Common use of Expansion Option Clause in Contracts

Expansion Option. (a) If, at anytime during the Term, any space on the fourth floor of the Building contiguous to the Premises which is leased as of the date of this Lease becomes available for lease (the “Expansion Space”), Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease the Expansion Space to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”). The Offer Notice shall provide (i) the rent for the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) that the term of the lease for the Expansion Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion Space.

Expansion Option. (a) If, at anytime If during the Termperiod commencing on the Commencement Date through to the end of the base Term of this Lease (not including any renewal term) Landlord shall have received or presented a bona fide offer from or to, respectively, a third party (other than (i) Landlord or any of its affiliates or (ii) any existing tenant or subtenant in the Building with respect to any portion of space located on the fifth floor of the Building then under lease or sublease to such tenant/subtenant, whether such offer is pursuant to a renewal option set forth in its lease or sublease, or otherwise) to lease any space on the fourth fifth floor of the Building contiguous not under lease to Tenant (all such space on the fifth floor of the Building not under lease to Tenant being referred to herein as the “Additional Fifth Floor Space”), and provided that there has been no Event of Default (or event or condition which, with the passage of time or giving of notice, or both, would constitute an Event of Default) that has occurred and is continuing at the time of exercise of the option, Landlord shall notify Tenant that it has received or presented an offer for such space (the portion of the Additional Fifth Floor Space subject to such offer being referred to herein sometimes as the “Subject Additional Space”; it being agreed that in the event such offer also includes space on another floor in the Building or in another building in Xxxxxxx Corporate Park, then such additional space in such offer shall be included in the definition of “Subject Additional Space” for purposes of this Section 4.02(a)) and that Tenant may elect to lease all (but not less than all) such Subject Additional Space. Tenant shall have ten (10) business days from receipt of Landlord’s notice to exercise its option to lease such Subject Additional Space, by written notice to Landlord. The parties agree that the Base Rent for the Subject Additional Space shall be an amount equal to the Market Rent (as defined in Section 4.01(b) hereof). The lease of the Subject Additional Space shall include, in addition to such Base Rent, such other terms and conditions (including, without limitation, the lease term) as shall be mutually reasonably acceptable to Landlord and Tenant (it being agreed that to the extent possible such Subject Additional Space shall be on terms and conditions substantially similar to the terms of this Lease, other than with respect to rent, lease term and other economic terms). Notwithstanding anything contained in this Section 4.02(a), (I) in the event Tenant declines to exercise its option described in this Section 4.02(a) with respect to any particular Subject Additional Space (or if Tenant exercises such option but the parties are otherwise unable, after acting reasonably and in good faith, to mutually agree on the terms of the lease of such space within twenty (20) days after Tenant’s exercise of such option) (the date Tenant declines to exercise such option or the expiration of such twenty (20) day period for such space, as applicable, being referred to as the “Market Cut-Off Date” for such Subject Additional Space), then Landlord shall be permitted to enter into a lease agreement covering such Subject Additional Space with any entity (on any terms), without any obligations to Tenant under this Section 4.02(a) with respect to such Subject Additional Space, so long as such lease is entered into during the six (6) month period after the Market Cut-Off Date (it being understood that if Landlord enters into a lease during such six month period and thereafter during the Term such Subject Additional Space again becomes available, then Tenant’s rights (and Landlord’s obligations) under this Section 4.02(a) shall continue for such Subject Additional Space on the terms set forth herein), (II) Tenant shall not have any rights under this Section 4.02(a) so long as Tenant is subleasing (and/or having available for sublease) any portion of the Demised Premises which is leased and (III) Tenant’s rights under this Section 4.02(a) with respect to any space shall be subject and subordinate to any expansion rights, existing as of the date of this Lease becomes available for lease (the “Expansion Space”)is fully executed, Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease the Expansion Space to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”). The Offer Notice shall provide (i) the rent for the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) that the term of the lease for the Expansion Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant tenants in the Building that has a lease as of the date hereof Xxxxxxx Corporate Park may have with respect to such Expansion Space or to any other tenant then occupying the Expansion Spacespace and that are set forth on Schedule I attached hereto.

Expansion Option. Landlord and Tenant acknowledge that under the Purchase Contract between Landlord and the current owner of the Property (the "Purchase Contract"), Landlord has an option to purchase the Expansion Parcel (hereinafter defined) subject to certain terms and conditions. Provided that this Lease is in full force and effect and Tenant is not in default under the terms of this Lease beyond applicable notice and cure periods, at (a) Ifthe date on which Tenant delivers an Expansion Notice (defined below) and (b) at all times prior to, at anytime during the Termand during, any space Landlord's construction of improvements on the fourth floor of Expansion Parcel (defined below), and the Building contiguous Premises are occupied by the original Tenant named herein (or a Landlord approved entity to whom this Lease has been assigned or sublet or an entity for which Xxxxxxxx's approval is not required), Landlord hereby grants to Tenant an option (the "Expansion Option") to expand the Premises onto the parcel adjacent to the Premises which is leased as of the date of this Lease becomes available for lease described on Exhibit "A-2" attached hereto (the “"Expansion Space”), Parcel") by directing Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease exercise the Expansion Space Option under the Purchase Contract. The Expansion Option must be exercised by Tenant by written notice to a third party tenant Landlord not less than 270 days prior to November 1, 2000 (the “Offer "Expansion Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”"). The Offer Notice shall provide (i) the rent for terms of the Expansion SpaceOption, which if the Offer Notice is given prior respective rights and obligations of Tenant and Landlord with respect thereto and the additional conditions precedent to the second (2nd) anniversary of this Lease, shall be calculated development on the same Basic Rent and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (Expansion Parcel are set forth on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) that the term of the lease for the Expansion Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion SpaceExhibit "E" hereto.

Expansion Option. On the conditions (a) Ifwhich conditions Landlord may waive, at anytime its election, by written notice to Tenant at any time) that both at the time that Tenant exercises its expansion option under this Section 11.1 and as of the date upon which the Expansion Premises, as hereinafter defined, would have otherwise become incorporated into the Premises: (i) there exists no monetary or material non‑monetary Event of Default and there have been no more than two (2) monetary or material non‑monetary Events of Default during the Term, any space on the fourth floor (ii) this Lease is still in full force and effect, and (iii) Tenant has neither assigned this Lease nor sublet more than thirty-three percent (33%) of the Building contiguous to Rentable Floor Area of the Premises which is leased (except for an assignment or subletting permitted without Landlord’s consent under Section 5.6.4 hereof), Tenant shall have the option to expand the Premises to include additional space in the Building in an area and configuration to be designated by Landlord in Landlord’s sole discretion so long as such area contains not less than 15,000 nor more than 25,000 square feet of Rentable Floor Area (as so designated by Landlord, the “Expansion Premises”) for a term commencing on a date designated by Landlord and falling during the period between the 48th and 78th full calendar months of the date of this Original Lease becomes available for lease Term following the Commencement Date (the “Expansion Space”), Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease the Expansion Space to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space OptionPremises Delivery Window”). The Offer Notice Expansion Premises shall provide be located on the fourth (i4th) floor of the rent for Building, except that, if Tenant did not exercise the adjustment option under Section 2.1.1 of this Lease, then the Expansion SpacePremises may, which if the Offer Notice is given prior to at Landlord’s option, be located on the second (2nd) anniversary floor of this Leasethe Building. For purposes hereof, shall be calculated on the same Basic Rent Landlord and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) agree that the term fourth (4th) floor of the lease for the Expansion Space shall expire contemporaneously with the expiration Building consists of the lease term provided herein (as same may be extended as hereinafter provided). The obligation 47,950 square feet of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion SpaceRentable Floor Area.

Expansion Option. (a) If, Subject to any rights granted to other tenants at anytime during the Term, any space on the fourth floor of the Building contiguous Project prior to the Premises which is leased as of the date of this Lease becomes available for (including any existing or future tenant’s renewal of a lease at the Project, whether or not such tenant has a right to renew) (“Superior Rights”), and provided that Tenant is not then in default under the terms of this Lease beyond any applicable notice and cure period, Landlord hereby grants the Original Tenant an option (the “Expansion Option”) commencing on the date of this Lease and expiring on the date one day prior to the first anniversary of the Rent Commencement Date (the “Expansion Period”), to lease any space on the third (3rd), fifth (5th) or ninth (9th) floor of the Building (collectively, “Expansion Space”), Landlord agrees to deliver to Tenant a notice setting forth on the terms upon which Landlord would lease set forth in this Section 29, if any portion of the Expansion Space to comes available for lease during the Expansion Period. The Expansion Option shall be exercisable by the Original Tenant only if the Original Tenant is in possession of one hundred percent (100%) of the Premises. If any Expansion Space comes available during the Expansion Period, Landlord shall give Tenant a third party tenant one-time written notice (the “Expansion Offer Notice”) and an offer to Tenant to lease of the availability of such Expansion Space, which Expansion Offer Notice shall include the date in which such Expansion Space on such terms is available for delivery to Tenant (the “Expansion Space OptionDate”). The Offer Notice shall provide (i) , the rent for exact square footage and configuration of the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent Space and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) ,” as that the term of the lease for the Expansion Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this is defined in Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion Space29.3 below.

Expansion Option. (a) Landlord hereby grants Tenant the option to lease the adjacent spaces on each side of the Demised Premises in accordance with the following terms. If, at anytime during the Termoriginal term of this Lease, any the space consisting of approximately 79,750 square feet which is adjacent on one side or the space of approximately 149,750 square feet which is adjacent on the fourth floor other side to the Demised Premises (the "Additional Space") shall become available for lease, after the initial lease of such space to third parties, and provided that Tenant is not then in default hereunder and has not assigned this Lease or sublet the premises (or a part hereof), Tenant shall have the first right and option to lease the Additional Space. When the Additional Space becomes available, or at Landlord's option, up to six (6) months prior to the date that the Additional Space is scheduled to become available, Landlord shall first offer, in writing, to lease such space to Tenant upon the same terms and conditions and at the same rental rate, as would be offered by Landlord to third parties. If within ten (10) business days after Landlord delivers Tenant such written offer, Landlord does not receive notice in writing that Tenant elects to lease all (and not part) of the Building contiguous Additional Space and within ten (10) days thereafter Tenant does not execute a lease on the Additional Space, the Tenant's right to lease the Premises which is leased Additional Space shall terminate and Lessee shall have no further rights pursuant to this paragraph. EFFECTIVE as of the date of this Lease becomes available for lease (the “Expansion Space”), Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease the Expansion Space to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”). The Offer Notice shall provide (i) the rent for the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent and Additional Rent terms as provided stated in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord (but in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) that the term of the lease for the Expansion Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion Space1.01 above.

Expansion Option. (a) If25.1 Subtenant shall have a right of first offer to lease any additional space that Sublandlord intends to sublease in the Building. Prior to subleasing any additional space in the Leased Premises, at anytime during the Term, any space on the fourth floor of the Building contiguous to the Premises which is leased as of the date of this Lease becomes available for lease Sublandlord shall provide written notice (the “Expansion Space”), Landlord agrees to deliver to Tenant a notice setting forth the terms upon which Landlord would lease the Expansion Space to a third party tenant (the “"Offer Notice”") and an offer to Tenant Subtenant of Sublandlord's intention to lease sublease such Expansion Space on such terms (the “Expansion Space Option”)space. The Offer Notice shall provide identify the space proposed to be sublet (ithe "Additional Space") and specify the time (the "Delivery Date") Sublandlord will deliver possession of the Additional Space as well as the rent and additional payments which would be payable for such Additional Space. Subtenant shall have the Expansion Space, which if right to lease the Additional Space by giving Sublandlord written notice within seven (7) business days after receipt of the Offer Notice that Subtenant is given prior exercising its right to lease the second (2nd) anniversary Additional Space. If Subtenant so exercises its right of first offer, this Lease, Sublease shall be calculated on deemed modified, as of the Delivery Date, to include the Additional Space. The lease of the Additional Space shall be upon the same Basic Rent terms and Additional Rent terms as provided conditions set forth in this LeaseSublease; provided however, or, if given after the second (2nd) anniversary, Base Rent for the Additional Space shall be at the Fair Market Rental Value as determined by Landlord (but amount set forth in no event less than the Basic Rent (on a per rentable square foot basis) and Additional Rent then currently paid by Tenant for the Premises) (the “Expansion Space Rent”), and (ii) that the Offer Notice. The term of the lease for the Expansion Additional Space shall expire contemporaneously with the expiration of the lease term provided herein (as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice leased pursuant to this Section 32.1 is subject to provision shall expire on the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion SpaceSublease Expiration Date.

Expansion Option. (a) If, at anytime during the Term, any space Provided no Event of Default exists on the fourth floor of the Building contiguous to the Premises which is leased as of the date of this Lease becomes available for lease (the “Expansion Space”)exercise of such option, Landlord agrees hereby grants to deliver Tenant, but not any assignee or subtenant of Tenant, an ongoing right to Tenant a notice setting forth expand the terms upon which Landlord would lease Leased Premises during the Expansion Space initial Term (but not any renewal Term) to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”). The Offer Notice shall provide (i) the rent for the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord include all or any part (but in no event less than 6,000 square feet) of the Basic Rent 39,305 square feet of vacant space in the Building immediately contiguous to the Leased Premises and as shown on Exhibit "A" as the "Adjacent Space" (on a per rentable square foot basis) and Additional Rent then currently paid by the "Expansion Space"). Tenant shall notify Landlord in writing of Tenant's intent to exercise its expansion option with respect to the portion of the Expansion Space specified therein. If Tenant elects to exercise its expansion option to lease any such applicable portion of the Expansion Space, the terms for the lease of such space shall be the same as the terms for the Leased Premises, with the following exceptions: (i) (the “Expansion Space there shall be no abated Base Rent”), and (ii) if Tenant's unencumbered cash and marketable securities are equal to two (2) times the sum of (a) the tenant finish allowance that Tenant will receive as set forth below, plus (b) the term amount of commission Landlord will be obligated to pay for Tenant's expansion into the lease Adjacent Space, and (iii) that Tenant has positive net income for the Expansion Space six (6) month period immediately preceding Tenant's exercise, Tenant shall expire contemporaneously with the expiration of the lease term provided herein (be entitled to a tenant finish allowance as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion Space.follows:

Expansion Option. (a) If, at anytime during the Term, any space Provided no Event of Default exists on the fourth floor of the Building contiguous to the Premises which is leased as of the date of this Lease becomes available for lease (the “Expansion Space”)exercise of such option, Landlord agrees hereby grants to deliver Tenant, but not any assignee or subtenant of Tenant, an ongoing right to Tenant a notice setting forth expand the terms upon which Landlord would lease Leased Premises during the Expansion Space initial Term (but not any renewal Term) to a third party tenant (the “Offer Notice”) and an offer to Tenant to lease such Expansion Space on such terms (the “Expansion Space Option”). The Offer Notice shall provide (i) the rent for the Expansion Space, which if the Offer Notice is given prior to the second (2nd) anniversary of this Lease, shall be calculated on the same Basic Rent and Additional Rent terms as provided in this Lease, or, if given after the second (2nd) anniversary, shall be the Fair Market Rental Value as determined by Landlord include all or any part (but in no event less than 6,000 square feet) of the Basic Rent 39,305 square feet of vacant space in the Building immediately contiguous to the Leased Premises and as shown on Exhibit "A" as the "Adjacent Space" (on a per rentable square foot basis) and Additional Rent then currently paid by the "Expansion Space"). Tenant shall notify Landlord in writing of Tenant's intent to exercise its expansion option with respect to the portion of the Expansion Space specified therein. If Tenant elects to exercise its expansion option to lease any such applicable portion of the Expansion Space, the terms for the lease of such space shall be the same as the terms for the Leased Premises, with the following exceptions: (i) (the “Expansion Space there shall be no abated Base Rent”), and (iiii)if Tenant's unencumbered cash and marketable securities are equal to two (2) times the sum of (a) the tenant finish allowance that Tenant will receive as set forth below, plus (b) the amount of commission Landlord will be obligated to pay for Tenant's expansion into the Adjacent Space, and (iii) that the term of the lease Tenant has positive net income for the Expansion Space six (6) month period immediately preceding Tenant's exercise, Tenant shall expire contemporaneously with the expiration of the lease term provided herein (be entitled to a tenant finish allowance as same may be extended as hereinafter provided). The obligation of Landlord to deliver an Offer Notice pursuant to this Section 32.1 is subject to the rights of any other tenant in the Building that has a lease as of the date hereof to such Expansion Space or to any other tenant then occupying the Expansion Space.follows: