Exercise and Negotiation Period. Subject to satisfaction of all of the RFO Conditions (any of which RFO Conditions Landlord may waive, by written notice to Tenant, in Landlord’s sole discretion), Tenant shall have an ongoing right of first offer to lease any RFO Premises when such RFO Premises become Available for Lease to Tenant. When Landlord determines that a RFO Premises is Available for Lease to Tenant, Landlord shall give Tenant a written notice (“RFO Notice”) offering to lease such RFO Premises to Tenant. Each RFO Notice shall set forth: (i) the location and size of the RFO Premises, (ii) the Annual Fixed Rent which would be payable by Tenant (which Annual Fixed Rent shall be equal to the Prevailing Market Rent of such RFO Premises), (iii) the estimated commencement date with respect to such RFO Premises (“Estimated RFO Commencement Date”) which shall not be less than ninety (90) days after the date of such RFO Notice, (iv) the term of the Lease and the estimated expiration date with respect to the RFO Premises, (v) the rent commencement date with respect to such RFO Premises (which shall not be less than one hundred twenty (120) days after the Estimated RFO Commencement Date), (vi) a fair market tenant improvement allowance for the RFO Premises, (vii) the number of Parking Privileges to be provided with respect to the RFO Premises, if any (which shall be no less than the number of Parking Privileges then-being provided to the tenant under the Initial Lease for such RFO Premises), and (viii) any other business terms applicable to the leasing of such RFO Premises. Tenant may accept such offer by giving written notice (“RFO Acceptance”) to Landlord on or before the date ten (10) days after Landlord gives such RFO Notice to Tenant. Any RFO Acceptance by Tenant must be unconditional, except that Tenant may, in its RFO Acceptance, object to Landlord’s designation of the Prevailing Market Rent of such RFO Premises and request an Arbitration Determination of the Prevailing Market Rent for such RFO Premises, which Arbitration Determination shall be made in accordance with Article XVII hereof after a Negotiation Period of five (5) business days. If the RFO Acceptance does not include an objection to Landlord’s designation of the Prevailing Market Rent of such RFO Premises, then Tenant shall conclusively be deemed to have accept such designation. If Tenant timely shall have requested the Arbitration Determination, then the Prevailing Market Rent for the RFO Premises shall be the Prevailing M...
Exercise and Negotiation Period. If PARTNER would like to exercise an option for such Joint Invention, it must provide MIT with written notice of such decision within six (6) months following the date of MIT’s notice of disclosure to PARTNER of the relevant Joint Invention (the “Joint Invention Option Period”). If PARTNER exercises an option within the Joint Invention Option Period, it shall enter into a three (3) month negotiation period (the “Negotiation Period”) which may be extended by mutual agreement of the Parties. If PARTNER exercises its option, it shall be responsible for reimbursing MIT for costs of patent prosecution activities incurred by MIT during the Joint Invention Option Period (and Negotiation Period, if any).
