Extension Term. (a) Tenant shall have the right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not be
Appears in 2 contracts
Sources: Office Building Lease (Imanage Inc), Office Building Lease (Imanage Inc)
Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (a9) (but not more than twelve (12)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant shall have is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve mean the Premises for Tenant's use. Upon the commencement of [Initial] Term as it may be extended by the Extension Term, (A) . The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
Appears in 2 contracts
Sources: Lease Agreement (Xenetic Biosciences, Inc.), Lease Agreement (Xenetic Biosciences, Inc.)
Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least twelve (a12) (but not more than fifteen (15)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) an Event of Default by Tenant exists, or (ii) Tenant shall have is not leasing sixty percent (60%) or more of the Premises, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve mean the Premises for Tenant's use. Upon the commencement of Initial Term as it may be extended by the Extension Term, (A) . The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
Appears in 2 contracts
Sources: Lease Agreement (Keros Therapeutics, Inc.), Lease Agreement (Keros Therapeutics, Inc.)
Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the right option to extend the Term for all of the Premises for one extension (1) additional term of 5 five (5) years (the "“Extension Term") which shall commence on the day following ”), commencing as of the expiration of the initial Term and end Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if date that is thirteen (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (913) months prior to the Expiration Date, (ii) at the time expiration of the exercise then-current term of this Lease, time being of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right and immediately prior to withdraw the Expiration DateExtension Notice in accordance with Section 1.2(b) below, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent deemed extended upon all of the Premises at terms and conditions of this Lease, except that Base Rent during the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the agreements, terms, covenants Premises and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend the Term and (z) Landlord Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no obligation further right to provide extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any work of the conditions to Tenant’s exercise of its rights under this Section 1.2.
(b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) Base Rent for the last Rent Year of the prior term, or contribution to improve (ii) ninety-five percent (95%) of the fair market rental value of the Premises for Tenant's use. Upon then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for leases of office space in the East Cambridge/▇▇▇▇▇▇▇ Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing (“Tenant’s Response Notice”) that either (A) Tenant elects to withdraw its Extension Notice, in which event the Lease shall expire on the Expiration Date, or (B) Tenant accepts Landlord’s determination of the Extension Term Base Rent, or (C) Tenant rejects Landlord’s determination of the Extension Term Base Rent. If Tenant fails timely to deliver Tenant’s Response Notice, Tenant shall be added deemed to and become part have accepted landlord’s determination of the Extension Term (but shall not beBase Rent.
Appears in 2 contracts
Sources: Sublease (Praxis Precision Medicines, Inc.), Sublease (Praxis Precision Medicines, Inc.)
Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate (hereinafter defined) and/or a Successor (hereinafter defined) is/are then occupying one hundred percent (100%) of the Premises; and (ii) there is no Event of Default (hereinafter defined) (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the Extension Term (hereinafter defined), Tenant shall have the right option to extend the Initial Term for all of the Premises for one extension (1) additional term of 5 three (3) years (the "“Extension Term") which shall commence on the day following ”), commencing as of the expiration of the initial Term Initial Term. Tenant must exercise such option to extend, if at all, by giving Landlord written notice (the “Extension Notice”) not earlier than twelve (12) months and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not no later than nine (9) months prior to the Expiration Date, (ii) at the time expiration of the then-current term of this Lease, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of such right and immediately prior its option to extend the Expiration DateTerm by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice there is an event which, no event with the passage of Default shall have occurred and be continuing hereunder, and (iii) Tenant time and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the notice of Tenant's exercise applicable cure period set forth in Section 18.1 after receipt of the extension optionNullification Notice. The Upon the satisfaction of the Extension Conditions and the timely giving of the Extension Notice without a subsequent nullification by Landlord, the Initial Term shall be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be upon all of the agreementscalculated in accordance with this Section 1.2. If Tenant fails to give a timely Extension Notice, termsas aforesaid, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self-executing, the parties shall promptly execute a lease amendment reflecting such Extension Term after Tenant validly exercises its option. The execution of such lease amendment shall not be deemed to waive any Event of Default or any an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder.
(b) The Base Rent during the first Rent Year of the Extension Term (the “Extension Term RY1 Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term RY1 Base Rent shall be the greater of (i) one hundred two and one-half percent (z102.5%) Landlord shall have no obligation to provide any work of Base Rent for the last Rent Year of the Initial Term, or contribution to improve (ii) the fair market rental value of the Premises for Tenant's use. Upon then demised to Tenant as of the commencement of the Extension Term, as determined in accordance with the process described below, for renewals of office space in the East Cambridge/ ▇▇▇▇▇▇▇ Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant and all other relevant factors to be taken into account. Within thirty (A30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term shall be added to and become part RY1 Base Rent for the Extension Term. Tenant shall, within fifteen (15) days after receipt of such notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Extension Term RY1 Base Rent (but shall not be“
Appears in 1 contract
Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (a9) (but not more than fifteen (15)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant shall have is not leasing one hundred percent (100%) of the Premises, or (iii) Tenant has made any Transfer under Article 13, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve mean the Premises for Tenant's use. Upon the commencement of Initial Term as it may be extended by the Extension Term, (A) . The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
Appears in 1 contract
Extension Term. Provided Tenant is occupying at least fifty percent (a50%) of the Premises, Tenant shall have in not in Default hereunder, both at the right time the option may be exercised, and on the commencement date of the Extension Term (as hereinafter defined), Landlord grants to Tenant one (1) option (the “Extension Option”) to extend the Term for this Lease with respect to all of the Premises for one extension term an additional period of 5 five (5) years (the "“Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise”). The Extension Term shall commence only if Option may be exercised by Tenant delivering written notice to Landlord at least twelve (i12) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right months, but not later more than nine fifteen (915) months months, prior to the Expiration Date, (ii) at the time Date of the exercise of such right and immediately prior to Initial Term (the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given“Tenant’s Extension Notice”). Time is of the essence in the exercise of the Extension Option. The annual Base Rent payable for the Extension Term (the “Extension Rental Rate”) shall be ninety-five percent (95%) of the market rental rate for comparable space in comparable buildings in the general vicinity of the Building (with respect to size, age, use, quality, utility and location) being leased by a new, non-equity tenant, and taking into account the Tenant’s creditworthiness, the length of the term, the base years, expansion and extension rights (or the lack thereof), and all allowances and concessions being offered in the marketplace, as well as transaction costs, such as broker’s commissions (or the lack thereof) (but in no event less than $19.50 per square foot of Premises Rentable Area), determined as follows: In the event Tenant timely exercises the Extension Option in accordance herewith, within thirty (30) days after Landlord receives notice of Tenant’s exercise of such Extension Option, Landlord shall notify Tenant in writing of Landlord’s good faith determination of the Extension Rental Rate for the Extension Term (“Landlord’s Extension Term Rental Notice”). Tenant shall have fifteen (15) days from the date of Landlord’s Extension Term Rental Notice to either accept or dispute Landlord’s determination of the Extension Rental Rate. In the event that Tenant disputes Landlord’s determination of the Extension Rental Rate, Tenant shall so notify Landlord and advise Landlord of Tenant’s determination of the Extension Rental Rate. If Landlord and Tenant cannot agree upon the Extension Rental Rate within thirty (30) days of the date of Landlord’s Extension Term Rental Notice (the “Negotiation Period”), Landlord and Tenant shall simultaneously exchange within the following fifteen (15) days, on a date determined by Landlord, statements setting forth each such party’s conclusion regarding the Extension Rental Rate (each, a “Statement of Rental Rate”); provided, however, that if one party has not submitted such statement within forty-five (45) days after the date of Landlord’s Extension Term Rental Notice, then the determination set forth in the other party’s statement shall be final and binding upon both parties. Landlord and Tenant shall then mutually select a real estate professional with at least ten (10) years’ continuous experience in the business of appraising or marketing multi-tenant office buildings in the Greater Boston Area (the “Valuation Expert”) to resolve the dispute as to the Extension Rental Rate. If Landlord and Tenant cannot agree upon the designation of the Valuation Expert within thirty (30) days of the exchange of the Statements of Rental Rate, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Valuation Expert. Within ten (10) days of the selection of the Valuation Expert, Landlord and Tenant shall each submit to the Valuation Expert a copy of its Statement of Rental Rate, together with any supporting material. The Valuation Expert shall not perform his own valuation, but rather, shall, within thirty (30) days after receipt of such submissions, select as the Extension Rental Rate the submission which the Valuation Expert concludes most closely and accurately reflects the Extension Rental Rate for the Premises and the rental rate set forth in that submission shall be the Extension Rental Rate for the Extension Term in question (provided, however, that in no event shall the Extension Rental Rate ever be less than $19.50 per square foot of Premises Rentable Area). The Valuation Expert shall give notice of his or her determination to Landlord and Tenant and such decision shall be final and conclusively binding upon Landlord and Tenant. Each party shall pay the fees and expenses of any real estate professional such party retains and such party’s counsel, if any, in connection with any proceeding under this paragraph, and the party whose determination was determined by the Valuation Expert not to most accurately and closely reflect the Extension Rental Rate of the Premises shall pay the fees and expenses of the Valuation Expert. Landlord and Tenant shall execute an amendment to this Lease within thirty (30) days after the determination of the Extension Rental Rate (in accordance with the procedure set forth above) for the Extension Term, which amendment shall set forth the Extension Term, the Extension Rental Rate, and any other terms and conditions for such Extension Term; provided, however, any failure to execute and deliver such Amendment shall not affect the rights or obligations of the parties with respect to the giving of Extension Term. Except as set forth above, the notice of Tenant's exercise of the extension option. The Extension Term shall be upon subject to all of the agreements, terms, covenants terms and conditions hereof binding upon Tenantof this Lease; provided, except however, that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of extension rights once it has exercised the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not beOption.
Appears in 1 contract
Sources: Lease Agreement (Acme Packet Inc)
Extension Term. (a) Tenant For an Extension Term, Fixed Rent and monthly -------------- installments shall have be as agreed or at Fair Market Rent as determined in accordance with the right to extend following procedures, however, in no event shall the Fair Market Rent for the Extended Term for all be less than the Fixed Rent during the last year of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Upon Tenant's exercise of such extension right request given not later earlier than nine three (93) months prior to the Expiration Datelast date by which Tenant is to give notice of an election to extend, (ii) at Landlord shall designate the time proposed Fixed Rent for the Extension Term, if the option were exercised. If Tenant disagrees with Landlord's designation of the exercise of such right and immediately prior to the Expiration Dateproposed Fixed Rent, no event of Default then Tenant shall have occurred and be continuing hereunderthe right, and by notice given within fifteen (iii15) days after Tenant and/or Related Entities shall be in occupancy has been notified of at least 80 percent Landlord's designation, to submit the determination of the Premises at applicable Fixed Rent to arbitration as follows: If the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term parties shall be not have agreed upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent for the Extension Term within fifteen (as defined in Article 115) days after Tenant's notice, then the Fair Market Rent ("Fair Market Rent") shall be determined as provided by an appraiser acceptable to both Landlord and Tenant who shall be a member of the M.A.I. or A.S.R.E.C. (or successor professional organizations) and shall have at least ten (10) years experience appraising commercial property in Section 2.2(b), (y) the Greater Boston area. Landlord and Tenant shall share equally the expense of the appraiser. If the parties can not agree on an appraiser within ten (10) days of Tenant's notice, then either party may, with notice to the other, apply to the then governing board of A.S.R.E.C. (or any successor organization) for such appointment. "Fair Market Rent" shall be computed as of the applicable date at then general market conditions for comparable space used for the Permitted Uses, taking into account and giving effect, in determining comparability, without limitation, to such considerations as size, location, age and condition. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have no further the right to renew the Term and (z) Landlord shall have no obligation to provide modify any work or contribution to improve the Premises for Tenant's use. Upon the commencement other provision of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not beLease except Fixed Rent.
Appears in 1 contract
Sources: Lease (Storage Computer Corp)
Extension Term. (a) Provided the Lease shall be in full force and effect and no Event of Default shall then be continuing, Tenant shall have the right to extend the Lease Term for all one (1) period of the Premises for one extension term of 5 three (3) years (the "Extension “Renewal Term") which ”). The Renewal Term shall commence on the day following after the expiration of the initial Term Expiration Date and end shall expire on the fifth day prior to the three (3) year anniversary of the Expiration Datesuch commencement, unless the Extension Renewal Term shall sooner terminate end pursuant to any of the terms terms, covenants or conditions of this Lease or otherwisepursuant to any applicable laws, rules or regulations. The Extension Term shall commence only if (i) If Tenant desires to exercise such renewal option, Tenant shall have notified give Landlord in writing of Tenant's exercise written notice of such extension right not election no earlier than twelve (12) and no later than nine six (96) months prior to the scheduled Expiration Date, (ii) and upon the giving of such notice the Lease and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the Renewal Term had originally been included in the Lease Term and the expiration date of the Lease Term shall thereupon be deemed to be the last day of the Renewal Term. The Premises will be accepted ‘as-is’ by Tenant at the time commencement of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunderRenewal Term, and (iii) Tenant and/or Related Entities Landlord shall not be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence obligated to perform any work or provide any allowance, credit or payment with respect to any Tenant work with respect thereto or to provide any rent abatement in connection with the giving Renewal Term. All of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantof this Lease shall continue in full force and effect during the Renewal Term (with Base Rent continuing to escalate by $0.50 per rentable square foot per annum during the Renewal Term), except that Base Rent for the first year of the Renewal Term shall be equal to the then annual market rental rate per square foot for comparable premises in the Austin, Texas market multiplied by the square footage of the Premises (x) provided that in no event shall Base Rent payable for the Fixed first year of the Renewal Term be less than the Base Rent (as defined in Article 1) payable for the last year of the initial Term, escalated by $0.50 per rentable square foot). Such annual market rental rate shall be determined as provided follows. Within twenty (20) days after ▇▇▇▇▇▇’s exercise of its option to extend, Landlord will propose to Tenant the market rental rate. Within twenty (20) days thereafter, ▇▇▇▇▇▇ will either accept such determination (with no response on Tenant’s part during such period being deemed acceptance) or, if Tenant disagrees with such determination, Tenant will provide in Section 2.2(b)writing to Landlord ▇▇▇▇▇▇’s determination of the market rental rate. If, within twenty (y20) days thereafter, the parties are not able to agree on the market rental rate, within twenty (20) days after such failure to agree, Landlord and Tenant shall together appoint a MAI appraiser having at least five (5) years’ experience in industrial and warehouse leasing in the vicinity of Austin, Texas. If Landlord and Tenant are not able to agree upon the designation of the appraiser, then the appraiser will be appointed by the American Arbitration Association (or its successor) from its qualified panel of arbitrators, which appraiser shall, to the extent practicable, have no further right to renew the Term and qualifications set forth above. Within thirty (z30) Landlord shall have no obligation to provide any work days after his or contribution to improve her appointment, the appraiser will determine the fair market rental value of the Premises for Tenant's use. Upon applicable to the commencement Renewal Tenn and shall choose whichever of the Extension Termfair market rental values set forth in Landlord’s initial proposal or Tenant’s response is closer to such determination, (A) which shall, for all purposes hereunder, be deemed the Extension Term fair market rental rate. The determination of the appraiser shall be added to binding, final and become part conclusive on the parties. The fees and expenses of the Term (but shall not beappraiser and the costs incurred in connection with the appointment of the appraiser will be shared equally by Landlord and ▇▇▇▇▇▇.
Appears in 1 contract
Extension Term. Provided that as of the time of the giving of the Extension Notice and the Commencement Date of the Extension Term (a) as such terms are defined below), no Event of Default exists, or would exist but for the passage of time or the giving of notice, or both; then Tenant shall have the right to extend the Lease Term for all of the Premises for one extension an additional term of 5 10 years (such additional term is hereinafter called the "Extension Term") which shall commence commencing on the day following the expiration of the initial Lease Term and end on (hereinafter referred to as the fifth anniversary "Commencement Date of the Expiration Date, unless Extension Term"). Tenant must give Landlord notice (hereinafter called the "Extension Term shall sooner terminate pursuant Notice") of its election to any extend the term of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) at least 12 months prior to the Expiration Date, (ii) at the time scheduled expiration date of the exercise of such right and immediately prior to Lease Term. If Tenant does not send the Expiration DateExtension Notice within the period set forth above, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of right to extend the extension option. The Extension Lease Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) automatically terminate. Landlord shall have no obligation to provide any work refurbish or contribution to otherwise improve the Premises for Tenant's usethe Extension Term. Upon The Premises shall be tendered on the Commencement Date of the Extension Term in "as-is" condition. If the Lease is extended for the Extension Term, then Landlord shall prepare and Tenant shall execute an amendment to the Lease confirming the extension of the Lease Term and the other provisions applicable thereto.
(i) The Base Rent payable by Tenant to Landlord during the Extension Term shall be the greater of: (1) the Base Rent in effect on the expiration of the Lease Term (if the Base Rent is stated as an annual or other periodic rate, adjusted for the length of the Lease Term), and (2) if RadiSys Corporation or an entity controlling, controlled by or under common control with RadiSys Corporation ("RadiSys Affiliate") is the Tenant at the commencement of the Extension TermTerm with no present intention of assigning the Lease, 95 percent of the Fair Market Rent, as defined and determined pursuant to subparagraphs (Aii) and (iii) below, and if the Tenant at the Commencement of the Extension Term shall be added to and become part is other than RadiSys Corporation or a RadiSys Affiliate, 100 percent of the Term (but shall not beFair Market Rent.
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Extension Term. The Term of this Lease of all of the Premises may be extended for each applicable Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) written notice from Tenant shall have to Landlord at least twelve (12) (but not more than eighteen (18)) months before the end of the Initial Term or first (1st) Extension Term, as the case may be, time being of the essence. If Tenant does not timely exercise such option, or if on the date of such notice or at the beginning of the applicable Extension Term an uncured Event of Default by Tenant exists, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement end of the Initial Term or first (1st) Extension Term, as the case may be. If Tenant fails to timely exercise its rights hereunder, then within seven (A7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit, to the extent true, shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the Initial Term as it may be extended by an Extension Term. Each Extension Term shall be added to on all the same terms and become part of conditions except that the Base Rent for the applicable Extension Term (but shall not bebe as set forth below.
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Extension Term. Provided that (ai) an Event of Default does not exist as of the commencement of the Extension Term (as defined below) or as of the date of Landlord’s receipt of the Extension Notice (as defined below), (ii) neither the Expansion Rescission occurred nor the Expansion Termination Option is exercised in accordance with this Amendment and (iii) Tenant has not assigned the Lease (excluding an assignment to a Permitted Transferee) or subleased more than fifty percent (50%) of the Premises (excluding a sublease to a Permitted Transferee), Tenant shall have the right to extend the Lease Term for all one (1) period of the Premises for one extension term of 5 five (5) years (the "“Extension Term"”) by giving Landlord written notice of extension (the “Extension Notice”), which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Datenotice must be received by Landlord not earlier than 18 months, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not nor later than nine (9) months 12 months, prior to the Expiration Date, (ii) at the time then-expiration date of the exercise of Lease Term, if such right and immediately prior to extension becomes effective, the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Lease Term shall be automatically extended upon all of the agreements, terms, covenants same terms and conditions hereof binding upon Tenantas are applicable to the current Lease Term, except that (x) the Fixed Base Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added as set forth in subsection (b) below, and (y) there shall be no further right to extend or renew the Lease Term beyond the Extension Term. The right of extension provided under this section is personal to Genocea Biosciences, Inc. (or any of its Permitted Transferees) and become part of the Term (but shall is not beexercisable by any subtenant or assignee permitted under this Lease. 80333389_1
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Sources: Lease (Genocea Biosciences, Inc.)
Extension Term. (a) Subject to the terms and conditions of this Article 28, Tenant shall have the right to extend the Term for all of the Premises for one extension term of 5 five (5) years (the "“Extension Term"”) which shall commence commencing on the day immediately following the expiration of the initial Initial Term (the “Extension Term Commencement Date”) and end ending on the day preceding the fifth (5th) anniversary of the Expiration Extension Term Commencement Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The right of Tenant to extend the Term for the Extension Term shall be subject to, and the Extension Term shall commence only if if, all of the following conditions precedent are satisfied: (ia) Tenant shall have notified delivers notice (the “Extension Notice”) to Landlord in writing of Tenant's ’s exercise of such extension right not earlier than eighteen (18) months and not later than nine twelve (912) months prior to the Expiration Date, (iib) at the time of the exercise of such right and immediately prior to the Expiration DateExtension Notice is given, no event Event of Default shall have occurred and be continuing hereunder, and (iiic) at the time the Extension Notice is given, Tenant and/or Related Entities shall be in occupancy has not assigned the Lease or sublet more than fifty percent (50%) of at least 80 percent the rentable area of the Premises at (excepting only assignments or subleases to Affiliates of the time such notice is givenoriginal tenant named herein). Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension optionExtension Notice. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantof this Lease, except that (xw) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b)28.2, (yx) Tenant shall have no further right to renew extend the Term, (y) the Base Tax Year shall be the Tax Year commencing on the July 1st prior to the Extension Term Commencement Date, and (z) Landlord the Base Expense Year shall have no obligation be the Comparison Year ending on the December 31st prior to provide any work or contribution to improve the Premises for Tenant's useExtension Term Commencement Date. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term, (B) any reference in this Lease to the “Term”, the “term of this Lease” or any similar expression shall be deemed to include the Extension Term, and (C) the expiration of the Extension Term (but shall not bebecome the Expiration Date. Any termination, cancellation or surrender of the entire interest of Tenant under this Lease at any time during the Term shall terminate the foregoing right of extension of Tenant hereunder.
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Extension Term. (a) Tenant Borrower shall have the right option to: (i) extend the Outside Conversion Date (for purposes of this Section, “Initial Conversion Date”) for an additional six (6) months (“Extension Term”), to and including May 1, 2019 (“Extended Conversion Date”), and (ii) extend the Maturity Date (for purposes of this Section, “Initial Maturity Date”) for the same additional corresponding period to and including May 1, 2034 (“Extended Maturity Date”), upon satisfaction of all of the following conditions, as determined by Bank:
2.6.1 Borrower shall provide Bank with Borrower’s written request to extend the Term for all term of the Premises for one extension term of 5 years Loan not less than ninety (the "Extension Term"90) which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months days prior to the Expiration Initial Conversion Date, (ii) at .
2.6.2 At the time of Bank’s receipt of Borrower’s written request to extend the exercise term of such right the Loan, and immediately prior to as of the Expiration Initial Conversion Date, no event Event of Default shall have occurred and be continuing hereundercontinuing.
2.6.3 There shall have been no substantial deterioration in the financial condition of Borrower or any Loan Party, as determined by Bank in Bank’s reasonable discretion.
2.6.4 Borrower and (iii) Tenant and/or Related Entities any Loan Party shall have executed such documents as Bank may require in connection with such extension, including any amendments to the Loan Documents.
2.6.5 Neither Borrower nor any Loan Party shall be in occupancy default under any promissory note, deed of at least 80 percent trust, security agreement, guaranty or other agreement between Bank and any such party, and no event shall have occurred which would constitute a default or event of default thereunder.
2.6.6 Borrower shall have provided Bank with evidence that the rehabilitation of the Premises at Improvements shall be substantially completed in accordance with the time such notice is givenPlans, as determined by Bank in its sole discretion.
2.6.7 Borrower shall have paid to Bank a loan extension fee equal to $34,034. Time is [CHECK]
2.6.8 Bank shall have the option, in its reasonable discretion, to re-balance the Interest Reserve to assure that there are sufficient funds in the Interest Reserve to pay the interest required under the terms of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of Borrower Note during the Extension Term. In the event the Bank determines that the funds in the Interest Reserve are insufficient, (A) Borrower shall pay into the Borrower’s Funds Account such amount as is necessary, as determined by Bank in its sole discretion, to provide adequate funds to pay, at a minimum, the interest required under the terms of the Borrower Note during the Extension Term Term.
2.6.9 Borrower shall be added have entered into one or more ▇▇▇▇▇▇, in form and content and from a counterparty complying with the provisions contained in Section 7.47, which shall provide for the Borrower to and become part pay a fixed rate of interest no greater than (or otherwise protects against the interest rate exceeding) % [CHECK] (inclusive of the Term (but Margin applicable during the Permanent Phase), on an amount not less than $6,318,000 [CHECK], for the period commencing no later than the Extended Conversion Date and terminating on the Extended Maturity Date.
2.6.10 Borrower shall not bepay all costs and expenses incurred by Bank in connection with extending the Initial Conversion Date, including without limitation, documentation and/or recording fees, if any, and the cost of any title endorsements required by Bank.
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Extension Term. (a) Provided that the following conditions are satisfied (the “Extension Conditions”), which Extension Conditions may be waived by Landlord in its sole discretion, (i) Tenant, an Affiliated Entity (hereinafter defined) and/or a Successor (hereinafter defined) is/are then occupying one hundred percent (100%) of the Premises; and (ii) no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default has occurred (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined), Tenant shall have the right option (the “Initial Extension Option”) to extend the Term for all one (1) additional term of three (3) years and two (2) months (the Premises “First Extension Term”), commencing as of November 1, 2025 and expiring on December 31, 2028.
(b) Provided that the Extension Conditions are satisfied or waived by Landlord in its sole discretion, and provided further that Tenant has timely and properly exercised the Initial Extension Option pursuant to Section 4(a) above, Tenant shall have the option to extend the Term for one extension (1) additional term of 5 years five (the "Extension Term"5) which shall commence on the day following years, commencing as of the expiration of the initial First Extension Term (the “Second Extension Term”; and end together with the First Extension Term, each an “Extension Term”).
(c) Tenant must exercise each option to extend, if at all, by giving Landlord written notice (the “Extension Notice”) (i) on the fifth anniversary or before January 31, 2025, time being of the Expiration Dateessence, unless with respect to the Initial Extension Option and (ii) on or before December 31, 2027 with respect to the option to extend for the Second Extension Term. Upon the timely giving of such Extension Notice, the Term shall be deemed extended upon all of the terms and conditions of this Lease, except that (A) Base Rent during each Extension Term shall sooner terminate pursuant be calculated in accordance with this Section 4, (B) Landlord shall have no obligation to any of construct or renovate the terms of this Lease or otherwise. The Extension Term shall commence only if Premises, and (iC) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine one (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined fewer option to extend the Term. If Tenant fails to give timely notice, as provided in Section 2.2(b)aforesaid, (y) Tenant shall have no further right to renew extend the Term Term. Notwithstanding the fact that Tenant’s proper and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not betimely
Appears in 1 contract
Sources: Lease (T2 Biosystems, Inc.)
Extension Term. (a) Provided that the following conditions, which may be waived by Landlord in its sole discretion, are satisfied (i) Tenant, an Affiliated Entity (hereinafter defined) and/or a Successor (hereinafter defined) is/are then occupying one hundred percent (100%) of the Premises; and (ii) no Event of Default nor an event which with the passage of time and/or the giving of notice would constitute an Event of Default has occurred (A) as of the date of the Extension Notice (hereinafter defined) and (B) at the commencement of the Extension Term (hereinafter defined), Tenant shall have the right option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of February 1,2024 and expiring as of January 31, 2029. Tenant must exercise such option to extend, if at all, by giving Landlord written notice (the “Extension Notice”) on or before February 1, 2023, time being of the essence. Upon the timely giving of such notice, the Term shall be deemed extended upon all of the Premises for one extension term terms and conditions of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Datethis Lease, unless except that Base Rent during the Extension Term shall sooner terminate pursuant to any of the terms of be calculated in accordance with this Lease or otherwise. The Extension Term shall commence only if (i) Tenant Section 1.2 below, Landlord shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior no obligation to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of construct or renovate the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend the Term and (z) Landlord Term, If Tenant fails to give timely notice, as aforesaid, Tenant shall have no obligation further right to provide extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self-executing, the parties shall promptly execute a lease amendment confirming such Extension Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any work or contribution of the conditions to improve Tenant’s exercise of its rights under this Section 1.2.
(b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the fair market rental value of the Premises for Tenant's use. Upon then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for renewals of combination laboratory and office space in the vicinity of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant, the condition of the Property, Premises, Storage Premises and PH System Premises, and all other relevant factors to be taken into account, Within thirty (A30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term Base Rent for the Extension Term. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Extension Term Base Rent (“Tenant’s Response Notice”). If Tenant fails timely to deliver Tenant’s Response Notice, Landlord’s determination of the Extension Term Base Rent shall be added binding on Tenant,
(c) If and only if Tenant’s Response Notice is timely delivered to Landlord and become part indicates both that Tenant rejects Landlord’s determination of the Extension Term Base Rent and desires to submit the matter to arbitration, then the Extension Term Base Rent shall be determined in accordance with the procedure set forth in this Section 1.2(c). In such event, within ten (but 10) days after receipt by Landlord of Tenant’s Response Notice indicating Tenant’s desire to submit the determination of the Extension Term Base Rent to arbitration, Tenant and Landlord shall each notify the other, in writing, of their respective selections of an appraiser (respectively, “Landlord’s Appraiser” and “Tenant’s Appraiser”). Landlord’s Appraiser and Tenant’s Appraiser shall then jointly select a third appraiser (the “Third Appraiser”) within ten (10) days of their appointment. All of the appraisers selected shall be individuals with at least five (5) consecutive years’ commercial appraisal experience in the area in which the Premises are located, shall be members of the Appraisal Institute (M.A.I.), and, in the case of the Third Appraiser, shall not behave acted in any capacity for either Landlord or Tenant or any affiliate of Landlord or Tenant within five (5) years of his or her selection. The three appraisers shall determine the Extension Term Base Rent in accordance with the requirements and criteria set forth in Section 1.2(b) above, employing the method commonly known as “Baseball Arbitration”, whereby Landlord’s Appraiser and Tenant’s Appraiser each sets forth its determination of the Extension Term Base Rent as defined above, and the Third Appraiser must select one or the other (it being understood that the Third Appraiser shall be expressly prohibited from selecting a compromise figure). Landlord’s Appraiser and Tenant’s Appraiser shall deliver their determinations of the Extension Term Base Rent to the Third Appraiser within five (5) days of the appointment of the Third Appraiser and the Third Appraiser shall render his or her decision within ten (10) days after receipt of both of the other two determinations of the Extension Term Base Rent. The Third Appraiser’s decision shall be binding on both Landlord and Tenant. Each party shall bear the cost of its own appraiser and the cost of the Third Appraiser shall be paid by the party whose determination is not selected.
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Extension Term. Provided (ai) that the Lease shall be in full force and effect; (ii) except for a Corporate Transfer, that Tenant shall have not assigned the Lease; and (iii) that no Event of Default exists on the date that the applicable “Extension Notice” (as defined below) is sent or on the date the applicable Extension Term (as defined below) is to commence, then, and only in such event, Tenant shall have the right, at Tenant’s sole option, to extend the term of the Lease for two (2) additional periods of five (5) years (each an “Extension Term”). Each such extension option shall be exercisable by Tenant giving written notice (the “Extension Notice”) of the exercise of such extension option to Landlord no later than fifteen (15) months prior to the expiration of the then current Term and no earlier than eighteen (18) months prior to the expiration of the then current Term; provided, however, in the event Tenant fails to exercise such option to extend during the aforesaid time period, such extension option (and any subsequent option) shall become null and void and all rights with respect thereto shall automatically terminate and expire. Each Extension Term shall be upon the same terms, covenants and conditions as set forth herein with respect to the Lease Term, except that (x) Base Monthly Rent shall be adjusted for each Extension Term as follows: (x) the Base Monthly Rent for each extension term shall be equal to the then current fair market rent, and (y) the base year for purposes of calculating the Operating Expenses and Real Estate Taxes shall be based on market negotiations at the time the Base Monthly Rent for the Extension Term is determined, and (z) the parking ratio and the parking charges shall be based on the then market ratio and then market rates. Despite the foregoing, Tenant shall have the right to so extend the Term for all term of the Lease for less than the entire Demised Premises for one (but in no event less than ▇▇▇,▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇), provided that any such extension term of 5 years (complies with the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if procedures: (i) Tenant shall have notified Landlord advise Landlord, in writing the Extension Notice, of Tenant's exercise the amount of such extension right not later rentable area that Tenant desires to extend the term of the Lease (which shall be no less than nine (9) months prior to the Expiration Date▇▇▇,▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇), (ii) at each block of space that Tenant so extends the time term of the exercise of such right and immediately prior Lease for shall constitute a full floor, provided, however, to the Expiration Dateextent that Tenant is then leasing a partial floor, no event of Default Tenant shall have occurred and be continuing hereunderthe right to exercise such extension with respect to all of the space that it is then leasing on such partial floor, and (iii) if Tenant and/or Related Entities shall be was leasing a full floor in occupancy of at least 80 percent of Tower 1, Tower 2 or Tower 3, and Tenant desires to exercise an extension with regard to any such fully leased floor within a single Tower, Tenant must exercise the Premises at the time such notice is given. Time is of the essence extension with respect to the giving full floors that it was leasing (provided, however, if Tenant exercises such right on a full floor that it is leasing in both Tower 1 and Tower 2, it must also exercise such right with respect to the connector space on such floor in Tower 3), (iv) if the extension is for less than the entire Demised Premises, the space retained by Tenant shall consist of either the lowest floor(s) then leased by Tenant or the highest floor(s) then leased by Tenant, which election shall be made by Tenant at the time it exercises such extension right, and (v) in the event that, on the date Tenant delivers an Extension Notice, Tenant’s tangible net worth is less than Tenant’s tangible net worth as of the notice date of Tenant's exercise this Lease, then as of the commencement of such Extension Term, Tenant shall not be permitted to sublease, in the aggregate, in excess of twenty percent (20%) of the rentable area of the portion of the Demised Premises for which it exercises its extension option. The Extension Term shall be In the event that the parties do not, within thirty (30) days after the date that Tenant exercises its extension option, agree upon all the fair market rent for the Demised Premises and enter into an amendment of the agreementsLease setting forth the Base Monthly Rent payable during the applicable Extension Term, termsthen, covenants and conditions hereof binding upon Tenantunless Tenant withdraws, except that in writing, its election to extend the term of the Lease, which written withdrawal notice must be delivered to Landlord, if at all, within five (x5) Business Days after the Fixed expiration of such thirty (30) day period, the Base Monthly Rent (as defined in Article 1) shall be determined as provided in accordance with Section 2.2(b)3(f) below. In the event Tenant timely delivers its withdrawal notice in strict accordance with the foregoing, then (ya) Tenant shall be deemed to have no further elected not to exercise its right to renew extend the Term of the Lease, and (zb) Landlord the Lease shall have no obligation to provide any work or contribution to improve automatically end on the Premises for Tenant's use. Upon the commencement last day of the Extension Term, (A) the Extension then current Term shall be added to and become part of the Term (but shall not beLease.
Appears in 1 contract
Sources: Deed of Lease (Cvent Inc)
Extension Term. (a) Tenant shall have the right right, upon written notice to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not given no later than nine (9) months prior to the Expiration DateFebruary 1, (ii) at the time of the exercise of such right 2021 and immediately prior to the Expiration Date, provided no event Event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent as of the Premises at date of such written notice, to elect to extend the time such notice is given. Time is term of this Lease for an additional term of one (1) month (i.e. through March 31, 2021) (the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The “Extension Term shall be Term”) upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantcontained in this Lease, except that (x) including but not limited to the Fixed Base Rent (as defined in Article 1) shall be determined as provided specified in Section 2.2(b)4.1(b) and the net rent basis specified in Section 4.3. Provided, (y) Tenant shall have no further however, if after Tenant’s correct exercise of its right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, Tenant shall fully vacate the Leased Premises before March 31, 2021, and shall have (Ai) left the Leased Premises in a broom clean condition, (ii) made any and all repairs and restorations required under this Lease in connection with the surrender of the Lease Premises, (iii) left all fixtures and equipment owned by Landlord in the Leased Premises in the state and condition required by this Lease, and (iv) shall have given one day’s prior written notice to Landlord of Tenant’s desire to terminate the Extension Term early (collectively, the “Early Surrender Conditions”), then, Tenant shall be added entitled to and become part a per diem refund of the Base Rent actually prepaid by Tenant to Landlord for such Extension Term (but for each day prior to March 31, 2021 that the Early Surrender Conditions were met counting from the day after the Early Surrender Condition were met. Landlord’s determination of the date that the Early Surrender Conditions were met shall be presumptively correct unless in manifest error. Other than the per diem refund of Base Rent as provided above, Tenant shall not bebe entitled to a rebate or refund of any other rent or other payments Tenant is required to pay pursuant to this Lease during the Extension Period.
Appears in 1 contract
Sources: Industrial Facility Lease (FreightCar America, Inc.)
Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) written notice from Tenant shall have to Landlord at least nine (9) (but not more than fifteen (15)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term an uncured Event of Default by Tenant exists, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within ten (10) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and Tenant’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve mean the Premises for Tenant's use. Upon the commencement of Initial Term as it may be extended by the Extension Term, (A) . The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
Appears in 1 contract
Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate (hereinafter defined) and/or a Successor (hereinafter defined) is/are then occupying at least seventy-five percent (75%) of the Premises; and (ii) there is no Monetary Default (hereinafter defined) continuing beyond any applicable notice and cure period nor any Event of Default (1) as of the date of the Extension Notice (hereinafter defined), nor (2) at the commencement of the Extension Term (hereinafter defined), Tenant shall have the right option to extend the Initial Term for all of the Premises for one extension (1) additional term of 5 five (5) years (the "“Extension Term") which shall commence on the day following ”), commencing as of the expiration of the initial Term Initial Term. Tenant must exercise such option to extend, if at all, by giving Landlord written notice (the “Extension Notice”) no earlier than fifteen (15) months and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not no later than nine twelve (912) months prior to the Expiration Date, (ii) at the time expiration of the Initial Term, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of such right and immediately prior its option to extend the Expiration DateTerm by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice, no there is an event which, with the passage of Default shall have occurred and be continuing hereunder, and (iii) Tenant time and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the notice of Tenant's exercise applicable cure period set forth in Section 20.1 after receipt of the extension optionNullification Notice. The Upon the satisfaction of the Extension Conditions and the timely giving of the Extension Notice without a subsequent nullification by Landlord, the Term shall be deemed extended for the Extension Term upon all of the terms and conditions of this Lease, except that Base Rent during such Extension Term shall be upon all of calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the agreements, terms, covenants and conditions hereof binding upon Tenant, except that Premises (x) the Fixed Rent (as defined in Article 1) which shall be determined as provided in Section 2.2(btaken into consideration when determining FMV (hereinafter defined), (y) and Tenant shall have no further right to renew extend the Term and (z) Landlord Initial Term. If Tenant fails to give a timely Extension Notice, as aforesaid, Tenant shall have no obligation further right to provide extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self-executing, the parties shall promptly execute a lease amendment reflecting such Extension Term after Tenant validly exercises its option. The execution of such lease amendment shall not be deemed to waive any work of the conditions to Tenant’s exercise of its rights under this Section 1.2.
(b) The Base Rent during the Extension Term (the “Extension Term Base Rent”) shall be determined in accordance with the process described hereafter. Extension Term Base Rent shall be the greater of (i) the Base Rent for the last Rent Year of the Initial Term, increased by three percent (3%) on the first day of such Extension Term and annually thereafter, or contribution to improve (ii) the fair market rental value of the Premises for Tenant's use. Upon then demised to Tenant as of the commencement of the Extension Term as determined in accordance with the process described below, for renewals of office space in the ▇▇▇▇▇▇▇ Square area of equivalent quality, size, utility and location, with the length of the Extension Term, the credit standing of Tenant, and all other relevant factors to be taken into account, with market rate increases (Athe “FMV”). Within thirty (30) days after receipt of the Extension Notice, Landlord shall deliver to Tenant written notice of its determination of the Extension Term shall be added to and become part Base Rent. Tenant shall, within thirty (30) days after receipt of such notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Extension Term Base Rent (but shall not be“
Appears in 1 contract
Extension Term. (a) Provided that the Tenant has not been in uncured default and is not in default at the time it sends Tenant’s Notification, and has not assigned this Lease to any entity other than a Permitted Transferee, the Tenant shall have the right option to extend the Term for all of the Premises Lease for one extension term the additional period designated in C(ii) of 5 years (the "Extension Term") which shall commence Preamble, commencing on the day following the expiration of the initial Term or the first Extension Period, as the case may be (collectively, the “Extension Periods” and end on the fifth anniversary of the Expiration Date, unless the each an “Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwisePeriod”). The Extension Term shall commence only if (i) Tenant shall have notified notify the Landlord in writing of Tenant's its intention to exercise of such extension right not later than nine (9) months the Option to extend at least [REDACTED: TIME PERIOD] prior to the Expiration Dateexpiry date of the Term or of the first Extension Period, as the case may be (the “Tenant’s Notification”). The Extension Periods will run on the same terms and conditions as those set out in the Lease, with the exception of (i) the Minimum Rent payable during the Extension Periods, which will be the fair market price for comparable premises in a comparable building in the same area, taking into consideration all leasing inducements; such as (a) the Free Rent Period, (b) the Allowance; (ii) at the time of the exercise of such right and immediately prior this option to extend, under this Section 3.2, with respect to the Expiration Date, applicable Extension Period shall no event of Default shall have occurred and longer be continuing hereunder, applicable; and (iii) the Tenant and/or Related Entities shall be will accept the Leased Premises in occupancy of at least 80 percent of their “as-is” condition. If the Premises at parties cannot agree on the time such notice is given. Time is of the essence with respect Minimum Rent no later than [REDACTED: TIME PERIOD] prior to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the first or the second Extension TermPeriod as the case may be, (A) the Extension Term Lease shall be added to terminate and become part the Tenant shall vacate the Leased Premises at the end of the Term (but or of the first Extension Period, as the case may be. Notwithstanding the foregoing, there shall be no tacit renewal of the Lease. This Section 3.2 is personal to Theratechnologies Inc. and any Permitted Transferee and cannot beotherwise be transferred or assigned in any way.
Appears in 1 contract
Extension Term. Provided (ai) that the Lease shall be in full force and effect; (ii) that, except for a “Corporate Transfer” (as defined below), Tenant shall have not assigned the Lease or sublet more than thirty percent (30%) of the rentable area of the Demised Premises; and (iii) that Tenant is not in default under this Lease beyond the expiration of any applicable notice and cure period, then, and only in such event, Tenant shall have the right right, at Tenant’s sole option, to extend the Term for all term of the Premises Lease for one extension term (1) additional period of 5 five (5) years (the "“Extension Term") which ”). Such extension option shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) be exercisable by Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time giving written notice of the exercise of such right and immediately extension option to Landlord no later than three hundred sixty five (365) days prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent expiration of the Premises at Lease Term and not earlier than four hundred fifty five (455) days prior to the time such notice is given. Time is expiration of the essence Lease Term; provided, however, in the event Tenant fails to exercise such option to extend during the aforesaid time period, such extension option shall become null and void and all rights with respect to the giving of the notice of Tenant's exercise of the extension optionthereto shall automatically terminate and expire. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantas set forth herein with respect to the Lease Term, except that Base Annual Rent shall be adjusted for the Extension Term to the fair market rental for renewal leases in laboratory buildings in the North Rockville submarket after factoring in all prevailing fair market concessions, and the then existing build out of the Demised Premises. In the event that the parties do not, within sixty (x60) days after the Fixed date that Tenant exercises its extension option, agree upon the fair market rent for the Demised Premises and enter into an amendment of the Lease setting forth the Base Annual Rent (as defined in Article 1) payable during the Extension Term and prevailing fair market concessions, then the Base Annual Rent and prevailing fair market concessions shall be determined as provided in accordance with Section 2.2(b), (y3(f) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not bebelow.
Appears in 1 contract
Sources: Lease Agreement (Opgen Inc)
Extension Term. The Maturity Date may be extended by Borrower for two (2) additional 12-month terms (each an “Extension Term”, and collectively, the “Extension Terms”) upon the satisfaction of each and all of the following conditions precedent for each Extension Term:
(a) Tenant Borrower shall have the right give written notice to Lender of its desire to extend the Term for all term of the Premises for one extension term of 5 years Loan (the "“Extension Term"Notice”) which not earlier than one hundred twenty (120) days or later than thirty (30) days prior to the then-scheduled Maturity Date.
(b) The Property shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant have achieved a Debt Yield equal to any of the terms of this Lease or otherwise. The Extension Term shall commence only if greater than (i) Tenant eight and one-half percent (8.5%) with respect to the first Extension Term, and (ii) nine and one-half percent (9.5%) with respect to the second Extension Term.
(c) If the required Debt Yield has not been achieved as of the date of the applicable Extension Notice, Borrower may make a principal payment of the Loan in an amount sufficient to bring the Loan into compliance with the applicable Debt Yield requirement (the “Extension Shortfall Contribution”), which Extension Shortfall contribution shall have notified Landlord in writing of Tenant's exercise of such extension right be paid not later than nine (9) months prior the commencement date of the applicable Extension Term. Any prepayment of this Note resulting from any Extension Shortfall Contribution shall not be subject to the Expiration Date, Exit Fee or Premium.
(iid) at the time of the exercise of such right and immediately prior to the Expiration Date, no event No Event of Default shall have occurred and be continuing hereunderas of the date of the Extension Notice or the original Maturity Date (or in the case of the second Extension Term, the first extended Maturity Date).
(e) The representations and warranties set forth in this Loan Agreement, in the other Loan Documents, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent any document or certificate delivered to Lender under this Loan Agreement are true and correct as of the Premises at the time such notice is given. Time is of the essence date made (with respect to the giving representations as to a certain date) and both as of the notice of Tenant's exercise date the Extension Notice is given and the original Maturity Date (or in the case of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement of the second Extension Term, the first extended Maturity Date); provided, the foregoing condition shall not be deemed violated due to representations that cannot be truthfully remade due to changes in facts and circumstances not resulting from a failure of Borrower to comply with the Loan Documents or other default of Borrower hereunder.
(Af) By not later than the Extension Term shall be added to and become part commencement date of the Term applicable Extension Term, Borrower shall pay to Lender an extension fee in an amount equal to one-quarter percent (but shall not be0.25%) of the outstanding principal balance of the Loan on such date.
Appears in 1 contract
Sources: Construction Loan Agreement (BitNile Holdings, Inc.)
Extension Term. (a) Tenant Licensee shall have the right to extend obtain three (3) additional successive but independent extension terms of twenty (20) years each (each, an “Extension Term”). Unless waived by Licensor in its sole discretion, Licensee must meet the following conditions in order to obtain each Extension Term: (i) Licensee must provide Licensor with notice of its desire to obtain the applicable Extension Term not later than December 31, 2088 for all the first Extension Term, not later than December 31, 2108 for the second Extension Term, and not later than December 31, 2128 for the third Extension Term, which notice shall be non-revocable; (ii) Licensee shall not then be in a continuing event of default pursuant to the provisions of Section 17.2 of this Agreement at the time each notice set forth in subsection (i) above is given and when the applicable Extension Term is set to commence; and (iii) the aggregate Gross Sales Price for the sale of Licensed Shared Ownership Products and Shared Ownership Products at Affiliated Unbranded Shared Ownership Projects (each, the “Actual Aggregate GSP”) during the prior twenty (20) years immediately preceding the last day of the Premises for one extension term of 5 years (the "Initial Term or any Extension Term", as applicable (each, an “Extension Test Period”) which shall commence on must not be less than one billion dollars ($1,000,000,000) as adjusted by the day following CPI Index at the expiration of the initial Initial Term for the first Extension Term, at the expiration of the first Extension Term for the second Extension Term, and end at the expiration of the second Extension Term for the third Extension Term (each, a “Target Aggregate GSP”). Any applicable Target Aggregate GSP as set forth herein shall be replaced if applicable in this Section 4.2(a) by the Adjusted Target Aggregate GSP if any, determined as set forth in Section 4.2(c) below.
(b) In the event Licensee provides notice to obtain an applicable Extension Term but then fails to satisfy condition (iii) of Section 4.2(a) above (and the other conditions have been either met or waived) Licensee shall be required to pay an Extension Fee (as defined below). Licensor shall calculate the amount of any shortfall for an Extension Test Period utilizing the formula set forth in Section 2.3(b) of this Agreement. The sum of the Initial Sale Shortfall Amount and the Re-Sales Shortfall Amount for the prior twenty (20) calendar year period immediately preceding the last day of any Extension Test Period shall be collectively referred to for any Extension Term as the “Extension Fee.” Extension Fees, if any, shall be paid in six (6) equal installments, with the first installment due within ten (10) Business Days after the calculations to determine the Extension Fee for the applicable Extension Test Period are finalized, and the remaining five (5) installments paid on the fifth anniversary next five (5) anniversaries of the Expiration Datepayment of the first installment for the applicable period. Licensee may prepay any Extension Fee without penalty. If Licensee fails to pay any installment when the same becomes due and payable, unless then Licensor may issue a notice to Licensee with respect to such failure. Licensee shall have thirty (30) days following Licensee’s receipt of such notice to cure the failure to pay. If Licensee fails to cure any payment failure within such thirty (30) day period, then the entire outstanding amount of the Extension Fee shall become due and payable. Without limiting any other remedies that may be available to Licensor under this Agreement or otherwise, in the event of an uncured default by Licensee of its payment of an installment of an Extension Fee, Licensor may declare that the Term shall sooner immediately terminate pursuant to at any time after the expiration of the terms applicable cure period by delivering notice to Licensee.
(c) The Target Aggregate GSP shall be reduced for any Extension Test Period, as applicable, by an amount determined at the time of this Lease or otherwise. The Extension Term shall commence only if calculation which is equal to the following fraction,
(i) Tenant shall the numerator of which is the total number of Shared Ownership Units in Shared Ownership Projects which were rejected by Licensor pursuant to Section 5.2(b)(ii) or Section 5.2(b)(iii) of this Agreement and subsequently developed by Licensee as Unbranded Shared Ownership Projects during the applicable Extension Test Period (but not on account of a rejection based on the location for such proposed new shared ownership project being within a Disclosed Territorial Restriction); provided, however, all such rejections must have notified Landlord in writing of Tenant's exercise been made after the complete New Project Application of such extension right proposed new shared ownership project has been submitted in good faith and the related New Project Application Fee has been paid in full; and
(ii) the denominator of which is the sum of (I) 109, plus (II) the total number of Shared Ownership Units in all approved New Projects as of the date of determination. The resulting fraction shall be multiplied by the then Target Aggregate GSP and the product thereof shall be subtracted from such Target Aggregate GSP to determine an adjusted Target Aggregate GSP (“Adjusted Target Aggregate GSP”).
(d) Commencing on the earliest of the following occurrences: (i) Licensee does not later than nine (9) months prior timely deliver notice of its desire to the Expiration Dateobtain an applicable Extension Term, (ii) at the time Licensee delivers notice of the exercise of such right and immediately prior its desire to the Expiration Datenot obtain an applicable Extension Term, no event of Default shall have occurred and be continuing hereunder, and or (iii) Tenant and/or Related Entities Licensee does not pay any installment of the applicable Extension Fee within the applicable cure period; then, notwithstanding anything in this Agreement to the contrary, commencing on the date of such occurrence and continuing until the expiration of the Term, Licensor and its Affiliates shall be in occupancy of at least 80 percent permitted to conduct any aspect of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon Licensed Shared Ownership Business and use any and all of the agreementsLicensor Intellectual Property, termsthe Branded Elements and the System in connection therewith. Notwithstanding the foregoing, covenants Licensor and conditions hereof binding upon Tenant, except that its Affiliates shall be prohibited from selling Licensed Shared Ownership Products or generating any revenue directly related to the sale of Licensed Shared Ownership Products until the earlier of (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), expiration of the Term or (y) Tenant shall have no further right to renew the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement expiration of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not beExclusivity Period.
Appears in 1 contract
Sources: Master License Agreement (Interval Leisure Group, Inc.)
Extension Term. (a) Tenant a. Provided Lessee is not in default under this Lease at the time of the exercise of the within applicable option, Lessee shall have the right to extend the Term for all term of the Premises this Lease for one (1) extension term of 5 years period (herein referred to as the "Extension Term"), which Extension Term shall be for a period of five (5) which years and shall commence on the day following the expiration date of the initial Term and end on term provided the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms initial term of this Lease or otherwiseshall not have been theretofore terminated). The Extension Term within described option shall commence be exercisable only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not the following manner: Lessee shall, no later than nine one (91) months year prior to the Expiration Dateexpiration date of the initial term of this Lease, (ii) at give to Lessor written notice of Lessee's election to extend this Lease on the time terms, covenants, conditions and agreements as hereinafter provided in Section 51b. In the event of the failure of Lessee to give notice in accordance herewith, Lessee's right to extend shall be conclusively deemed to have been waived and the term shall not be extended beyond the then established expiration date provided for under this Lease. At the request of either party following the exercise of such right the option to extend, both parties agree to execute a confirmatory instrument confirming the extension and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of newly extended expiration date. Following the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension optionoption to extend for the Extension Term, there shall be no further right on the part of Lessee to further extend this Lease. The parties agree that the limitations upon the exercise by Lessee of the option to extend shall be deemed of the essence.
b. The Extension Term shall be upon all of on the agreements, same terms, covenants and conditions hereof binding upon Tenant, as the term of this Lease except that (x) the Fixed Rent (as defined in Article 1) there shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew this Lease beyond the Extension Term, and the base rent payable for the first lease year of the Extension Term shall be the fair market base rent for the first lease year of the Extension Term (but in no event shall the base rent ever be less than the base rent payable for the last lease year of the initial term), and (z) Landlord shall have no obligation to provide any work or contribution to improve commencing with the Premises for Tenant's use. Upon first day of the commencement second lease year of the Extension Term, and continuing on the first day of each lease year thereafter, base rent shall be increased by three (A3%) percent of base rent payable for the preceding twelve (12) month period.
c. The base rent paid or payable by Lessee for the first lease year of the Extension Term shall be added to and become part determined as of the first day of the Extension Term (which date is hereinafter referred to as a "Rental Recomputation Date"). In this regard, no earlier than one hundred eighty (180) days and no later than ninety (90) days prior to the Rental Recomputation Date, which ninety (90) day period is hereinafter referred to as the "Exchange Period", Lessor and Lessee will each submit to the other a statement of their respective determinations of the fair market base rent for the demised premises for the first lease year of the Extension Term (which period is hereinafter referred to as the "Recomputation Period"), which statements shall show how their respective determinations were derived.
d. In the event that after the exchange of the statements as above provided, the parties cannot agree on the fair market base rent for the first lease year of the Recomputation Period, then the parties shall (within fifteen (15) days after the last of the statements were exchanged, but in no event more than fifteen (15) days subsequent to the Exchange Period) meet and attempt to agree on the fair market base rent for the first lease year of the Recomputation Period. If the parties hereto cannot (within ten (10) days of their first meeting, but in no event later than thirty (30) days subsequent to the Exchange Period) agree on the fair market base rent for the first lease year of the Recomputation Period, they shall attempt to agree on a referee to determine the matter. The referee must be a member of the Appraisal Institute with at least ten (10) years of commercial appraisal experience in Fairfax County, Virginia. If the parties hereto cannot agree on the appointment of a referee within forty-five (45) days subsequent to the Exchange Period, either party may request that the commercial real estate panel (or equivalent) of the American Arbitration Association in the County of Fairfax (the "AAA") appoint a referee meeting the foregoing requirements who has not represented, or provided any services to, and is not then representing or providing any services to, either Lessor or Lessee or any party related to either of them. If the AAA shall refuse to appoint such referee or if the AAA shall then no longer be in existence, either party hereto on behalf of both, may apply to the appropriate court of competent jurisdiction in the County of Fairfax for the appointment of such referee, and the other party shall not beraise any question as to the Court's full power and jurisdiction to entertain the application and make such appointment. The referee shall review each of the statements of valuation (and how each valuation was arrived at by Lessor and Lessee) and meet with representatives of Lessor and Lessee with respect to each of such valuations. The referee shall attempt to get the parties to agree on a valuation of fair market base rent for the first lease year of the Recomputation Period, but if such parties do not (within thirty (30) days of the referee's appointment) reach agreement as to such value, the referee may, subject to the terms and conditions contained in this paragraph 15d and on his own, determine the fair market base rent for the first lease year of the Recomputation Period, which determination shall be binding on each of the parties hereto. The referee's sole discretion in determining the matter shall be limited to selecting one of the fair market base rent valuations, originally submitted by the parties hereto during the Exchange Period. In other words, the referee cannot submit an independent valuation of his own, but must determine the matter solely on which fair market base rent valuation for the first lease year of the Recomputation Period submitted by each of the parties hereto during the Exchange Period more closely conforms with his valuation of fair market base rent for the first lease year of the Recomputation Period.
Appears in 1 contract
Extension Term. Provided that the following conditions, which may be waived by Sublandlord in its sole discretion, are satisfied (ai) Tenant Subtenant has not assigned its interest in this Sublease nor sublet any of the Subleased Space to anyone other than an Affiliated Entity and/or a Successor; and (ii) no uncured Event of Default exists (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined), and subject to Sublandlord’s consent to such extension as set forth in this Section 21, Subtenant shall have the right option to extend the Term of this Sublease for all of the Premises for one extension a single additional term of 5 years either six (6) months or one (1) year (such elected term length, the "“Extension Term") which shall commence on the day following ”), commencing as of the expiration of the initial Term and end Term. Subtenant must exercise such option to extend (including its election to extend for either six (6) months or one (1) year), if at all, by giving Sublandlord written notice (the “Extension Notice”) on or before the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if date that is six (i6) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right months but not later more than nine twelve (912) months prior to the Expiration Dateexpiration of the then current Term of this Sublease, time being of the essence. Sublandlord shall have ten (10) days from receipt of Subtenant’s Extension Notice with which to either (i) confirm Subtenant’s extension for the Extension Term for either six (6) months or one (1) year, or (ii) at in the time of event Subtenant elects to extend for one (1) year, to deny Subtenant’s extension for the exercise of such right and immediately prior to additional six (6) months (which denial may be provided in Sublandlord’s sole discretion), in which event the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be automatically reduced to six (6) months. Upon the timely giving of such notice by Sublandlord, the Term shall be deemed so extended, for one (1) year or six (6) months, as so specified by Sublandlord, upon all of the agreements, terms, covenants same terms and conditions hereof binding upon Tenantof this Sublease, except that (x) the Fixed Rent (as defined in Article 1) other than Base Rent, which shall be determined 103% of the Base Rent in existence as provided in Section 2.2(b)of the initial Termination Date. If Subtenant fails to give timely notice, (y) Tenant as aforesaid, Subtenant shall have no further right to renew extend the Term and (z) Landlord shall have no obligation Term. If Sublandlord fails to provide any work or contribution give timely notice in response to improve the Premises for Tenant's use. Upon the commencement of the Extension TermNotice, as aforesaid, this Sublease shall be so extended for the either six (A6) month or one (1) year period as set forth in Subtenant’s Extension Notice. Notwithstanding the Extension fact that Subtenant’s proper and timely exercise of such option to extend the Term shall be added self-executing, the parties shall promptly execute a sublease amendment reflecting such Extension Term after Subtenant exercises such option and to and become part the extent Sublandlord provides its consent. The execution of such sublease amendment shall not be deemed to waive any of the Term (but shall not beconditions to Subtenant’s exercise of its rights under this Section 21.
Appears in 1 contract
Extension Term. (a) 1.21.1 Provided that Tenant shall not have assigned this Lease other than pursuant to a Permitted Transfer and shall not have entered into a Disqualifying Sublease, Tenant shall the right option to extend renew the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise(a “Renewal Option”) for two (2) consecutive periods of five (5) years each (the first such period, the “First Renewal Term”, the second such period, the “Second Renewal Term”; each of the First Renewal Term and Second Renewal Term are sometimes referred to herein as a “Renewal Term”). The Extension Term Renewal Option shall commence only if be exercised by Tenant by written notice (ia “Renewal Notice”) Tenant shall have notified given to Landlord in writing of Tenant's exercise of such extension right not later less than nine fifteen (915) months prior to the Lease Expiration Date of the Term (or the First Renewal Term Expiration Date, (ii) at as applicable). If there exists a monetary or material non-monetary Event of Default by Tenant hereunder on the time date of the exercise giving of such right and immediately prior a Renewal Notice, then, at Landlord’s election (which shall be exercised within ten (10) Business Days after receipt of the Renewal Notice, or shall be deemed waived), the Renewal Notice shall be ineffective as to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is givensubject Renewal Term. Time is of the essence with respect to the giving of the notice notices referenced in this Section 1.21.1.
1.21.2 The Renewal Notice shall set forth whether Tenant is exercising the First Renewal Option or both the First Renewal Option and Second Renewal Option. If Tenant does not so specify, the Renewal Notice shall be deemed to apply only to the First Renewal Option. Upon the giving of a Renewal Notice, but subject to Tenant's exercise ’s right to rescind as set forth in the Section 1.21.3 below, this Lease shall thereupon be deemed renewed for the applicable Renewal Term with the same force and effect as if such Renewal Term had originally been included in the Term of this Lease, subject, however, to the provisions set forth herein. The First Renewal Term shall commence (the “First Renewal Term Commencement Date”) on the day after the Lease Expiration Date and shall terminate on the fifth (5th) anniversary of the extension optionLease Expiration Date (the “First Renewal Term Expiration Date”). The Extension Second Renewal Term shall be upon all commence (the “Second Renewal Term Commencement Date”) on the day after the First Renewal Term Expiration Date and shall terminate on the fifth (5th) anniversary of the agreements, First Renewal Term Expiration Date (the “Second Renewal Term Expiration Date”).
1.21.3 All of the terms, covenants and conditions hereof binding upon Tenantof this Lease shall continue in full force and effect during each Renewal Term, except that (xi) the Fixed Rent (as defined in Article 1) for such Renewal Term shall be determined as provided in Section 2.2(b)an amount equal to FMV, and (yii) following Tenant’s exercise of the Second Renewal Term, Tenant shall have no further right to renew the Term of this Lease. Any termination, cancellation or surrender of the entire interest of Tenant under this Lease at any time during the Term hereof shall terminate any right of renewal of Tenant hereunder. It is hereby agreed that if Landlord and Tenant fail to agree on the FMV of the Premises within thirty (z30) Landlord days after Landlord’s receipt of Tenant’s Renewal Notice (time being of the essence), Tenant shall have the right to rescind its Renewal Notice by delivering a Rescission Notice within five (5) Business Days following the expiration of the aforesaid thirty (30) day period (time being of the essence). If Tenant does not timely deliver a Rescission Notice pursuant to the immediately preceding sentence, Tenant shall have no obligation further right to provide any work or contribution to improve rescind the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term Renewal Notice and Tenant shall be added deemed to and become part have initiated the proceedings for the determination of the Term (but shall not beFMV as set forth in Exhibit I of this Lease.
Appears in 1 contract
Sources: Deed of Lease (Appian Corp)
Extension Term. (a) Tenant shall have the right to extend the Term for all of the Premises for one (1) extension term of 5 five (5) years (the "“Extension Term"”) which shall commence commencing on the day following after the expiration of the initial Term (the “Extension Term Commencement Date”) and end ending at 11:59 p.m. on the last day of the month in which the fifth (5th) yearly anniversary of the Expiration DateExtension Term Commencement Date occurs, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if Tenant notifies Landlord (ithe “Extension Notice”) Tenant shall have notified Landlord in writing of Tenant's ’s exercise of such extension right not earlier than eighteen (18) months and not later than nine fourteen (914) months prior to the Expiration Date, (ii) at the time expiration of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension optioninitial Term. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantof this Lease, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b)28.3, (y) the Base Year will be revised to be the calendar year in which the Extension Term shall commence as provided below; and (z) Tenant shall have no further right to renew extend the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve beyond the Premises for Tenant's useExtension Term. Upon the commencement of the Extension Term, (A) any reference to the “Term,” the “term of this Lease” or any similar expression shall be deemed to include the Extension Term and the expiration of the Extension Term shall be added to and become part the Expiration Date. Any termination, cancellation or surrender of the entire interest of Tenant under this Lease at any time during the Term (but shall not beterminate any right of extension of Tenant hereunder.
Appears in 1 contract
Sources: Deed of Lease (FBR & Co.)
Extension Term. (a) Tenant Borrower shall have one (1) option (the “Extension Option”), to extend the scheduled Maturity Date of the Loan for twelve (12) months (the period of each such extension, an “Extension Term”), provided that (i) Borrower shall deliver to Lender written notice (the “Extension Notice”) of its election of such Extension Term at least thirty (30) days and not more than ninety (90) days prior to the Initial Maturity Date; provided, however, if Lender has not received the Extension Notice before the date that is thirty (30) days prior to the Initial Maturity Date (and assuming all other conditions of the Extension Option are then, or will be in the ordinary course of business, satisfied), Lender shall deliver written notice to Borrower and Borrower shall have an additional ten (10) days after Borrower’s receipt of Lender’s notice in which to exercise its right to exercise the Extension Term (it being the intent of Lender and Borrower that Borrower’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which Initial Maturity Date shall commence on the day following not be waived until the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if ten (i10) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, day period following Lender’s notice; (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and on the Initial Maturity Date; (iii) Tenant and/or Related Entities no Master Lease Default shall then exist or would result due to such extension; (iv) Lease Guarantor shall be in occupancy of compliance with the Lease Guarantor Performance Threshold at least 80 percent of the Premises at the such time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term and no other Blocked Condition shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that then exist; (xv) the Fixed Rent no Cash Trap Event (as defined in Article 1the Cash Management Agreement) shall be determined as provided continuing on the Initial Maturity Date; (vii) Borrower shall have executed and delivered to Lender all agreements, instruments, certificates and documents reasonably required by Lender in Section 2.2(b)connection with the Extension Option, (yviii) Tenant the Outstanding Loan Balance as of the Initial Maturity Date shall not exceed $110,000,000.00 and (ix) Borrower shall have no further right paid to renew Lender in cash the Term Extension Fee and (z) Landlord shall have all Fees and Expenses incurred by Lender in connection with the Extension Option. If Borrower fails to exercise any option to extend in accordance with the provisions of this Agreement, the Extension Option will automatically cease and terminate. Except as expressly set forth in this Section 2.5, Lender has no obligation to provide any work or contribution extend, and Borrower has no right to improve an extension of, the Premises for Tenant's use. Upon the commencement of the Extension Term, (A) the Extension Term shall be added to and become part of the Term (but shall not beLoan.
Appears in 1 contract
Extension Term. (a) Tenant shall have the right right, at its option, to extend the Term for all of this Lease with respect to all, and only all, of the Premises for one extension term two (2) additional terms of 5 five (5) years each, (the "each, an “Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise”). The Extension Term shall commence only if on the day after the expiration of the Primary Term or the first Extension Term, as the case may be, and shall expire on the day prior to the fifth (i5th) Tenant shall have notified Landlord in writing of Tenant's exercise anniversary of such extension right commencement date. Each option to extend the Term of this Lease as described above shall be exercisable by Tenant giving notice to Landlord (the “Extension Notice”) not later less than nine twelve (912) months prior to the applicable Expiration Date. TIME SHALL BE OF THE ESSENCE with respect to the date of exercising the option, (ii) at any principle of law to the time contrary notwithstanding. Except for the Fixed Rent and the obligation of Landlord to perform Landlord’s Work and to give a Tenant Improvement Allowance, the terms and conditions of this Lease shall apply to each Extension Term with the same force and effect as if the Extension Term had originally been included in the Primary Term of this Lease. All Rent shall commence on the first day of the exercise applicable Extension Term. The right of such right and immediately prior Tenant to each Extension Term shall be conditioned upon the Expiration Date, following: (i) no event Event of Default shall have occurred and remain uncured (A) as of the date on which the Extension Notice has been delivered, and (B) on the applicable Expiration Date; (ii) this Lease shall be continuing hereunder, in full force and effect as of the applicable Expiration Date; and (iii) the named Tenant and/or Related Entities shall not have assigned this Lease, or, at any time during the Primary Term or the first Extension Term, if applicable, subleased in the aggregate more than 50% of the Premises, except for subleases or assignments to Affiliates or Successors.
(b) During each Extension Term, the Fixed Rent for the first Lease Year shall be in occupancy the greater of at least 80 percent (i) 95% of the fair rental value of the Premises at the time such notice is given. Time is as of the essence with respect date that is six (6) months prior to the giving commencement of such Extension Term; and (ii) the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that Fixed Rent payable hereunder during (x) the Fixed Rent last Lease Year of the Primary Term, in the case of the first Extension Term, or (y) the last Lease Year of the first Extension Term, in the case of the second Extension Term (the “Fair Rental Value”), taking into account all relevant factors including, without limitation, all current marketplace concessions and current renewal rents for comparable space in Comparable Buildings, the Annual Increase (as defined in Article 1below) and the lack of tenant improvement allowances and brokerage commissions. The Fixed Rent shall be determined as provided in Section 2.2(bincrease for each subsequent Lease Year of the applicable Extension Term by one and one half percent (1.5%) (the “Annual Increase”), (y) Tenant shall . In the event that the parties have no further right to renew not agreed upon the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve Fair Rental Value of the Premises for Tenant's use. Upon prior to the date that is six (6) months before the commencement of the applicable Extension Term, the Fair Rental Value shall be determined by arbitration in Stamford, Connecticut before a single Appraiser as follows:
(Ai) Either of Landlord or Tenant shall initiate the arbitration process by giving notice to that effect to the other on or after the date that is six (6) months before the commencement of the applicable Extension Term, which notice shall include the name and address of the Appraiser proposed by the party giving such notice. Within ten (10) days after the giving of such notice, the party to whom such notice was given shall give notice to the other party either accepting the proposed Appraiser or disputing the proposed Appraiser and requesting the American Arbitration Association (or any successor organization) (the “AAA”) to appoint an impartial Appraiser on the parties’ behalf, and both parties shall be bound by any such appointment. If the AAA fails to so appoint an impartial Appraiser, then either Landlord or Tenant may apply to any court having jurisdiction to make such appointment. The Appraiser shall subscribe and swear to an oath to determine, fairly and impartially, such dispute.
(ii) Within seven (7) Business Days after the appointment of the Appraiser, each of Landlord and Tenant shall submit to the Appraiser, with a copy to the other party, its final determination of the Fair Rental Value (each, a “Final Determination”), together with all supporting materials that it desires to have considered by the Appraiser in rendering its determination. If either party shall fail to timely to submit a Final Determination, then the Final Determination of the other party shall be deemed to be the Fair Rental Value. Within seven (7) Business Days after the date that both parties have submitted their respective Final Determination, each of Landlord and Tenant shall thereafter have the right, but not the obligation, to submit rebuttal documentation addressed to the Final Determination of the other party
(iii) There shall be no discovery in the arbitration.
(iv) The Appraiser shall make a determination of Fair Rental Value by selecting either the amount set forth in Landlord’s Final Determination or the amount set forth in Tenant’s Final Determination, whichever the Appraiser determines is closer to the Fair Rental Value of the Premises. The Appraiser may not select any other amount as the Fair Rental Value. The fees and expenses of any arbitration pursuant to this subsection 3.2(b) shall be borne by the Landlord and Tenant equally, but each of Landlord and Tenant shall bear the expense of its own arbitrator, attorneys and experts and the additional expenses of presenting its own proof. The Appraiser shall not have the power to add to, modify or change any of the provisions of this Lease. After a determination has been made of the Fair Rental Value, each of Landlord and Tenant shall execute and deliver an instrument setting forth the Fair Rental Value, but the failure to so execute and deliver any such instrument shall not affect the determination of the Fair Rental Value.
(c) The determination of the Appraiser shall be binding upon each of Landlord and Tenant and may be entered in any court of competent jurisdiction.
(d) If the determination of the Fair Rental Value shall not be made on or before the first day of the applicable Extension Term, then, pending such determination, Tenant shall pay, as Fixed Rent for the Extension Term Term, the average of Landlord’s Final Determination and Tenant’s Final Determination. Within thirty (30) days after the determination of the Fair Rental Value, an adjustment required to correct the amounts previously paid on account thereof shall be added to and become part of made by the Term (but shall not beappropriate party.
Appears in 1 contract
Sources: Lease (KAYAK SOFTWARE Corp)
Extension Term. 39.01. (a) Subject to the provisions of Section 39.04 hereof, Named Tenant (or any Tenant’s Affiliates of the Named Tenant) shall (X) have the right (herein called the “First Extension Option”) to extend the term of this Lease with respect to the entire Premises for an additional term of five (5) years commencing on the day (herein called the “Commencement Date of the First Extension Term”) immediately following the Expiration Date of the initial term of this Lease and ending on the day (herein called the “Expiration Date of the First Extension Term”) immediately preceding the five (5) year anniversary of the Commencement Date of the First Extension Term (such additional term is herein called the “First Extension Term”), and (Y) provided Tenant has timely and property exercised the First Extension Option and at such time Tenant gives an Extension Notice for the Second Extension Term this Lease is still in full force and effect, have the right (herein called the “Second Extension Option”, and together with the First Extension Option herein called the “Applicable Extension Option”) to extend the term of this Lease with respect to (1) the entire Premises (or (2) a portion of the Premises consisting of contiguous full floors (i.e., all of the rentable area on a floor of the Building) of the Premises, commencing with the highest or lowest such contiguous floors, provided same shall consist of at least two (2) such contiguous full floors (and if Tenant fails to identify in the Extension Notice if Tenant is electing to renew for less than all of the entire Premises pursuant to this clause (2), then Tenant shall have elected to renew this Lease for the right to extend the Term entire Premises), in either case for all of the Premises for one extension an additional term of 5 five (5) years (the "Extension Term") which shall commence commencing on the day (herein called the “Commencement Date of the Second Extension Term”) immediately following the expiration Expiration Date of the initial First Extension Term and end ending on the fifth day (herein called the “Expiration Date of the Second Extension Term”) immediately preceding the five (5) year anniversary of the Expiration Date, unless Commencement Date of the Second Extension Term shall sooner terminate pursuant to any of (such additional term is herein called the terms of this Lease or otherwise. The “Second Extension Term”; and together with the First Extension Term shall commence only if herein called the “Applicable Extension Term”), provided that, in both cases:
(i) Tenant shall have notified give Landlord in writing notice (herein called the “Extension Notice”) of Tenant's exercise its election to extend the term of such extension right not this Lease by no later than nine the date that is five hundred forty (9540) months days prior to the Expiration DateDate of the initial term of this Lease or the Expiration Date of the First Extension Term, as applicable;
(ii) at Tenant shall not be in default under this Lease beyond the expiration of any applicable cure or grace period either as of the time of the exercise giving of the Extension Notice or the Commencement Date of the First Extension Term or Commencement Date of the Second Extension Term, as applicable (provided, however, that the foregoing requirement may be waived by Landlord, in its sole discretion, at any time); and
(iii) The Named Tenant (together with any Tenant’s Affiliates of the Named Tenant) shall, as of the time of the giving of the applicable Extension Notice and the Commencement Date of the First Extension Term or the Commencement Date of the Second Extension Term, as applicable, be in actual occupancy of not less than sixty-six (66%) percent of the rentable square foot area of the Premises, provided that such right and immediately occupancy requirement may be waived by Landlord in its sole discretion.
(i) The Fixed Rent payable by Tenant to Landlord during the Applicable Extension Term shall be an amount equal to 100% of the fair market rent for the renewed Premises that a willing third-party would be willing to pay for the renewed Premises on a renewal basis, subject to the provisions of Section 39.02 hereof. The fair market rent for the renewed Premises shall be determined as of the date that is ninety (90) days prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent Commencement Date of the Premises at the time such notice is given. Time is First Extension Term or Commencement Date of the essence Second Extension Term, as applicable. For the purposes of determining the fair market rent for the Applicable Extension Term pursuant to this Article 39, the determination shall take into account all then relevant factors.
(ii) With respect to clause (i) above, if and to the extent that any transaction used as a reference (or “comparable”) by the persons determining the fair market rent for the renewed Premises provides for any payments, costs and concessions by the landlord thereunder that Landlord will not incur with respect to the giving renewed Premises (including by way of example (but only to the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreementsextent applicable), termsbrokerage commissions, covenants takeover costs, construction costs, tenant construction allowances and conditions hereof binding upon Tenantrent abatements), except that (x) such persons shall, in determining such fair market rent, adjust the Fixed Rent (as defined for the renewed Premises downward to reflect that in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew connection with the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement extension of the Extension Termterm hereof for the renewed Premises the Landlord will incur no such payments, costs or concessions. Similarly, if and to the extent that any transaction used as a reference (Aor “comparable”) by the Extension Term shall persons determining the fair market rent for the renewed Premises provides for any payments, rents, charges or other revenues to be added paid to or received by the landlord thereunder that are not payable to or receivable by Landlord under this Lease (including by way of example, markups on electricity or overtime or supplemental services and become part any charges in connection with the performance of alterations and/or the review of plans and specifications therefor that are not chargeable by Landlord pursuant to the terms of this Lease) such persons shall, in determining such fair market rent, adjust the Fixed Rent for the renewed Premises to reflect that in connection with the extension of the Term (but shall term hereof for the renewed Premises the Landlord will not bereceive such payments, rents, charges or other revenues.
Appears in 1 contract
Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least twelve (a12) (but not more than fifteen (15)) months before the end of the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning of the Extension Term (i) a default by Tenant exists, (ii) Tenant shall have is not occupying seventy-five percent (75%) or more of the Premises, or (iii) Tenant has not subleased more than twenty-five percent (25%) of the Premises, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term for all of the Premises for one extension term of 5 years (the "Extension Term") which shall commence on the day following the expiration of the initial Term and end on the fifth anniversary of the Expiration Date, unless the Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Date, (ii) at the time of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred irrevocably lapse and be continuing hereundervoid and of no further force and effect, and (iii) Tenant and/or Related Entities shall be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence with respect to the giving of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term. If ▇▇▇▇▇▇ fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such right, and ▇▇▇▇▇▇’s failure to so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term and (z) Landlord shall have no obligation to provide any work or contribution to improve mean the Premises for Tenant's use. Upon the commencement of Initial Term as it may be extended by the Extension Term, (A) . The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
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Sources: Lease Agreement (Curis Inc)
Extension Term. (a) Provided the Lease shall be in full force and effect and no Event of Default shall then be continuing, Tenant shall have the right to extend the Lease Term for all one (1) period of the Premises for one extension term of 5 three (3) years (the "Extension Renewal Term") which ). The Renewal Term shall commence on the day following after the expiration of the initial Term Expiration Date and end shall expire on the fifth day prior to the three (3) year anniversary of the Expiration Datesuch commencement, unless the Extension Renewal Term shall sooner terminate end pursuant to any of the terms terms, covenants or conditions of this Lease or otherwisepursuant to any applicable laws, rules or regulations. The Extension Term shall commence only if (i) If Tenant desires to exercise such renewal option, Tenant shall have notified give Landlord in writing of Tenant's exercise written notice of such extension right not election no earlier than twelve (12) and no later than nine six (96) months prior to the scheduled Expiration Date, (ii) and upon the giving of such notice the Lease and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the Renewal Term had originally been included in the Lease Term and the expiration date of the Lease Term shall thereupon be deemed to be the last day of the Renewal Term. The Premises will be accepted ‘as-is’ by Tenant at the time commencement of the exercise of such right and immediately prior to the Expiration Date, no event of Default shall have occurred and be continuing hereunderRenewal Term, and (iii) Tenant and/or Related Entities Landlord shall not be in occupancy of at least 80 percent of the Premises at the time such notice is given. Time is of the essence obligated to perform any work or provide any allowance, credit or payment with respect to any Tenant work with respect thereto or to provide any rent abatement in connection with the giving Renewal Term. All of the notice of Tenant's exercise of the extension option. The Extension Term shall be upon all of the agreements, terms, covenants and conditions hereof binding upon Tenantof this Lease shall continue in full force and effect during the Renewal Term (with Base Rent continuing to escalate by $0.50 per rentable square foot per annum during the Renewal Term), except that Base Rent for the first year of the Renewal Term shall be equal to the then annual market rental rate per square foot for comparable premises in the Austin, Texas market multiplied by the square footage of the Premises (x) provided that in no event shall Base Rent payable for the Fixed first year of the Renewal Term be less than the Base Rent (as defined in Article 1) payable for the last year of the initial Term, escalated by $0.50 per rentable square foot). Such annual market rental rate shall be determined as provided follows. Within twenty (20) days after Tenant’s exercise of its option to extend, Landlord will propose to Tenant the market rental rate. Within twenty (20) days thereafter, Tenant will either accept such determination (with no response on Tenant’s part during such period being deemed acceptance) or, if Tenant disagrees with such determination, Tenant will provide in Section 2.2(b)writing to Landlord Tenant’s determination of the market rental rate. If, within twenty (y20) days thereafter, the parties are not able to agree on the market rental rate, within twenty (20) days after such failure to agree, Landlord and Tenant shall together appoint a MAI appraiser having at least five (5) years' experience in industrial and warehouse leasing in the vicinity of Austin, Texas. If Landlord and Tenant are not able to agree upon the designation of the appraiser, then the appraiser will be appointed by the American Arbitration Association (or its successor) from its qualified panel of arbitrators, which appraiser shall, to the extent practicable, have no further right the qualifications set forth above. Within thirty (30) days after his or her appointment, the appraiser will determine the fair market rental value of the Premises applicable to renew the Renewal Term and (z) Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon the commencement choose whichever of the Extension Termfair market rental values set forth in Landlord's initial proposal or Tenant’s response is closer to such determination, (A) which shall, for all purposes hereunder, be deemed the Extension Term fair market rental rate. The determination of the appraiser shall be added to binding, final and become part conclusive on the parties. The fees and expenses of the Term (but shall not beappraiser and the costs incurred in connection with the appointment of the appraiser will be shared equally by Landlord and Tenant.
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Extension Term. (a) Tenant shall have the right to extend the The Term for of this Lease of all of the Premises may be extended for three (3) additional one extension term (1) year periods (any of 5 years such one (the "1) year period, an “Extension Term";” together, the “Extension Terms”) which shall commence by unconditional written notice from Tenant to Landlord at least twelve (12) (but not more than fifteen (15)) months before the end of the Initial Term, or the respective Extension Term, as applicable, time being of the essence. If Tenant does not timely exercise this option, or if on the day following date of such notice or at the expiration beginning of the initial Term and end on the fifth anniversary of the Expiration Date, unless the applicable Extension Term shall sooner terminate pursuant to any of the terms of this Lease or otherwise. The Extension Term shall commence only if (i) Tenant shall have notified Landlord in writing of Tenant's exercise of such extension right not later than nine (9) months prior to the Expiration Datea monetary default exists, (ii) at the time of the exercise of such right a non-monetary default beyond any applicable notice and immediately prior to the Expiration Datecure periods exists, no event of Default shall have occurred and be continuing hereunder, and or (iii) Tenant and/or Related Entities shall be has sublet in occupancy excess of at least 80 percent 25% of the Premises at the time such notice is given. Time is of the essence with respect Premises, Tenant’s right to the giving of the notice of Tenant's exercise of the extension option. The Extension Term extend shall be upon all of the agreementsirrevocably lapse, terms, covenants and conditions hereof binding upon Tenant, except that (x) the Fixed Rent (as defined in Article 1) shall be determined as provided in Section 2.2(b), (y) Tenant shall have no further right to renew extend, and this Lease shall expire at the end of the Initial Term or applicable Extension Term. In the event that Tenant exercises its right to extend the Term and (z) pursuant to this Section 3.03, Tenant shall deposit with Landlord shall have no obligation to provide any work or contribution to improve the Premises for Tenant's use. Upon upon the commencement of the applicable Extension TermTerm an amount sufficient to provide Landlord, together with amounts then being held by Landlord as the Security Deposit, with a Security Deposit equal to four (A4) months of the then-applicable Base Rent and four (4) months of the then-applicable estimate of Tenant’s Pro Rata Share of Total Operating Costs, which aggregate amount shall continue to be held as a Security Deposit pursuant to Article 15 of this Lease. All references to the Term shall mean the Initial Term as it may be extended by the applicable Extension Terms. The Extension Terms shall be on all the same terms and conditions except that the Base Rent for the respective Extension Term shall be added to and become part of the Term (but shall not beas set forth below.
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Sources: Industrial Real Estate Lease (Alexion Pharmaceuticals Inc)