closing respective Termination Right”)Date without the necessity of further action by either party. (iie) If Section 7a.(iii) of the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances Lease is hereby deleted and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer pursuant to this Clause 4.3 of the Farmout Interest and/or the Operatorship. The Parties further agree that if Farmee elects to exercise following is inserted in its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has by the date of the exercise of the Post Closing Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date of the exercise of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the Contract.place:

Termination Right. If Tenant has entered into a new lease agreement (i“New Lease”) Following with [***] (“Landlord’s Affiliate”) pursuant to which Tenant shall lease space consisting of at least [***] rentable square feet at that certain real property located at [***] (“New Premises”), subject to the Consent construction of a building at [***] by Landlord’s Affiliate, for a term acceptable to Landlord and Landlord’s Affiliate and, otherwise, upon terms and conditions acceptable to Landlord’s Affiliate and Tenant in their respective sole discretion, this Lease shall terminate one month after the date (“New Lease Commencement Date”) that Tenant commences to pay base rent under the New Lease for the New Premises. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be required to pay Base Rent for the Farmee shall retain a right, to be exercised at its sole discretion and considering Premises for the results last month of the Petroleum Operations carried out during Term so long as Tenant has commenced paying base rent under the Initial Exploration Period New Lease. Tenant acknowledges that nothing contained herein shall obligate Landlord’s Affiliate in any way to terminate enter into the Agreement New Lease nor shall anything contained herein be construed to grant to Tenant any option or right to lease any space at the end of the Initial Exploration Period (the “Post Closing Termination Right”). (ii) If the Farmee exercises its Post Closing Termination Rightanother property owned by Landlord, Landlord’s Affiliate or any of Landlord’s other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1affiliates. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer If this Lease is terminated pursuant to this Clause 4.3 of Section 12, then, upon the Farmout Interest and/or New Lease Commencement Date, Tenant shall vacate the Operatorship. The Parties further agree that if Farmee elects Premises and deliver possession thereof to exercise its Post Closing Termination Right and re-sells to Farmor Landlord in the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has condition required by the date terms of this Lease on or before the exercise of the Post Closing Termination Right complied with the Minimum Work New Lease Commencement Date and Expenditure Obligations the Farmee Tenant shall have no further liability obligations under this Lease except for those accruing prior to the FarmorNew Lease Commencement Date, including the obligation to pay Rent through the New Lease Commencement Date, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred those which, pursuant to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date terms of the exercise Lease, survive the expiration or early termination of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the ContractLease.

Termination Right. Landlord shall have the right to terminate this Lease upon ninety (i90) Following days notice to Tenant in the Consent Dateevent Landlord receives notice from any of Landlord's insurance carriers that such carrier intends to cancel its insurance on the Building, or to increase the Farmee cost of such insurance by more than one hundred percent (100%) above the premium payable by Landlord immediately prior to such notice, due to the activities of Tenant or the presence of Tenant in the Building; provided, however, that if Landlord receives written notice from its insurance carrier that such carrier intends to cancel its insurance on the Building or to increase the cost of such insurance by more than one hundred percent (100%) above the premium payable by Landlord immediately prior to such notice and Landlord is provided with the opportunity to cure such condition or circumstance by a specific date in order to avoid such cancellation or increase, Landlord shall, within two (2) business days following Landlord's receipt of same, provide Tenant with a copy of such notice and Tenant shall retain a righthave the right to effect the cure of such condition or circumstance prior to the date specified in the insurance carrier's notice to Landlord. However, Landlord shall not terminate this Lease in the event Landlord is able, with good faith efforts, to be exercised obtain equivalent insurance from an insurance carrier satisfactory to Landlord at its sole discretion and considering a premium not more than one hundred percent (100%) greater than the results of premium for the Petroleum Operations carried out during canceled insurance; provided that Tenant shall reimburse Landlord for all additional premiums charged to Landlord by such new insurance carrier. Notwithstanding anything to the Initial Exploration Period contrary set forth in this ▇▇▇▇▇▇▇▇▇ ▇▇.▇, ▇▇▇▇▇▇▇▇ shall not have the right to terminate the Agreement at the end of the Initial Exploration Period (the “Post Closing Termination Right”). (ii) If the Farmee exercises its Post Closing Termination Right, or any other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer this Lease pursuant to this Clause 4.3 Paragraph 22.6 based upon Landlord's insurance carrier's intended cancellation of its insurance on the Building or intended increase in the cost of such insurance by more than one hundred percent (100%) above the premium payable by Landlord immediately prior to such notice if Tenant's use of the Farmout Interest and/or Demised Premises is in accordance with the Operatorship. The Parties further agree that if Farmee elects to exercise its Post Closing Termination Right and re-sells to Farmor the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion provisions of Paragraph 12 hereof regarding use of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply Demised Premises and Tenant is otherwise in compliance with all of its obligations under this Lease and under all laws and governmental regulations which are applicable with respect to the Farmout Interest. Provided that the Farmee has by the date of the exercise of the Post Closing Termination Right complied with the Minimum Work and Expenditure Obligations the Farmee shall have no further liability to the Farmor, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date of the exercise of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the ContractDemised Premises.

Termination Right. If Tenant has entered into a new lease agreement (i“New Lease”) Following with [***] (“Landlord’s Affiliate”) pursuant to which Tenant shall lease space consisting of at least [***] rentable square feet at that certain real property located at [***] (“New Premises”), subject to [***] by Landlord’s Affiliate, for a term acceptable to Landlord and Landlord’s Affiliate and, otherwise, upon terms and conditions acceptable to Landlord’s Affiliate and Tenant in their respective sole discretion, this Lease shall terminate one month after the Consent date (“New Lease Commencement Date”) that Tenant commences to pay base rent under the New Lease for the New Premises. Notwithstanding anything to the contrary contained in the Lease, Tenant shall not be required to pay Base Rent for the Farmee shall retain a right, to be exercised at its sole discretion and considering Premises for the results last month of the Petroleum Operations carried out during Term so long as Tenant has commenced paying base rent under the Initial Exploration Period New Lease. Tenant acknowledges that nothing contained herein shall obligate Landlord’s Affiliate in any way to terminate enter into the Agreement New Lease nor shall anything contained herein be construed to grant to Tenant any option or right to lease any space at the end of the Initial Exploration Period (the “Post Closing Termination Right”). (ii) If the Farmee exercises its Post Closing Termination Rightanother property owned by Landlord, Landlord’s Affiliate or any of Landlord’s other right pursuant to the Contract Farmor agrees to repurchase from Farmee, and Farmee agrees to sell, assign, and transfer re-sell to the Farmor the Farmout Interest free of all costs and encumbrances and the Operatorship for US$1affiliates. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed with regard to the transfer If this Lease is terminated pursuant to this Clause 4.3 of Section 12, then, upon the Farmout Interest and/or New Lease Commencement Date, Tenant shall vacate the Operatorship. The Parties further agree that if Farmee elects Premises and deliver possession thereof to exercise its Post Closing Termination Right and re-sells to Farmor Landlord in the Farmout Interest and the Operatorship and withdraw entirely from the this Agreement and the JOA after the completion of the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply to the Farmout Interest. Provided that the Farmee has condition required by the date terms of this Lease on or before the exercise of the Post Closing Termination Right complied with the Minimum Work New Lease Commencement Date and Expenditure Obligations the Farmee Tenant shall have no further liability obligations under this Lease except for those accruing prior to the FarmorNew Lease Commencement Date, including the obligation to pay Rent through the New Lease Commencement Date, and the Farmee shall have no interest whatsoever in the Contract and shall be deemed to have transferred those which, pursuant to the Farmor any rights or equitable interest it may have acquired under this Agreement. If the Farmee has not complied with the Minimum Work and Expenditure Obligations at the date terms of the exercise Lease, survive the expiration or early termination of the Post Closing Termination Right than it shall indemnify the Farmor for any costs, expenditures, and legal fees that the Farmor may incur to comply with the Minimum Work and Expenditure Obligations pursuant to Clause 4 of the ContractLease.