Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***]. 2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect. 2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 3 contracts
Sources: Datacenter Lease (Applied Digital Corp.), Datacenter Lease (Applied Digital Corp.), Datacenter Lease (Applied Digital Corp.)
Extension Options. 2.3.1 Subject Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period, except that Base Rent (as defined in accordance with Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of this Section 2.3the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options no further or rights additional right to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 2 contracts
Sources: Master Lease Agreement (Spirit MTA REIT), Master Lease Agreement (Spirit Realty Capital, Inc.)
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions For purposes of this Section 2.3Lease, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the initial Term of this Lease expiring on December 31, 2013 is referenced herein as the “Initial Term.” Tenant shall have two (2) options (the “Extension Options”) to extend the Initial Term and Expiration Date, each Extension Option to be for all spaces leased under this Lease a three (3) year period (each such period an “Extension Period”). Each Extension Option is conditioned upon (i) proper exercise of the applicable Extension Option, and of the prior Extension Option for Tenant to have the right to exercise the Extension Option for the second Extension Period, and (ii) no event of default in respect of Tenant, as defined in Section 12.01, has occurred and is continuing at the time of the extension, for notice from Tenant exercising the respective Extension Terms specified in such Item 6, upon Option or at the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year commencement date of the Extension Term shall be increased hereunder as of the first (1st) day of each Period under such year Extension Option. If Tenant desires to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, it must do so by written notice to Landlord on or before the Term for each Phase shall be extended to include the applicable Extension Term date six (and all references 6) months prior to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 commencement date of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Period under such Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereofOption, time being of the essence. The Extension Options shall terminate if an Extension Option is not timely exercised by Tenant by notice as provided in this Lease. If Tenant timely exercises an Extension Option as provided above, at the election of Landlord, Tenant Term and Expiration Date shall be deemed to have forever waived and relinquished extended for the Extension Period under such Extension Option, such Extension Period to commence upon expiration of the Initial Term (for the first Extension Period) or the prior Extension Period (for the second Extension Period). Any and all such Extension Periods shall be on the same provisions as are set forth herein, with Tenant continuing to lease the Premises in its “As Is” condition during the Extension Periods, except that Base Rent shall be established as set forth below. All references to the “Term” of this Lease shall, unless the context shall clearly indicate a different meaning, be deemed to include a reference to the Initial Term and any other options or rights to renew or extend Extension Periods as provided above. Base Rent at the Term effective after commencement of each Extension Period shall be the greater of (i) ninety five percent (95.0%) of the then applicable expiration date existing Fair Market Rental for the Premises, or (ii) the Base Rent in effect immediately prior to the commencement of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise NoticePeriod. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or The Base Rent in effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.immediately
Appears in 2 contracts
Sources: Deed of Lease (Xenith Bankshares, Inc.), Deed of Lease (Xenith Bankshares, Inc.)
Extension Options. 2.3.1 Subject (A) On the conditions (which conditions Landlord may waive by written notice to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease Tenant) that (i) at the time of exercise of the extensionoption to extend there exists no monetary or material non-monetary Event of Default (defined in Section 7.1), for (ii) both at the respective Extension Terms specified time of exercise of the option and at the commencement date of the extension option period this Lease is still in full force and effect, and (iii) at the time of exercise of the option to extend (or at any time after the exercise of such Item 6, upon the same terms, conditions and provisions applicable option to extend but prior to the then-current commencement of the applicable extension option period) Tenant has not sublet more than fifty percent (50%) of the Premises for all or substantially all of the remaining Term of this Lease (except for a subletting permitted without Landlord’s consent under Section 5.6.4 hereof), Tenant shall have the right to extend the Term hereof upon all the same terms, conditions, covenants and agreements herein contained (except for the Annual Fixed Rent which shall be adjusted during the option periods as provided otherwise herein)hereinbelow set forth) for two (2) successive periods of five (5) years each as hereinafter set forth. The monthly Extension Each option period is sometimes herein referred to as an “Extended Term.” Notwithstanding any implication to the contrary Landlord has no obligation to make any additional payment to Tenant in respect of any construction allowance or the like or to perform any work to the Premises as a result of the exercise by Tenant of any such options. If after the exercise of the extension option, Tenant sublets a portion of the Premises for all or substantially all of the remaining Term Base Rent payable then in effect, and such sublease individually or in the aggregate with respect any prior subleases entered into by Tenant results in 50% or more of the Premises being sublet for all or substantially all of the remaining Term then in effect, at Landlord’s option, Tenant’s exercise of its option to all Data Halls extend for the next Extended Term (and their associated powerany subsequent Extended Term, if applicable) for each year shall be void and of no force or effect and the Term of the Extension Term shall be increased hereunder as of Lease will expire on the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Lease Term then in effect.
(B) If Tenant desires to exercise the applicable option to extend the Term, specifying that then Tenant is irrevocably exercising its shall give notice to Landlord, not earlier than twenty-one (21) months nor later than fifteen (15) months prior to the expiration of the Term, as it may have been previously extended, hereunder of Tenant’s request for Landlord’s quotation of the Annual Fixed Rent proposed by Landlord for the Premises as of the commencement date of the applicable Extended Term. Within thirty (30) days after Landlord’s receipt of Tenant’s notice requesting such a quotation, Landlord shall notify Tenant of Landlord’s quotation of the Annual Fixed Rent for the Extended Term, which Annual Fixed Rent shall reflect the Prevailing Market Rent as defined on Exhibit J attached hereto (the “Landlord’s Rent Quotation”). If not later than fifteen (15) days after Tenant’s receipt of Landlord’s Rent Quotation (the “Extension Option so as to extend Term Negotiation Period”), Landlord and Tenant have not reached agreement on a determination of an Annual Fixed Rent for the applicable Extended Term and executed a written instrument extending the Term of this Lease as it relates pursuant to each Phase such agreement, then Tenant shall have the right, by an delivery of written notice to Landlord (the “Exercise Notice”) delivered prior to the expiration of the Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereofNegotiation Period, time being of the essence, to either (i) exercise its option to extend the Lease Term at the election Annual Fixed Rent set forth in Landlord’s Rent Quotation, or (ii) make a request to Landlord for a broker determination (the “Broker Determination”) of Landlordthe Prevailing Market Rent (as defined in Exhibit J) for such Extended Term, which Broker Determination shall be made in the manner set forth in Exhibit J. If Tenant timely shall have delivered an Extension Notice that requests the Broker Determination, then the Annual Fixed Rent for the applicable Extended Term shall be the Prevailing Market Rent as determined by the Broker Determination. If Tenant does not timely deliver an Exercise Notice, then Tenant will be deemed to have forever waived elected not to extend the Lease Term for the applicable Extended Term.
(C) Upon the giving of the Exercise Notice by Tenant to Landlord exercising Tenant’s option to extend the Lease Term in accordance with the provisions of Section 2.4.1(B) above, then this Lease and relinquished such Extension Optionthe Lease Term hereof shall automatically be deemed extended for the Extended Term upon all of the same terms, conditions, covenants and agreements contained in this Lease, except that (i) the Annual Fixed Rent for the applicable Extended Term shall be determined in accordance with this Section 2.4.1, and any other (ii) the only extension options or rights to renew or extend shall be those set forth in this Section 2.4.
1. Upon the giving of such Exercise Notice, this Lease and the Term effective after the then applicable expiration date of the Term shall terminate and hereof shall be extended for the applicable Extended Term and without the necessity for the execution of no further force or effectany additional documents, except that Landlord and Tenant agree to enter into an instrument in writing setting forth the Annual Fixed Rent for the Extended Term as determined in the relevant manner set forth in this Section 2.4.
2.3.3 1. Notwithstanding anything contained herein to the contrary, in no event shall Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant more than one extension option at the a time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Optionand, Landlord and further, Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything not have the right to exercise its second extension option unless it has duly exercised its first extension option and in no event shall the contrary herein, any attempted exercise by Tenant Lease Term hereof be extended for more than ten (10) years after the expiration of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Original Lease Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Leasehereof.
Appears in 1 contract
Sources: Lease Agreement (Mimecast LTD)
Extension Options. 2.3.1 Subject (a) Landlord hereby grants to and in accordance with Tenant the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information option to extend the Term term of this Lease for all spaces leased under two (2) successive terms of five (5) years each (each, a "Fixed Rate Extension Term"), with each such Fixed Rate Extension Term commencing on the date that is the day after the expiration of the Base Term or the preceding Fixed Rate Extension Term, as the case may be.
(b) In order to exercise its option to extend this Lease at for any Fixed Rate Extension Term or Fair Market Extension Term (as hereinafter defined) (each Fixed Rate Extension Term or Fair Market Extension Term, an "Extension Term"), the time following procedure shall be followed:
(i) Tenant shall give Landlord irrevocable written notice of its intent to exercise its option to extend the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) 24 months prior to to, but not less than 18 months prior to, the expiration of the Base Term or the then applicable expiration date of the current Extension Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereofcase may be, time being of the essence, .
(ii) The annual Extension Rent payable for the first Fixed Rate Extension Term shall be equal to one hundred two and one half percent (102.5%) of the anticipated Fair Market Rental Value at the election commencement of Landlord, Tenant the first Fixed Rate Extension Term determined as of the commencement date of this Lease and as set forth in Schedule 3.1(a-2). The annual Extension Rent for each Fixed Rate Extension Term thereafter shall be deemed equal to have forever waived one hundred two and relinquished such one half percent (102.5%) of the annual Extension OptionRent for the immediately preceding Fixed Rate Extension Term. Landlord hereby grants to Tenant the option to extend this Lease, and any other options or rights to renew or extend the Term effective after the then applicable expiration of such Fixed Rate Extension Terms, for two (2) additional and successive terms of five (5) years each (each, a "Fair Market Extension Term"), with each such Fair Market Extension Term commencing on the date that is the day after the expiration of the last Fixed Rate Extension Term or Fair Market Extension Term, as the case may be. The annual Extension Rent payable for each such Fair Market Extension Term shall be equal to one hundred percent (100%) of the Extension Fair Market Rental Value, anticipated to be in effect as of the commencement date of the Term shall terminate and shall be applicable Fair Market Extension Term. Upon receipt of no further force or effect.
2.3.3 Tenant shall have the right Tenant's request to exercise any Extension Option only extend with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable any such Fair Market Extension Option Exercise Notice. If Tenant duly exercises an Extension OptionTerm, Landlord and Tenant shall execute an amendment reflecting promptly commence good faith negotiations to agree upon the Extension Fair Market Rental Value. If the parties cannot agree on the Extension Fair Market Rental Value within sixty (60) days after Landlord has received Tenant's request to extend, the Extension Fair Market Rental Value shall be determined by the Appraisal Procedure. Landlord and Tenant also agree to discuss their respective view of Extension Fair Market Rental Value before Tenant sends its request option, if so requested by Tenant; each party agreeing they shall not be bound by such exercise. Notwithstanding anything discussions.
(c) The right of Tenant to extend the contrary herein, term of this Lease for any attempted exercise by Tenant Extension Term is contingent upon there not being any Material Default or Event of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, Default in existence on the date on which Tenant delivers an Extension Option Exercise Notice, of Tenant's exercise of such right or on the date on which that the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Leasecommences.
Appears in 1 contract
Sources: Sublease Agreement (Nalco Energy Services Equatorial Guinea LLC)
Extension Options. 2.3.1 Subject Landlord grants to and in accordance with Tenant three (3) options (the "Extension Options") to extend the Lease term for additional terms of five (5) years each on the same terms and conditions of as this Section 2.3Lease, Tenant shall have except that there will be no further right to extend and except as set forth below. Except as specifically set forth below, the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall can be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option exercised only by Tenant delivering an Extension Option Exercise Notice written notice of exercise to Landlord at least [***] calendar months on or before one hundred eighty (and not more than [***] calendar months180) days prior to the then applicable expiration date of the Termthen current term. If for any reason Landlord does not actually receive Tenant's unconditional written notice of exercise when required, specifying that each such option shall nevertheless continue in full force and effect and shall not lapse until fifteen (15) days after Landlord has notified Tenant is irrevocably exercising its in writing to inquire whether Tenant desires to exercise such option. The Extension Option so as Options are personal to extend the Term Tenant originally named in this Lease and may not be exercised by anyone else (except for an assignee pursuant to a valid assignment of this Lease as it relates Lease, and then only if prior to each Phase by an Extension Term on the terms date for exercise set forth in this Section 2.3. In Lease the event assignor and the assignee deliver to Landlord a jointly executed notice stating that Tenant shall duly exercise an the specific Extension OptionOption may be exercised by the assignee; provided that, the Term for each Phase shall be extended to include the applicable Extension Term (and all references notwithstanding anything to the Term in contrary, if there is a valid assignment of this Lease as it relates to each Phase shall be deemed to refer to Lease, then thereafter only the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall assignee will have the right to exercise any Extension Option only with respect Options and such exercise shall be subject to the entire Tenant Space leased by Tenant terms above). The Extension Options are granted to and may be exercised on the express condition that, at the time that Tenant delivers of the applicable exercise and at the beginning of each Extension Option Exercise Noticeperiod, Tenant is not in default under the terms of this Lease. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant The annual base rent for each Lease Year of an each Extension Option shall, at the election of Landlord, period will be invalid, ineffective, as set forth in Exhibit C attached hereto and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Leasemade a part hereof for all purposes.
Appears in 1 contract
Sources: Lease Agreement (Vtel Corp)
Extension Options. 2.3.1 Subject On or prior to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 each of the Basic Lease Information fifth anniversary of the Closing Date (the “First Extension Date”) and the sixth anniversary of the Closing Date (the “Second Extension Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the Lenders extend the date set forth in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (i) no extension shall be effective unless all Lenders unanimously agree to extend and (ii) any Lender who has not responded to such extension request within fifteen (15) Domestic Business Days following the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the TermAdministrative Agent’s notice of such extension request to the Lenders, specifying that Tenant is irrevocably exercising its Extension Option so as shall be deemed to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3have rejected such request. In the event that Tenant shall duly exercise an Extension Optionone extension request is exercised and accepted by all Lenders, the Term for each Phase this Agreement shall be extended to include the applicable Extension Term (and all references to the Term in this Lease automatically amended as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised First Extension Terms)Date to provide that the definition of Termination Date would be extended by one year. In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereoftwo extension requests are exercised and accepted by all Lenders, time being upon effectiveness of the essencesecond extension, at the election of Landlord, Tenant this Agreement shall be deemed automatically amended as of the Second Extension Date to have forever waived and relinquished such Extension Option, and any other options or rights provide that the definition of Termination Date would be extended by a subsequent year. Any extension pursuant to renew or extend this Section 2.15 shall be effective as of the Term effective after the then applicable expiration date of the Term shall terminate amendment to this Agreement effecting such extension and each such amendment shall be of conditioned upon: (x) no further force Default or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Leaseand (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the First Extension Date and shall not take effect prior to the First Extension Date. The second extension request shall expire if not made on or prior to the Second Extension Date and shall not take effect prior to the Second Extension Date. There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Termination Date is no later than the tenth anniversary date of the Closing Date.
Appears in 1 contract
Extension Options. 2.3.1 Subject (1) Landlord grants to and in accordance with Tenant the terms and conditions of this Section 2.3, Tenant shall have option to extend the number of Term for the First Extension Options Term as specified in Item 6 Paragraph 21. of the Basic Lease Information to extend (the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable "FIRST EXTENSION OPTION") with respect to all Data Halls (and their associated power) for each year of the rentable area of the Premises leased by Tenant as of the Expiration Date of the Initial Term. The First Extension Term shall commence immediately following the Expiration Date of the Initial Term. The First Extension Option shall be increased hereunder exercised, if at all, by notice to Landlord at any time during the Initial Term on or before the date that is six (6) months prior to the Expiration Date, which notice shall be irrevocable by Tenant. Tenant's right to exercise the First Extension Option shall be subject to no Event of Default by Tenant occurring under the Lease and shall be further subject to Landlord's review and approval of Tenant's current financials as of the first (1st) day commencement of each such year to be equal to [***].
2.3.2 the First Extension Term. Notwithstanding the foregoing, if an Event of Default exists under this Lease either at the time Tenant may exercise each exercises the First Extension Option only by delivering an or at any time thereafter prior to or upon the commencement of the First Extension Term, Landlord shall have, in addition to all of Landlord's other rights and remedies under this Lease, the right to terminate the First Extension Option Exercise Notice and to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date cancel unilaterally Tenant's exercise of the TermFirst Extension Option, specifying that Tenant is irrevocably exercising its Extension Option so as to extend in which event the Term Expiration Date of this Lease as it relates to each Phase by an Extension Term on shall be and remain the terms set forth in this Section 2.3. In the event that then scheduled Expiration Date, and Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in have no further rights under this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term.
(2) Provided that Tenant has properly exercised the First Extension Option, Landlord grants to Tenant the option to extend the Term effective after as of the then applicable expiration of the First Extension Term for the Second Extension Term as specified in Paragraph 21 of the Basic Lease Information (the "SECOND EXTENSION OPTION") with respect to all of the rentable area of the Premises leased by Tenant. The Second Extension Term shall commence immediately following the expiration of the First Extension Term and shall expire as of midnight on the day prior to the anniversary of the Commencement Date. The Second Extension Option shall be exercised, if at all, by notice to Landlord at any time during the First Extension Term on or before the date that is six (6) months prior to the expiration date of the Term shall terminate and First Extension Term, which notice shall be of no further force or effect.
2.3.3 Tenant shall have the irrevocable by Tenant. Tenant's right to exercise any the Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured subject to no Event of Default by Tenant occurring under the Lease and shall be further subject to Landlord's review and approval of Tenant's current financials as of the commencement of the Second Extension Term. Notwithstanding the foregoing, if an Event of Default exists under this Lease either at the time Tenant exercises the Second Extension Option or at any time thereafter prior to or upon the commencement of the Second Extension Term, Landlord shall have, in addition to all of Landlord's other rights and remedies under this Lease, the right to terminate the Second Extension Option and to cancel unilaterally Tenant's exercise of the Second Extension Option, in which event the Expiration Date of this Lease shall be and remain the then scheduled Expiration Date, and Tenant shall have no further rights under this Lease to renew or extend the Term. The First Extension Term and Second Term may sometimes be individually referred to as an "EXTENSION TERM".
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Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3Subparagraph 4(c) above, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information either two (2) options to extend the Lease Term for a period of this one (1) year each or, alternatively, one (1) option to extend the Lease Term for all spaces leased under this Lease at a period of three (3) years (such applicable option(s) hereinafter being referred to as the time "Extension Options" and the period(s) or term(s) of such applicable Extension Option hereinafter being referred to as the "Extension Terms") provided that Tenant is not in default both as of the extensiondate Tenant exercises the applicable Extension Option and as of the first day of the applicable Extension Term, for and provided, further, that Tenant gives Landlord written notice of Tenant's exercise of the respective applicable Extension Terms specified in such Item 6, upon Option at least one hundred and eighty (180) days prior to the same terms, conditions and provisions applicable to end of the then-current Term of this Lease (except as provided otherwise herein)Term. The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the If Tenant first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering exercises an Extension Option Exercise Notice to Landlord at least [***] calendar months for a term of one (and not more than [***] calendar months1) prior to the year, then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any the Extension Option only for a period of three (3) years. Conversely, if Tenant first exercises the Extension Option for a period of three (3) years, then Tenant shall be deemed to have waived the right to exercise the Extension Options for a period of one (1) year each. If Tenant timely exercises an Extension Option in the manner prescribed herein, then such exercise shall be with respect to both Building B and Building D. All of the entire terms of this Lease shall apply to each Extension Term, except that the Monthly Installment of rent shall be calculated as set forth in Subparagraph 5(b) below, Tenant Space leased by Tenant at shall not be entitled to any additional Extension Options or Termination Options, and the time that Tenant delivers provisions of Exhibit C shall not be applicable to the applicable Extension Option Exercise NoticeTerms. If Tenant duly exercises an fails to exercise, or fails to effectively exercise, the first one (1) year Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to then the contrary herein, any attempted exercise by Tenant of an second one (1) year Extension Option shall, at the election of Landlord, shall be invalid, ineffective, void and of no force or effect ifeffect. The one-year Extension Options shall be personal to Cisco Systems, on Inc. and may not be assigned to, transferred to or exercised for the date on which benefit of any third party (other than an Affiliate of Tenant delivers an as defined in Paragraph 25 below). Any exercise of one-year Extension Option Exercise Notice, by or on the date on which the Extension Term is scheduled to commencebehalf of any assignee, there shall be sublessee or transferee (other than an uncured Event Affiliate of Default by Tenant under this Lease.Tenant) of
Appears in 1 contract
Sources: Lease Agreement (Cisco Systems Inc)
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of options (each, an “Extension Options Option”) specified in Item 6 of the Basic Lease Information to extend the Term of this Lease with respect to the entire Tenant Space, each for all spaces leased under this Lease at an additional term of one hundred fourteen (114) calendar months (collectively the time of the extension“Extension Terms”, for the respective each an “Extension Terms specified in such Item 6Term”), upon the same terms, conditions and provisions applicable to the then-then current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) the Tenant Space for each year of the Extension Term (the “Option Rent”) shall continue to be increased hereunder as of the first (1st) day each October 1 of each such year to be equal to [***]102.75% of the Base Rent payable for the immediately preceding month of the Term of the Lease, as extended.
2.3.2 Tenant may exercise each Extension Option only by delivering to Landlord a written notice (an Extension “Option Exercise Notice to Landlord Notice”) at least [***] six (6) calendar months (and not more than [***] twelve (12) calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension an Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, Notice or on the date on which the Extension Term is scheduled to commence, commence there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 1 contract
Sources: Lease Agreement (Equinix Inc)
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extensionLease, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Base Rent for the First Extension Term shall be the First Extension Term Base Rent payable with respect to all Data Halls (as defined on Schedule “2”) and their associated power) the monthly Base Rent for each year of the Second Extension Term shall be increased hereunder the Second Extension Term Base Rent (as of the first (1st) day of each such year to be equal to [***]defined on Schedule “2”).
2.3.2 Tenant may exercise each Extension Option only by delivering (a) an Extension Option Exercise Notice to Landlord at least [***] nine (9) calendar months (and not more than [***] twelve (12) calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3, and (b) a Market Rate Energy Supply Agreement covering the entire Extension Term. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). Notwithstanding the foregoing, if Tenant shall fail to give any Extension Option Exercise Notice within the aforesaid time limit, Tenant’s right to exercise such Extension Option shall nevertheless continue until thirty (30) days after Landlord shall have given Tenant written notice of Landlord’s election to terminate such Extension Option and Tenant may exercise such Extension Option at any time until the expiration of said thirty (30) day period. In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within prior to the applicable time period specified herein for the delivery thereofexpiration of said thirty (30) day period, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space Premises leased by Tenant ▇▇▇▇▇▇ at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 1 contract
Extension Options. 2.3.1 Subject to and in accordance with (a) Provided (i) there is no uncured Event of Default under the terms and conditions of this Section 2.3Lease at the time this extension option is exercised or at the commencement of the applicable Extension Term (as hereinafter defined), and (ii) Tenant is leasing at least 75,000 rentable feet of the Premises, Tenant shall have the number of option (the “Extension Options specified in Item 6 of the Basic Lease Information Options”) to extend the Term of this Lease for all spaces leased under this Lease at the time two additional periods of five (5) years each (each, an “Extension Period”), by giving written notice to Landlord of the extension, for exercise of such Extension Option (the respective “Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable Exercise Notice”) at least twelve (12) months prior to the then-current expiration of the initial Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable hereof, with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such initial Extension Option, and any other options or rights at least twelve (12) months prior to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 initial Extension Period, with respect to the second Extension Option. Tenant shall have the right to exercise any an Extension Option only with respect to the entire Tenant Space leased Premises covered by Tenant at the time that Tenant delivers Lease as of the commencement of the applicable Extension Period, or with respect to less than the entire Premises then covered by the Lease (the “Reduced Premises”), provided the Reduced Premises shall include a minimum of seventy-five percent (75%) the Premises initially leased hereunder (as modified pursuant to Section 2.2 above, if applicable). That portion of the Premises for which the Extension Option Exercise Noticeis not being exercised is referred to herein as the “Relinquished Premises”. If Tenant duly exercises an Extension Optionthe Reduced Premises shall be so configured that Landlord shall be required to separately demise any portion of the Reduced Premises from any portion of Relinquished Premises, Landlord and Tenant shall execute an amendment reflecting reimburse Landlord for fifty percent (50%) of the reasonable cost of such exercisedemising. Notwithstanding anything The Extension Exercise Notice shall designate whether Tenant is exercising the option with respect to the contrary hereinentire Premises then leased hereunder, any attempted or, if Tenant is exercising the Extension Option with respect to the Reduced Premises, in which event such Extension Exercise Notice shall clearly delineate the Reduced Premises. If the Extension Exercise Notice does not indicate whether it is applicable to the entire Premises or to Reduced Premises, it shall be deemed to apply to the entire Premises. The exercise by Tenant of an Extension Option by Tenant shall be irrevocable, except as specifically set forth herein. Upon such exercise, the Term of this Lease shall automatically be extended for the applicable Extension Period without the execution of any further instrument by the parties, provided that Landlord and Tenant shall, at if requested by the election other, execute and acknowledge an instrument confirming the exercise of Landlordthe Extension Option. The Extension Options shall terminate if not exercised precisely in the manner provided herein. Any extension of the Term hereof shall be upon all the terms and conditions set forth in this Lease, except that: (i) Tenant shall have no further option to extend the term of this Lease beyond the second Extension Period, (ii) Landlord shall not be invalidobligated to contribute funds toward the cost of any remodeling, ineffectiverenovation, alteration or improvement work in the Premises, (iii) commencing on the commencement date of the applicable Extension Period, the “Premises” shall consist of the Reduced Premises and Tenant’s Proportionate Share shall be calculated based on the Rentable Area of the Reduced Premises, and of no force or effect if, on the date on which Tenant delivers an (iv) annual Base Rent for any such Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there Period shall be an uncured Event amount equal to ninety-five percent (95%) of Default the “Fair Market Annual Rent” (as defined below) for the Premises (or Reduced Premises, as applicable). Tenant shall surrender the Relinquished Premises, if any, to Landlord in the condition required by this Lease prior to the commencement of the applicable Extension Term. If Tenant under continues to occupy the Relinquished Premises to Landlord following commencement of the applicable Extension Term, the provisions of Section 15.2 of this LeaseLease shall govern such continued occupancy.
Appears in 1 contract
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of following options (“Extension Options specified in Item 6 of the Basic Lease Information Options”) to extend the Term of this the Lease. First Extension Term: Three (3) years (months 51-86) Second Extension Term: Three (3) years (months 87-122) Third Extension Term: Five (5) years (months 123-182) Fourth Extension Term: Five (5) years (months 183-242) Tenant’s right to extend the Term of the Lease with respect to any Extension Term shall be conditioned upon Tenant having timely and properly exercised its right to extend the Term of the Lease for all spaces leased under this Lease at prior Extension Terms. Notwithstanding the time foregoing, in lieu of Tenant’s [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. exercising its right to extend the Term of the extension, Lease for the respective five (5) year Third Extension Terms specified Term or (if Tenant has previously exercised its right to extend the Term of the Lease for the Third Extension Term) in such Item 6lieu of Tenant’s exercising its right to extend the Term of the Lease for the five (5) year Fourth Extension Term, Tenant may extend the term of the Lease for a one (1) year Extension Term (“One Year Extension Term”). If Tenant exercise its right to extend the Term of the Lease for the One Year Extension Term, Tenant shall have no further right to extend the Term of the Lease.
2.3.2 Each Extension Term shall be upon all of the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). Tenant shall have no further options to extend the Term, except as expressly set forth in this Section 2.3.
2.3.3 The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) the Tenant Space for each year Extension Term shall be as follows: First Extension Term: See Item 8 of the Basic Lease Information Second Extension Term: See Item 8 of the Basic Lease Information Third and Fourth Extension Terms: The monthly Extension Term Base Rent payable with respect to the Tenant Space for each of the Third Extension Term and the Fourth Extension Term shall be equal to [***] ([***]%) percent of the then (i.e. as of the commencement of the Extension Term in question) prevailing base rent then being charged by Landlord for comparable space (“Prevailing Base Rent”) in the Building for new leases (or if there are new leases of comparable data center space then being entered into in the Building, then for comparable space in the Northern Market, as shown on Exhibit “I”), taking into consideration all relevant factors, including the quality, size, utility and location thereof, the length of such Extension Term, the credit standing of Tenant, the amenities provided to Tenant, the Tax Base Year, and any economic concessions given to tenants, such as free rent and allowances; provided, however, that in no event shall the monthly Base Rent payable by Tenant during the first year of either the Third Extension Term or the Fourth Extension Term be less than [***] percent ([***]%) of the monthly Base Rent that was payable during the last month immediately preceding the commencement of such Extension Term (“Floor Base Rent”); and provided further that, once the Base Rent has been determined in accordance with this Section 2.3 with regard to the first year of an Extension Term, the monthly Base Rent for each subsequent year of such Extension Term [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. shall be increased hereunder as of the first (1st) day of each such subsequent year to be equal to [***] percent ([***]%) of the monthly Base Rent for the immediately preceding year of such Extension Term. One Year Extension Term: The monthly Extension Term Base Rent payable with respect to the Tenant Space for the One Year Extension Term shall be equal to [***] percent ([***]%) of the Base Rent payable for the month immediately preceding the commencement of the One Year Extension Term.
2.3.2 2.3.4 With respect to the First Extension Option, the Second Extension Option and the One Year Extension Option, Tenant may exercise each such Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] nine (9) calendar months (and not more than [***] twelve (12) calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In .
2.3.5 With respect to the event that Tenant shall duly exercise an Third Extension Option and the Fourth Extension Option, Tenant may exercise each such Extension Option only by delivering to Landlord a written notice (an “Initial Extension Option Notice”) at least nine (9) calendar months (and not more than twelve (12) calendar months) prior to the expiration of the immediately preceding Extension Term, exercising (subject to the provisions of this Section 2.3.5), Tenant’s right to extend the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In for either the event that Tenant shall fail to deliver an Third Extension Option Exercise Notice within or the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Fourth Extension Option, and any other options or rights as the case may be, pursuant to renew or extend the Term effective this Section 2.3. Within thirty (30) calendar days after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any delivers such Extension Option only Interest Notice, Landlord will advise Tenant of Landlord’s determination of Base Rent payable by Tenant with respect to the entire Tenant Space leased Extension Term in question (“Landlord’s Option Notice”). If either: (i) the Base Rent designated by Tenant at Landlord for the time that Tenant delivers Extension Term in question is equal to the applicable Floor Base Rent for such Extension Term, or (ii) if Landlord and Tenant agree on the Option Rent for the Extension Term in question within thirty (30) calendar days after the date Landlord provides Tenant with Landlord’s Option Notice (the “Negotiation Period”), then either the Floor Base, or the Base Rent agreed by the Parties shall be the Base Rent for the Extension Term in question. If, however, the Base Rent designated by Landlord for the Extension Term in question exceeds the applicable Floor Base Rent for such Extension Term and if Landlord and Tenant cannot agree on the rental rate for the Extension Term during the Negotiation Period, then, as an alternative, Tenant may elect to have the Base Rent for such Extension Term be determined in accordance with the arbitration method described in Section 2.3.6 by providing Landlord, within ten (10) business days after the expiration of the Negotiation Period, with Tenant’s binding notice (“Extension Option Exercise Notice. If Tenant duly exercises an ”) of Tenant’s election to extend the Term of this Lease for such Extension Option, Landlord and Tenant shall execute an amendment reflecting Term with the Base Rent for such exercise. Notwithstanding anything Extension Term being determined pursuant to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Leasearbitration method (“Fair Market Rent Arbitration”) described in Section 2.3.6 below.
Appears in 1 contract
Extension Options. 2.3.1 Subject (a) The Borrower may request that the Termination Date applicable to each of the SPA Acquisition Bridge Facility and the Additional Share Purchase Facility be extended, subject to the terms of this Clause 2.4, by delivering to the Agent an Extension Request not less than 10 Business Days before the Original Termination Date, for a further period of six (6) Months (the First Extension, the Original Termination Date extended by the First Extension, the Extended Termination Date).
(b) Following the delivery of an Extension Request in accordance with paragraph (a) above, the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 Termination Date applicable to each of the Basic Lease Information to extend SPA Acquisition Bridge Facility and the Term Additional Share Purchase Facility will be extended by the First Extension provided that:
(i) no Default has occurred and is then continuing or would occur as a result of this Lease for all spaces leased under this Lease the First Extension;
(ii) at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year delivery of the Extension Term shall Request and at the Original Termination Date, the Repeating Representations to be increased hereunder as made by each Obligor are correct in all material respects; and
(iii) the Borrower has paid three (3) Business Days before the Original Termination Date to the Agent (for the account of the first (1stLenders pro rata) day of each such year to be an extension fee equal to [***]0.50 per cent. of the aggregate amount of the Total Commitments being extended.
2.3.2 Tenant (c) The Borrower may exercise request that the Extended Termination Date applicable to each Extension Option only of the SPA Acquisition Bridge Facility and the Additional Share Purchase Facility be extended, subject to the terms of this Clause 2.4, by delivering to the Agent an Extension Option Exercise Notice Request not less than 10 Business Days before the Extended Termination Date, for a further period of six (6) Months (the Second Extension, together with the First Extension, the Extensions).
(d) Following the delivery of an Extension Request in accordance with paragraph (c) above, the Extended Termination Date applicable to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date each of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend SPA Acquisition Bridge Facility and the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall Additional Share Purchase Facility will be extended to include by the applicable Second Extension Term provided that:
(i) no Default has occurred and all references to the Term in this Lease is then continuing or would occur as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 a result of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.Second Extension;
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant (ii) at the time that Tenant delivers of delivery of the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension OptionRequest and at the Extended Termination Date, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything the Repeating Representations to be made by each Obligor are correct in all material respects; and
(iii) the Borrower has paid three (3) Business Days before the Extended Termination Date to the contrary herein, any attempted exercise by Tenant Agent (for the account of the Lenders pro rata) an extension fee equal to 0.75 per cent. of the aggregate amount of the Total Commitments being extended.
(e) An Extension Option shall, at always applies to each of the election of Landlord, be invalid, ineffective, SPA Acquisition Bridge Facility and of no force or effect if, on the date on which Tenant delivers an Additional Share Purchase Facility.
(f) An Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there Request shall be an uncured Event irrevocable.
(g) The Agent shall promptly notify each Lender of Default by Tenant under this Leaseany such Extension Request.
Appears in 1 contract
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, The Port hereby grants Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information two (2) successive options to extend the Term of this Lease Agreement (herein referred to individually as an "Extension Option") for all spaces leased under this Lease at the time an additional period of the extension, ten (10) years for the respective each option (herein referred to individually as "Extension Terms specified in such Item 6, upon Term") on the same terms, conditions covenants, and provisions applicable conditions, except that no additional Extension Options shall apply following the second Extension Term and Rent during any such Extension Terms shall be determined and adjusted pursuant to Section 4.2. Written notices of ▇▇▇▇▇▇'s exercise of the Extension Option for each Extension Term must be given to the Port no less than six (6) months prior to the expiration of the then-current Term of this Lease (except as provided otherwise hereinthe "Extension Notice Date"). The monthly Extension Term Base Rent payable with respect Tenant shall have no right to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as right to extend the Term of this Lease Agreement at such time as it relates an Event of Default is outstanding beyond the applicable notice and cure period; provided, that, if the Port declares an Event of Default within thirty (30) days prior to each Phase by an the Extension Term on Notice Date, then the terms set forth in this Section 2.3period of time within which said option may be exercised shall be extended as reasonably necessary for Tenant to cure the Event of Default. In the event that Tenant shall duly fails to exercise an Extension OptionOption within the time period stated above, the Term for each Phase shall be extended to include the applicable Extension Term (and all references Port will give written notice to the Term in this Lease as it relates to each Phase Leasehold Mortgagee and Leasehold Mortgagee shall be deemed to refer to the Term specified in Item 5 have thirty (30) days from receipt of the Basic Lease Information, plus all duly exercised notice to exercise the Extension Terms)Option in the place and stead of the Tenant. In the event that both Tenant shall and Leasehold Mortgagee fail to deliver exercise an Extension Option Exercise Notice within in the applicable time period specified herein for periods contemplated above, the delivery thereof, time being Term of this Agreement shall expire upon the expiration of the essencethen-current Term, at the election of Landlord, and Tenant shall be deemed have no further right to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after hereof. The Extension Options herein granted to Tenant may not be separated from this Agreement in any manner, by reservation or otherwise; however, Permitted Subleases may provide that notice of exercise of a materially co-terminus (e.g., not more than one (1) month shorter) corresponding extension option by the then applicable expiration date subtenant of the Term shall terminate entirety of the Premises is binding upon both Tenant and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant Port under this LeaseAgreement.
Appears in 1 contract
Sources: Ground Lease Agreement
Extension Options. 2.3.1 2.2.1 Subject to and in accordance with the terms and conditions of this Section 2.32.2, Tenant shall have the number of options (each, an “Extension Options Option”) specified in Item 6 of the Basic Lease Information to extend the Term of this Lease with respect to the entire Tenant Space, each for all spaces leased under this Lease at an additional term of one hundred twenty (120) calendar months (collectively the time of the extension“Extension Terms”, for the respective each an “Extension Terms specified in such Item 6Term”), upon the same terms, conditions and provisions applicable to the then-then current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) the Tenant Space for each year of the Extension Term (the “Option Rent”) shall be increased hereunder as of the first (1st) day of each such year to be equal to [***]one hundred three percent (103%) of the Base Rent payable for the immediately preceding year of the Term of the Lease, as extended.
2.3.2 2.2.2 Tenant may exercise each Extension Option only by delivering to Landlord a written notice (an Extension “Option Exercise Notice to Landlord Notice”) at least [***] twelve (12) calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.32.2. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 2.2.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension an Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, Notice or on the date on which the Extension Term is scheduled to commence, commence there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 1 contract
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3Subparagraph 4(c) above, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information either two (2) options to extend the Lease Term for a period of this one (1) year each or, alternatively, one (1) option to extend the Lease Term for all spaces leased under this Lease at a period of three (3) years (such applicable option(s) hereinafter being referred to as the time "Extension Options" and the period(s) or term(s) of such applicable Extension Option hereinafter being referred to as the "Extension Terms") provided that Tenant is not in default both as of the extensiondate Tenant exercises the applicable Extension Option and as of the first day of the applicable Extension Term, for and provided, further, that Tenant gives Landlord written notice of Tenant's exercise of the respective applicable Extension Terms specified in such Item 6, upon Option at least one hundred and eighty (180) days prior to the same terms, conditions and provisions applicable to end of the then-current Term of this Lease (except as provided otherwise herein)Term. The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the If Tenant first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering exercises an Extension Option Exercise Notice to Landlord at least [***] calendar months for a term of one (and not more than [***] calendar months1) prior to the year, then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any the Extension Option only for a period of three (3) years. Conversely, if Tenant first exercises the Extension Option for a period of three (3) years, then Tenant shall be deemed to have waived the right to exercise the Extension Options for a period of one (1) year each. If Tenant timely exercises an Extension Option in the manner prescribed herein, then such exercise shall be with respect to both Building A and Building C. All of the entire terms of this Lease shall apply to each Extension Term, except that the Monthly Installment of rent shall be calculated as set forth in Subparagraph 5(b) below, Tenant Space leased by Tenant at shall not be entitled to any additional Extension Options or Termination Options, and the time that Tenant delivers provisions of EXHIBIT "C" shall not be applicable to the applicable Extension Option Exercise NoticeTerms. If Tenant duly exercises an fails to exercise, or fails to effectively exercise, the first one (1) year Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to then the contrary herein, any attempted exercise by Tenant of an second one (1) year Extension Option shall, at the election of Landlord, shall be invalid, ineffective, void and of no force or effect ifeffect. The one-year Extension Options shall be personal to Cisco Systems, on Inc. and may not be assigned to, transferred to or exercised for the date on which benefit of any third party (other than an Affiliate of Tenant delivers an as defined in Paragraph 25 below). Any exercise of one-year Extension Option Exercise Notice, by or on the date on which the Extension Term is scheduled to commencebehalf of any assignee, there shall be sublessee or transferee (other than an uncured Event Affiliate of Default by Tenant under this Lease.Tenant) of
Appears in 1 contract
Sources: Lease Agreement (Cisco Systems Inc)
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extensioneither or both Datacenter Periods, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the pertinent Tenant Space's then-current Term of this Lease Datacenter Period (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls the Tenant Space (and their associated poweri.e., Tenant Space (A) or Tenant Space (B)) being extended for each year Lease Year of the Extension Term such Tenant Space's extended Datacenter Period shall be automatically increased hereunder as of the first (1st) day of each such year Lease Year of a Tenant Space's extended Datacenter Period to be equal to [***]**] of such Tenant Space's aggregate monthly Base Rent that was payable for the immediately preceding month of such Tenant Space's Datacenter Period, as extended.
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] nine (9) calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Termapplicable Datacenter Period, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates with regard to each Phase the applicable Tenant Space by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase applicable Datacenter Period shall be deemed to have been extended to include the applicable Extension Term (and all references to the Term in this Lease Lease, as it relates to each Phase the Datacenter Period that is then being extended, shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Termsas extended in accordance with the foregoing). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such the Extension OptionOption related to the applicable Datacenter Period, and any other options or rights to renew or extend the Term with regard to such Datacenter Period effective after the then applicable expiration date of the Term such Datacenter Period shall terminate have terminated and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option with respect to a particular Tenant Space only with respect to the entire entirety of such Tenant Space (to the extent that it relates to the Datacenter Period being extended) leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.
Appears in 1 contract
Extension Options. 2.3.1 Subject to and If any Extension Option is indicated in accordance with the terms and conditions of this Section 2.31.1, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information option to extend the Lease Term for the number of successive extension terms and the number of years for each extension term as specified in Section 1.1 in accordance with the following:
(a) Tenant may not exercise any Extension Option unless, on the date when such option is exercised, (i) this Lease for all spaces leased under this Lease at is in full force and effect, (ii) no Event of Default, and no event which, with the time giving of notice or the extensionpassage of time, for the respective Extension Terms specified in such Item 6or both, upon the same termswould constitute an Event of Default has occurred and is continuing, conditions and provisions applicable to the then-current Term of this Lease and
(except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated powerb) for each year of the Extension Term Tenant shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice by giving Landlord notice to Landlord at least [***] calendar months such effect (and which notice shall be irrevocable) not more less than [***] calendar months) 225 days prior to the then applicable expiration date first day of such extension term. Upon the Termgiving of such notice, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer be extended for the period of the relevant extension term without the execution of any further instrument (although either party may request an amendment to the Term specified Lease to reflect such extension and the terms thereof, in Item 5 which case the parties will in good faith negotiate and execute such an amendment). The failure to give such notice by such date shall constitute a waiver by Tenant of any right to extend the Lease Term.
(c) The provisions of the Basic Lease Informationshall remain in full force and effect during any extension term except that (i) the Lease Term will be extended by the period of such extension term, plus all duly exercised Extension Terms). In (ii) the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein Base Rent for the delivery thereof, time being extension term shall be as set forth in Section 1.1 of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers Lease for the applicable Extension Option Exercise Notice. If Tenant duly exercises an and (iii) if such Extension Option is the only or final Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercisehave no further right to renew the Term. Notwithstanding anything the foregoing, Tenant may not exercise the first Extension Option effective upon the expiration of the Initial Term if the first floor tenant has exercised a right to lease the contrary herein, any attempted exercise by entire Premises on the second floor of the Building which right is exercised on or before the commencement of the fourth (4th) year of the Initial Term and Landlord has notified Tenant of an Extension Option shall, at the election exercise of Landlord, be invalid, ineffective, and such right by the First Floor Tenant on or before the commencement of no force or effect if, on the date on which fourth (4th) year of the Initial Term (the “First Floor Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this LeaseRight”).
Appears in 1 contract
Extension Options. 2.3.1 Subject to Provided that there has been no Event of Default which is uncured and in accordance with continuing on the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 part of the Basic Lease Information to extend Tenant and the Term of this Lease for all spaces leased under this Lease at the time of the extensionTenant is, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day date of exercise and as of the commencement date of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord Term, actually occupying at least [***] calendar months sixty percent (and not more than [***] calendar months60%) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising Premises for its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Optionown business purposes, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise extend the Term hereof for two (2) successive periods of five (5) years each (each such five (5) year period an “Extension Term”) on the following terms and conditions:
(a) Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Initial Term or the then current Extension Term, as applicable. Upon the giving of such notice, this Lease and the Term hereof shall be extended for an additional term of five (5) years without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Option only Term to be determined as set forth below. Time shall be of the essence with respect to the entire Tenant’s giving notice to extend the Term. In no event may the Tenant Space leased extend the Term under this Section 2.6 for more than ten (10) years after the expiration of the Initial Term.
(b) Each Extension Term shall be upon all the terms, conditions and provisions of this Lease except the Annual Fixed Rent during each five (5) year Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term to be determined under Section 2.6(c) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for an Extension Term, the Landlord shall make such a written proposal to the Tenant within thirty (30) days after receipt of the Tenant’s request therefor, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (15) months prior to the date as of which such proposal is to become effective. Alternatively, the Landlord may, at its election, propose an Extension Fair Rental Value to the Tenant without any request having been made.
(c) For purposes of this Section 2.6, the Extension Fair Rental Value of the Premises shall mean the then current fair market annual rent for leases of other space similarly improved, taking into account the condition to which such premises have been improved (excluding Removable Alterations) and the economic terms and conditions specified in this Lease that will be applicable thereto, including the savings, if any, due to the absence or reduction of brokerage commissions. The Landlord and the Tenant shall endeavor to agree upon the Extension Fair Rental Value of the Premises within forty five (45) days after the Tenant has exercised an option for an Extension Term. If the Extension Fair Rental Value of the Premises is not agreed upon by the Landlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who shall, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value. The Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not obtained such a report within ninety (90) days after the last day of the forty-five (45) day period referred to above in this Section 2.6(c), then the determination set forth in the other party’s report shall be final and binding upon the parties. If both parties receive reports within such time and the lower determination is within ten percent (10%) of the higher determination, then the average of these determinations shall be deemed to be the Extension Fair Rental Value for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall mutually select a person with the qualifications stated above (the “Final Professional”) to resolve the dispute as to the Extension Fair Rental Value for the Premises. If the Landlord and the Tenant cannot agree upon the designation of the Final Professional within thirty (30) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s determination of the Extension Fair Rental Value for the Premises. The Final Professional shall not perform his or her own valuation, but rather shall, within thirty (30) days after such submissions, select the submission which is closest to the determination of the Extension Fair Rental Value for the Premises which the Final Professional would have made acting alone. The Final Professional shall give notice of his or her selection to the Landlord and the Tenant and such decision shall be final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional and counsel, if any, in connection with any proceeding under this paragraph, and one-half of the fees and expenses of the Final Professional. In the event that the commencement of the Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent at the time that Tenant delivers greater of (i) the applicable rate specified by the Landlord in its proposed Extension Option Exercise NoticeFair Rental Value or (ii) the Then Applicable Fixed Rental Rate. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which Annual Fixed Rent for the Extension Term is scheduled determined to commencebe greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, there then the Tenant shall pay to the Landlord the amount of such underpayment within ten(10) days of the Expansion Rent Determination Date, and if the Annual Fixed Rent for the Extension Term is determined to be an uncured Event less than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Landlord shall credit the amount of Default by Tenant under this Leasesuch overpayment against the monthly installments of Annual Fixed Rent thereafter coming due.
Appears in 1 contract
Extension Options. 2.3.1 Subject Landlord agrees that Tenant shall have, and it is hereby granted, two (2) successive options (the “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of ten (10) years each (individually, an “Extension Period”, and collectively, the “Extension Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, with respect to such Property Location or Property Locations, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in accordance Section 2.01 below) for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period with respect to such Property Location or Property Locations, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant 1 20 years from date of Lease. 2 15 years from date of Lease. either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term for the applicable Property Location or Property Locations, as the case may be, shall be extended automatically from month to month upon all the terms and conditions then in effect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term for any Property Location extend beyond the last date of this Section 2.3the last Extension Period applicable to such Property Location. Upon the failure of Tenant to exercise one or any of the options herein regarding any Property Location following Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods with respect to such Property Location, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extension, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options no further or rights additional right to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only this Lease with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this LeaseProperty Location.
Appears in 1 contract
Sources: Master Lease (Spirit MTA REIT)
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, The Port hereby grants Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information two (2) successive options to extend the Term of this Lease Agreement (herein referred to individually as an “Extension Option”) for all spaces leased under this Lease at an additional period of ten (10) years for each option (herein referred to individually as “Extension Term”) except that no additional Extension Options shall apply following the time second Extension Term and Rent during any such Extension Terms shall be determined and adjusted pursuant to Section 4.2. Except for the Allowed Variances and special provisions provided for in Section 25.3 to cure deficiencies arising out of the extension, for Allowed Variances (collectively referred to as “Special Provisions Variance”) the respective Extension Terms specified in such Item 6, upon shall be on the same terms, covenants and conditions and provisions applicable as the initial term of this Agreement. The Special Provisions Variance will apply only so long as the GSA Sublease (as hereinafter defined) remains in effect. Written notices of Tenant's exercise of the Extension Option for each Extension Term must be given to the Port no less than six (6) months prior to the expiration of the then-current Term of this Lease (except as provided otherwise hereinthe “Extension Notice Date”). The monthly Extension Term Base Rent payable with respect Tenant shall have no right to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as right to extend the Term of this Lease Agreement at such time as it relates an Event of Default is outstanding beyond the applicable notice and cure period; provided, that, if the Port declares an Event of Default within thirty (30) days prior to each Phase by an the Extension Term on Notice Date, then the terms set forth in this Section 2.3period of time within which said option may be exercised shall be extended as reasonably necessary for Tenant to cure the Event of Default. In the event that Tenant shall duly fails to exercise an Extension OptionOption within the time period stated above, the Term for each Phase shall be extended to include the applicable Extension Term (and all references Port will give written notice to the Term in this Lease as it relates to each Phase Leasehold Mortgagee and Leasehold Mortgagee shall be deemed to refer to the Term specified in Item 5 have thirty (30) days from receipt of the Basic Lease Information, plus all duly exercised notice to exercise the Extension Terms)Option in the place and stead of the Tenant. In the event that both Tenant shall and Leasehold Mortgagee fail to deliver exercise an Extension Option Exercise Notice within in the applicable time period specified herein for periods contemplated above, the delivery thereof, time being Term of this Agreement shall expire upon the expiration of the essencethen-current Term, at the election of Landlord, and Tenant shall be deemed have no further right to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after hereof. The Extension Options herein granted to Tenant may not be separated from this Agreement in any manner, by reservation or otherwise; however, Permitted Subleases may provide that notice of exercise of a materially co- terminus (e.g., not more than one (1) month shorter) corresponding extension option by the then applicable expiration date subtenant of the Term shall terminate entirety of the Premises is binding upon both Tenant and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant Port under this LeaseAgreement.
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Sources: Ground Lease Agreement
Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term of this Lease for all spaces leased under this Lease at the time of the extensionLease, for the respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein). The monthly Base Rent for the First Extension Term shall be the First Extension Term Base Rent payable with respect to all Data Halls (as defined on Schedule “2”) and their associated power) the monthly Base Rent for each year of the Second Extension Term shall be increased hereunder the Second Extension Term Base Rent (as of the first (1st) day of each such year to be equal to [***]defined on Schedule “2”).
2.3.2 Tenant may exercise each Extension Option only by delivering (a) an Extension Option Exercise Notice to Landlord at least [***] nine (9) calendar months (and not more than [***] twelve (12) calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3, and (b) a Market Rate Energy Supply Agreement covering the entire Extension Term. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). Notwithstanding the foregoing, if Tenant shall fail to give any Extension Option Exercise Notice within the aforesaid time limit, Tenant’s right to exercise such Extension Option shall nevertheless continue until thirty (30) days after Landlord shall have given Tenant written notice of Landlord’s election to terminate such Extension Option and Tenant may exercise such Extension Option at any time until the expiration of said thirty (30) day period. In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within prior to the applicable time period specified herein for the delivery thereofexpiration of said thirty (30) day period, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space Premises leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.
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Extension Options. 2.3.1 Subject Tenant shall have one (1) option (the “First Extension Option”) to extend the initial Term for one (1) extension term of five (5) years commencing at the expiration of the initial Term (the “First Extension Term”). Any extension of the Term for the First Extension Term shall be applicable to the entire Premises (as the same may be expanded). If Tenant fails timely to exercise the First Extension Option, Tenant shall have no further extension rights hereunder. If Tenant timely exercises the First Extension Option as provided below, the Term shall be extended for the First Extension Term, and Tenant shall pay Base Rent for the Premises during the First Extension Term, in accordance with the terms and conditions of Section 4.02 of the Lease, at a Base Rent rate equal to the Fair Market Rent Rate (as defined below) for the Premises for the First Extension Term as determined in accordance with the provisions of this Section 2.3set forth below (the “Extension Rent Rate”). Time is of the essence with respect to Tenant’s timely exercise of the First Extension Option as provided herein. Any notice exercising the First Extension Option must be unconditional and irrevocable in order to be effective. Except as set forth herein, Tenant’s lease of the Premises during the First Extension Term shall be on all of the terms and conditions in effect for the Premises immediately prior to such extension. Additionally, Tenant shall have one (1) option (the number “Second Extension Option,” and together with the First Extension Option, as applicable, an “Extension Option”) to extend the First Extension Term for one (1) extension term of Extension Options specified in Item 6 five (5) years commencing at the expiration of the Basic Lease Information First Extension Term (the “Second Extension Term,” and together with the First Extension Term, as applicable, an “Extension Term”). Any extension of the Term for the Second Extension Term shall be applicable to the entire Premises (as the same may be expanded). If Tenant fails timely to exercise the Second Extension Option, Tenant shall have no further extension rights hereunder. If Tenant timely exercises the Second Extension Option as provided below, the Term shall be extended for the Second Extension Term, and Tenant shall pay Base Rent for the Premises during the Second Extension Term, in accordance with the terms and conditions of Section 4.02 of the Lease, at a Base Rent rate equal to the Fair Market Rent Rate for the Premises for the Second Extension Term as determined in accordance with the provisions of this Section set forth below. Time is of the essence with respect to Tenant’s timely exercise of the Second Extension Option as provided herein. Any notice exercising the Second Extension Option must be unconditional and irrevocable in order to be effective. Except as set forth herein, Tenant’s lease of the Premises during the Second Extension Term shall be on all of the terms and conditions in effect for the Premises immediately prior to such extension, except that Tenant shall have no further option to extend the Term of this Lease for all spaces leased under this Lease at after the time end of the extension, for the respective Second Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein)Term. The monthly Extension Term Base Rent payable with respect procedures for Tenant to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, and for the Term for each Phase shall be extended applicable Extension Rent Rate (as defined below) applicable to include the applicable Extension Term (and all references to the Term in this Lease be determined, are as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.follows:
Appears in 1 contract
Extension Options. 2.3.1 Subject Tenant shall have one (1) option (the “First Extension Option”) to extend the initial Term for one (1) extension term of five (5) years commencing at the expiration of the initial Term (the “First Extension Term”). Any extension of the Term for the First Extension Term shall be applicable to the entire Premises (as the same may be expanded). If Tenant fails timely to exercise the First Extension Option, Tenant shall have no further extension rights hereunder. If Tenant timely exercises the First Extension Option as provided below, the Term shall be extended for the First Extension Term, and Tenant shall pay Base Rent for the Premises during the First Extension Term, in accordance with the terms and conditions of Section 4.02 of the Lease, at a Base Rent rate equal to the Fair Market Rent Rate (as defined below) for the Premises for the First Extension Term as determined in accordance with the provisions of this Section 2.3set forth below (the “Extension Rent Rate”). Time is of the essence with respect to ▇▇▇▇▇▇’s timely exercise of the First Extension Option as provided herein. Any notice exercising the First Extension Option must be unconditional and irrevocable in order to be effective. Except as set forth herein, ▇▇▇▇▇▇’s lease of the Premises during the First Extension Term shall be on all of the terms and conditions in effect for the Premises immediately prior to such extension. Additionally, Tenant shall have one (1) option (the number “Second Extension Option,” and together with the First Extension Option, as applicable, an “Extension Option”) to extend the First Extension Term for one (1) extension term of Extension Options specified in Item 6 five (5) years commencing at the expiration of the Basic Lease Information First Extension Term (the “Second Extension Term,” and together with the First Extension Term, as applicable, an “Extension Term”). Any extension of the Term for the Second Extension Term shall be applicable to the entire Premises (as the same may be expanded). If Tenant fails timely to exercise the Second Extension Option, Tenant shall have no further extension rights hereunder. If Tenant timely exercises the Second Extension Option as provided below, the Term shall be extended for the Second Extension Term, and Tenant shall pay Base Rent for the Premises during the Second Extension Term, in accordance with the terms and conditions of Section 4.02 of the Lease, at a Base Rent rate equal to the Fair Market Rent Rate for the Premises for the Second Extension Term as determined in accordance with the provisions of this Section set forth below. Time is of the essence with respect to ▇▇▇▇▇▇’s timely exercise of the Second Extension Option as provided herein. Any notice exercising the Second Extension Option must be unconditional and irrevocable in order to be effective. Except as set forth herein, Tenant’s lease of the Premises during the Second Extension Term shall be on all of the terms and conditions in effect for the Premises immediately prior to such extension, except that Tenant shall have no further option to extend the Term of this Lease for all spaces leased under this Lease at after the time end of the extension, for the respective Second Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of this Lease (except as provided otherwise herein)Term. The monthly Extension Term Base Rent payable with respect procedures for Tenant to all Data Halls (and their associated power) for each year of the Extension Term shall be increased hereunder as of the first (1st) day of each such year to be equal to [***].
2.3.2 Tenant may exercise each Extension Option only by delivering an Extension Option Exercise Notice to Landlord at least [***] calendar months (and not more than [***] calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, and for the Term for each Phase shall be extended applicable Extension Rent Rate (as defined below) applicable to include the applicable Extension Term (and all references to the Term in this Lease be determined, are as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, or on the date on which the Extension Term is scheduled to commence, there shall be an uncured Event of Default by Tenant under this Lease.follows:
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Extension Options. 2.3.1 2.4.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the number of options (each, an “Extension Options Option”) specified in Item 6 of the Basic Lease Information to extend the Term of this Lease with respect to the entire Tenant Space, each for all spaces leased under this Lease at an additional term of sixty (60) calendar months (collectively the time of the extension“Extension Terms”, for the respective each an “Extension Terms specified in such Item 6Term”), upon the same terms, conditions and provisions applicable to the then-then current Term of this Lease (except as provided otherwise herein). The monthly Extension Term Base Rent payable with respect to all Data Halls (and their associated power) the Tenant Space for each year of the Extension Term (the “Option Rent”) shall be increased hereunder as of the first (1st) day of each such year to be equal to [***]one hundred three percent (103%) of the Base Rent payable for the immediately preceding month of the Term of the Lease, as extended.
2.3.2 2.3.1 Tenant may exercise each Extension Option only by delivering to Landlord a written notice (an Extension “Option Exercise Notice to Landlord Notice”) at least [***] six (6) calendar months (and not more than [***] twelve (12) calendar months) prior to the then applicable expiration date of the Term, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease as it relates to each Phase by an Extension Term on the terms set forth in this Section 2.3. In the event that Tenant shall duly exercise an Extension Option, the Term for each Phase shall be extended to include the applicable Extension Term (and all references to the Term in this Lease as it relates to each Phase shall be deemed to refer to the Term specified in Item 5 of the Basic Lease Information, plus all duly exercised Extension Terms). In the event that Tenant shall fail to deliver an Extension Option Exercise Notice within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term effective after the then applicable expiration date of the Term shall terminate and shall be of no further force or effect.
2.3.3 2.4.2 Tenant shall have the right to exercise any Extension Option only with respect to the entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension an Option Exercise Notice. If Tenant duly exercises an Extension Option, Landlord and Tenant shall execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of an Extension Option shall, at the election of Landlord, be invalid, ineffective, and of no force or effect if, on the date on which Tenant delivers an Extension Option Exercise Notice, Notice or on the date on which the Extension Term is scheduled to commence, commence there shall be an uncured Event of Default by Tenant under this Lease.
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