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. (i) Following Tenant shall have 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 right to terminate the Agreement at Lease (the “Termination Right”) effective as of the end of the Initial Exploration Period seventh (7th) Lease year (the “Post Closing Termination RightDate”). ) provided Tenant has given unconditional written notice to Landlord exercising its Termination Right on or before the last day of the sixth (6th) Lease year. Notwithstanding the foregoing provision, Tenant’s exercise of its Termination Right hereunder shall, at Landlord’s election, be void if (i) Tenant is in default hereunder past any applicable cure period at the time Tenant elects to terminate the Lease or (ii) Tenant is in default hereunder past any applicable cure period at the time the Lease would be terminated pursuant to Tenant’s election to terminate. If the Farmee Tenant exercises its Post Closing Termination RightRight hereunder, Tenant shall peaceably surrender the Premises to Landlord on or before the Termination Date in accordance with Section 5.1.9. If Tenant fails timely to surrender the Premises, the provisions of Section 5.1.10 shall apply and Tenant shall be liable for any other right pursuant holdover rent and damages as set forth herein. If Tenant exercises the Termination Right then upon the effective Termination Date, Tenant shall pay a surrender fee equal 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 unamortized portion of all reasonable transaction costs including, but not limited to, the Tenant Improvement Allowance, the Space Planning Allowance, the Stairwell Allowance and encumbrances and commissions, legal fees, free rent, space planning fees, Lease Liability Payments actually paid to Tenant or its representatives (collectively “Lease Expenses”), as amortized over the Operatorship for US$1. The Farmee shall bear all income, profits, capital gains, withholding or transfer taxes/fees imposed Initial Term at an interest rate of nine percent (9%) calculated on a monthly basis with regard to payments made at the transfer pursuant to this Clause 4.3 beginning of the Farmout Interest and/or the Operatorshipmonth. The Parties further agree that if Farmee elects In addition, Tenant shall pay an amount equal 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 six (6) months’ Fixed Rent based on a Fixed Rent rate of $28.35 per RSF (average fixed rent over the Initial Exploration Period, any preemption rights, preferential purchase rights, or similar provisions shall not apply Term) plus an amount equal 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 Contractsix (6) months’ Additional Rent due hereunder.

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. 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.

Termination Right. If Tenant is acquired by or merged with another company as part of a bona fide transaction and not primarily to trigger Tenant’s rights under this Section 42, Tenant shall have the right to terminate this Lease (“Early Termination Right”) any time after June 30, 2016, and prior to the expiration of the Base Term, so long as Tenant delivers to Landlord a written notice (“Termination Notice”), of its intent to exercise its Early Termination Right at least 8 months prior to the date upon which Tenant desires to terminate this Lease (“Early Termination Date”), which Termination Notice shall state the Early Termination Date. Upon receipt of the Early Termination Notice, Landlord shall notify Tenant of the sum of, as calculated by Landlord, (i) Following the Consent Dateunamortized Tenant Improvements (as defined in the Work Letter), 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 unamortized portion of the leasing commissions paid by Landlord 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 J▇▇▇▇ L▇▇▇ LaSalle with regard to the transfer pursuant respect to this Clause 4.3 First Amendment, (iii) the unamortized value of any free rent accrued up to and through the Farmout Interest and/or Early Termination Date, with (i), (ii) and (iii) all fully amortized with 8% interest over the OperatorshipBase Term, plus (iv) 6 months of Base Rent that would otherwise have been due following the Early Termination Date had Tenant not exercised the Early Termination Right (collectively, the “Early Termination Payment”). The Parties further agree that if Farmee elects Tenant shall pay the Early Termination Payment to exercise its Post Closing Landlord within 10 business days after receipt of notice of such amount from Landlord. If Tenant timely and properly exercises the Early Termination Right and re-sells pays the Early Termination Payment, Tenant shall vacate the Premises and deliver possession thereof 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 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, and pursuant to the Farmee shall have no interest whatsoever in terms of the Contract and shall Lease, survive the expiration or early termination of the Lease. If Tenant fails to comply with the notice or payment provisions of this Section 42, Tenant shall, at Landlord’s option, 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 forfeited Tenant’s Early 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 ContractRight.”

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. (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.