Health Net 2009 Annual Report Download - page 367

(iii) At the written request of Tenant given no earlier than sixty (60) days prior to the Termination Date, Landlord shall
provided Tenant with Landlord’s calculation of the termination payment required pursuant to the provisions of Section 2(e)(ii)
above, and Landlord shall use its best efforts to deliver such calculation to Tenant within thirty-five (35) days prior to the
Termination Date; provided, however, that: (i) any failure by Landlord to provide Tenant with such calculation shall not release
Tenant from making the termination payment required pursuant to the provisions of Section 2(e)(ii) above, and (ii) Tenant may
delay payment of the Termination Fee until the fifth (5th) business day following the date upon which Landlord delivers such
calculation to Tenant (such payment obligation to survive the expiration or earlier termination of this Lease); and
(iv) If Tenant gives the notice of termination referred to in Section 2(e)(i) but fails to make the termination payment
required by Section 2(e)(ii), then Landlord may elect by written notice to Tenant either to deem the notice of termination
ineffective, in which event this Lease shall not terminate, or to allow this Lease to be terminated and to collect the termination
payment described in Section 2(e)(ii) from Tenant; and
(v) If this Lease is terminated early pursuant to the provisions of this Section 2(e), Tenant shall quit and surrender
possession of the Premises to Landlord on the Termination Date in the manner and condition required under the terms of this
Lease.
3. OPTION TO EXTEND THE TERM.
(a) Extension Term. Landlord grants to Tenant the option to extend the Term (the “Extension Option”) for one
(1) additional consecutive term of five (5) years (the “Extension Term”). Tenant may elect, at the time that it exercises its option
to extend the Term, to extend with respect to all the Premises then leased by Tenant. The Extension Term, if any, shall
commence immediately following the Term Expiration Date of the Initial Term. The Extension Option shall be exercised, if at
all, by written notice to Landlord at any time during the Initial Term on or before the date that is no later than nine (9) months
prior to the Term Expiration Date, which notice shall be irrevocable by Tenant. Notwithstanding the foregoing, if an Event of
Default (as defined in Section 30(a)) exists under this Lease either at the time Tenant exercises the Extension Option or upon the
commencement of the Extension Term, Landlord shall have, in addition to all of Landlord’s other rights and remedies under this
Lease, the right to terminate the Extension Option and to cancel unilaterally Tenant’s exercise of the Extension Option, in which
event the Term Expiration Date of this Lease shall be and remain the day of expiration of the Initial Term of this Lease, and
Tenant shall have no further rights under this Lease to renew or extend the Term. Except as expressly set forth in this Section 3
(a), Tenant shall not have any option to extend the Term of this Lease.
(b) Extension Term Rent. The Extension Term shall be upon and subject to all of the terms, covenants and conditions of
this Lease; provided, however, that: (i) the Basic Rent for the Extension Term shall be equal to the Fair Market Rental Value for
the Extension Term; and (ii) the Base Year for the Extension Term shall be the first full calendar year during the Extension
Term. Such Basic Rent shall be determined by Landlord not later than four (4) months prior to the commencement of the
Extension Term. Tenant shall send to Landlord a written notice, within thirty (30) days after the date of Landlord’s notice setting
forth the Fair Market Rental Value for the Extension Term, which notice shall state that Tenant either (x)
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