Common use of Extension Term Clause in Contracts

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 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. 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. (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 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

Sources: Lease Agreement (Theseus Pharmaceuticals, 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. (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.

Appears in 1 contract

Sources: Lease Agreement (Centessa Pharmaceuticals PLC)

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

Sources: Sublease Agreement (Frequency Therapeutics, 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

Sources: Lease Agreement (Black Diamond Therapeutics, 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 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

Sources: Lease Agreement (Cyteir Therapeutics, Inc.)

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

Appears in 1 contract

Sources: Lease (Genocea Biosciences, 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

Sources: Lease Agreement (Synageva Biopharma Corp)

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.

Appears in 1 contract

Sources: Lease Agreement (Curis Inc)

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.

Appears in 1 contract

Sources: Lease Agreement (Concert Pharmaceuticals, 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) 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

Sources: Office Lease Agreement (Theratechnologies Inc.)

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.

Appears in 1 contract

Sources: Industrial Real Estate Lease (Alexion Pharmaceuticals 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.

Appears in 1 contract

Sources: Consent to Sublease (Compass Therapeutics, Inc.)