Common use of Extension Term Clause in Contracts

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 (9) (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 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 2 contracts

Samples: Commencement Date Agreement (Xenetic Biosciences, Inc.), Commencement Date Agreement (Xenetic Biosciences, Inc.)

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Extension Term. The Term of this Lease of all (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 may be extended for 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 by unconditional written notice from Tenant to Landlord at least nine (9hereinafter defined) (but not more than twelve 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 option to extend the Term for one (121) additional term of five (5) years (the “Extension Term”)) months before , commencing as of the end expiration of the 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 date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. If Tenant does not Upon the timely exercise this option, or if on the date giving of such notice or at notice, the beginning of the Extension Term (i) a default by Tenant existsshall, or (ii) Tenant 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 subject to Tenant, Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectTerm. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option 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 extend the Term shall mean be self executing, the [Initial] parties shall promptly execute a lease amendment reflecting such Ext1nsion Term as it may be extended by the Extension Termafter Tenant exercises such option. The Extension Term execution of such lease amendment shall not be on all deemed to waive any of the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowto Tenant’s exercise of its rights under this Section 1.2.

Appears in 2 contracts

Samples: Sublease (Praxis Precision Medicines, Inc.), Sublease (Praxis Precision Medicines, 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 twelve (912) (but not more than twelve fifteen (1215)) 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 an Event of Default by Tenant exists, or (ii) Tenant is not leasing one hundred sixty percent (10060%) 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 2 contracts

Samples: Lease (Keros Therapeutics, Inc.), Lease (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 (9) (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 (iia) Tenant is not leasing one hundred percent (100%) of shall have 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 irrevocably lapse 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 void continuing hereunder, and (iii) Tenant and/or Related Entities shall be in occupancy of no further force 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 effectconditions 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 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 renew the Term and (z) Landlord shall mean have no obligation to provide any work or contribution to improve the [Initial] Term as it may be extended by Premises for Tenant's use. Upon the commencement of the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for , (A) the Extension Term shall be as set forth below.added to and become part of the Term (but shall not be

Appears in 2 contracts

Samples: Agreement (Imanage Inc), Agreement (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 Provided Tenant to Landlord is occupying at least nine (9) (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 is not leasing one hundred fifty percent (10050%) of the Premises, or Tenant in not in Default hereunder, both at the time the option may be exercised, and on the commencement date of the Extension Term (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transferas hereinafter defined), at Landlord’s Landlord grants to Tenant one (1) option upon (the “Extension Option”) to extend this Lease with respect to all of the Premises for an additional period of five (5) years (the “Extension Term”). The Extension Option may be exercised by Tenant delivering written notice to TenantLandlord at least twelve (12) months, but not more than fifteen (15) months, prior to the Expiration Date of the Initial Term (the “Tenant’s right 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 extend 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 Extension Term. Except as set forth above, the Extension Term shall be subject to all of the terms and conditions of this Lease shall irrevocably lapse and be void and of no further force and effectLease; provided, however, that Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant fails to timely exercise its extension 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 shall mean the [Initial] Term as once it may be extended by has exercised the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowOption.

Appears in 1 contract

Samples: Lease (Acme Packet Inc)

Extension Term. The Term of this Lease of all of Extension Option shall be exercised by notice given by the Premises may be extended for the Extension Term by unconditional written notice from Tenant to the Landlord at least nine (9) (but not more than twelve (12)) months before prior to the end expiration of the Initial Term, time being or, in the case of the essence. If Tenant does not timely exercise this optionsecond Extension Term, or if on twelve (12) months prior to the date of such notice or at the beginning expiration of the Extension Term (i) a default by Tenant exists, or (ii) Tenant 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 shall mean the [Initial] Term as it may be extended by the first Extension Term. The Upon the Tenant's giving such notice, this Lease and the Term hereof shall be extended for the applicable Extension Term without the necessity of execution of any additional documents. Each Extension Term shall be on upon all the same terms terms, conditions and conditions provisions of this Lease, except that the Base Annual Fixed Rent during the Extension Term shall be the fair market rental value (the "Fair Rental Value") of the Premises as of the commencement of such Extension Term, determined as provided below, but in no event shall the Annual Fixed Rent for the Extension Term be less on a per rentable square foot basis than the Annual Fixed Rent for the immediately preceding portion of the Initial Term or the first Extension Term, as the case may be, for the office portion of the original Premises, and in each case, the Tenant shall have no option to extend the Term for any further Extension Terms beyond the two provided for by this Section 2.5. The term "Fair Rental Value" shall mean the market rental value per annum. The Landlord shall exercise reasonable and good faith judgment in establishing the Fair Rental Value of the Premises for the Extension Term and, if not agreed upon by the Tenant prior to the date that is nine (9)months prior to the date on which the Extension Term is to commence, such Fair Rental Value shall be as determined in accordance with the arbitration procedure set forth belowin Exhibit 1. If the applicable Fair Rental Value has not been determined as of the date the same is to become effective, the Tenant shall pay Annual Fixed Rent at the rate quoted by the Landlord as the Fair Rental Value until such determination is made. In the event it shall subsequently be determined that the Fair Rental Value quoted (and reasonably determined) by the Landlord was in excess of the Fair Rental Value, the Landlord shall credit the amount of such overpayment against the next installments of Annual Fixed Rent. In the event it shall subsequently be determined that the Fair Rental Value quoted by the Landlord was less than the Fair Rental Value, the Tenant shall promptly pay the difference to the Landlord.

Appears in 1 contract

Samples: Lease Agreement (Aspect Medical Systems Inc)

Extension Term. 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 one (1) period of three (3) years (the "Renewal Term"). The Renewal Term shall commence on the day after the Expiration Date and shall expire on the day prior to the three (3) year anniversary of such commencement, unless the Renewal Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease of all of the Premises may be extended for the Extension Term by unconditional or pursuant to any applicable laws, rules or regulations. If Tenant desires to exercise such renewal option, Tenant shall give Landlord written notice from Tenant to Landlord at least nine (9) (but not more of such election no earlier than twelve (12)) and no later than six (6) months before prior to the end of scheduled Expiration Date, and upon the Initial Term, time being of the essence. If Tenant does not timely exercise this option, or if on the date 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 beginning commencement of the Extension Term (i) a default by Renewal Term, and Landlord shall not be obligated to perform any work or provide any allowance, credit or payment with respect to any Tenant exists, work with respect thereto or (ii) Tenant is not leasing one hundred percent (100%) to provide any rent abatement in connection with the Renewal Term. All of the Premisesterms, 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 covenants and conditions of this Lease shall irrevocably lapse and be void and of no further continue in full force and effecteffect during the Renewal Term (with Base Rent continuing to escalate by $0.50 per rentable square foot per annum during the Renewal Term), Tenant shall have no further right to 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension 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 (provided that in no event shall Base Rent payable for the first year of the Renewal Term be less than the Base Rent 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 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 writing to Landlord Tenant’s determination of the market rental rate. If, within twenty (20) 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 the qualifications set forth belowabove. Within thirty (30) days after his or her appointment, the appraiser will determine the fair market rental value of the Premises applicable to the Renewal Term and shall choose whichever of the fair market rental values set forth in Landlord's initial proposal or Tenant’s response is closer to such determination, which shall, for all purposes hereunder, be deemed the fair market rental rate. The determination of the appraiser shall be binding, final and conclusive on the parties. The fees and expenses of the appraiser and the costs incurred in connection with the appointment of the appraiser will be shared equally by Landlord and Tenant.

Appears in 1 contract

Samples: Lease Agreement (Virtuix Holdings 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 (9) (but not more than twelve fifteen (1215)) 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 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)13, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Cyteir Therapeutics, Inc.)

Extension Term. The For an Extension Term, Fixed Rent and monthly -------------- installments shall be as agreed or at Fair Market Rent as determined in accordance with the following procedures, however, in no event shall the Fair Market Rent for the Extended Term of this Lease of all be less than the Fixed Rent during the last year of the Premises may be extended Initial Term . Upon Tenant's request given not earlier than three (3) months prior to the last date by which Tenant is to give notice of an election to extend, Landlord shall designate the proposed Fixed Rent for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Term, time being of if the essenceoption were exercised. If Tenant does not timely exercise this option, or if on the date of such notice or at the beginning disagrees with Landlord's designation of the Extension Term (i) a default by Tenant existsproposed Fixed Rent, or (ii) Tenant 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, then Tenant shall have no further right the right, by notice given within fifteen (15) days after Tenant has been notified of Landlord's designation, to extend, and this Lease shall expire at submit the end determination of the Initial Term. applicable Fixed Rent to arbitration as follows: If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant the parties shall execute and deliver to Landlord a certification, in recordable form, confirming not have agreed upon 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Fixed Rent for the Extension Term within fifteen (15) days after Tenant's notice, then the Fair Market Rent ("Fair Market Rent") shall be determined 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 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 set forth belowof 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 the right to modify any other provision of the Lease except Fixed Rent.

Appears in 1 contract

Samples: Storage Computer Corp

Extension Term. The Term of this Lease of all of the Premises may be extended for the each applicable Extension Term by unconditional (except for the Base Rent determination process as provided herein) written notice from Tenant to Landlord at least nine twelve (912) (but not more than twelve eighteen (1218)) 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 this such option, or if on the date of such notice or at the beginning of the applicable Extension Term (i) a default an uncured Event of Default by Tenant exists, or (ii) Tenant 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the 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 (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 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] Initial Term as it may be extended by the an Extension Term. The Each Extension Term shall be on all the same terms and conditions except that the Base Rent for the applicable Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Letter (Concert Pharmaceuticals, Inc.)

Extension Term. The Term Provided that (i) an Event of this Lease of all Default does not exist as of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (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 commencement of the Extension Term (ias defined below) a default by Tenant existsor as of the date of Landlord’s receipt of the Extension Notice (as defined below), or (ii) Tenant neither the Expansion Rescission occurred nor the Expansion Termination Option is not leasing one hundred percent (100%) of the Premises, or exercised in accordance with this Amendment and (iii) Tenant has made any Transfer under Article 13 not assigned the Lease (other excluding an assignment to a Permitted Transferee) or subleased more than fifty percent (50%) of the Premises (excluding a Related Party Transfersublease to a Permitted Transferee), at Landlord’s option upon written notice to Tenant, Tenant’s Tenant shall have the right to extend the Lease Term for one (1) period of this Lease shall irrevocably lapse and five (5) years (the “Extension Term”) by giving Landlord written notice of extension (the “Extension Notice”), which notice must be void and of no further force and effectreceived by Landlord not earlier than 18 months, Tenant shall have no further right nor later than 12 months, prior to extend, and this Lease shall expire at the end then-expiration date of the Initial Lease Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request thereforif such extension becomes effective, 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Lease Term shall be on all automatically extended upon the same terms and conditions as are applicable to the current Lease Term, except that the (x) Base Rent for the Extension Term shall be 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 is not exercisable by any subtenant or assignee permitted under this Lease. 80333389_1

Appears in 1 contract

Samples: 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 written notice from Tenant to Landlord at least nine twelve (912) (but not more than twelve fifteen (1215)) 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 is not leasing one hundred occupying seventy-five percent (10075%) or more of the Premises, or (iii) Tenant has made any Transfer under Article 13 not subleased more than twenty-five percent (other than a Related Party Transfer)25%) of the Premises, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the end of the Initial Term. If Tenant Xxxxxx 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 TenantXxxxxx’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 shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Curis Inc)

Extension Term. The Term of this Lease of (a) Provided that the following conditions (the “Extension Conditions”), any or all of the Premises which may be extended for 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 option to extend the Initial Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term. Tenant must exercise such option to extend, if at all, by unconditional giving Landlord written notice from Tenant to Landlord at least nine (9the “Extension Notice”) no earlier than fifteen (but not more 15) months and no later than twelve (12)) months before prior to the end expiration of the Initial Term, time being of the essence. If Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant does not timely exercise this option, or (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice, there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such notice or at default within the beginning applicable cure period set forth in Section 20.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) Conditions and the timely giving of the PremisesExtension 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 calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises (iiiwhich shall be taken into consideration when determining FMV (hereinafter defined)) and 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 shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectInitial Term. If Tenant fails to give a timely Extension Notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at the end of extend the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming extend 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Initial Term shall be on all self-executing, the same terms and conditions except that the Base Rent for 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 as set forth belowdeemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2.

Appears in 1 contract

Samples: Lease Agreement (Theseus Pharmaceuticals, Inc.)

Extension Term. The Term Subject to the terms and conditions of this Lease of all of Article 28, Tenant shall have the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (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 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 five (5) years (the “Extension Term”) commencing on the day immediately following the expiration of the Initial Term (the “Extension Term Commencement Date”) and ending on the day preceding the fifth (5th) anniversary of the 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 irrevocably lapse be subject to, and the Extension Term shall commence only if, all of the following conditions precedent are satisfied: (a) Tenant delivers notice (the “Extension Notice”) to Landlord of Tenant’s exercise of such extension right not earlier than eighteen (18) months and not later than twelve (12) months prior to the Expiration Date, (b) at the time the Extension Notice is given, no Event of Default shall have occurred and be void continuing hereunder, and (c) at the time the Extension Notice is given, Tenant has not assigned the Lease or sublet more than fifty percent (50%) of no further force the rentable area of the Premises (excepting only assignments or subleases to Affiliates of the original tenant named herein). Time is of the essence with respect to the giving of the Extension Notice. The Extension Term shall be upon all of the agreements, terms, covenants and effectconditions of this Lease, except that (w) the Fixed Rent shall be determined as provided in Section 28.2, (x) Tenant shall have no further right to extendextend 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 this Lease shall expire at (z) 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 Base Expense Year shall be binding the Comparison Year ending on Tenant and may be conclusively relied on by third parties. All references the December 31st prior to the Extension Term shall mean Commencement Date. Upon the [Initial] Term as it may be extended by commencement of the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for , (A) the Extension Term shall be as set forth belowadded 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 shall become 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

Samples: Lease (Centessa Pharmaceuticals PLC)

Extension Term. The Term of this Lease of all of Tenant shall have the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (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 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 (1) extension term of five (5) years (the “Extension Term”) commencing on the day after the expiration of the initial Term (the “Extension Term Commencement Date”) and ending at 11:59 p.m. on the last day of the month in which the fifth (5th) yearly anniversary of the Extension 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 irrevocably lapse commence only if Tenant notifies Landlord (the “Extension Notice”) of Tenant’s exercise of such extension right not earlier than eighteen (18) months and not later than fourteen (14) months prior to the expiration of the initial Term. The Extension Term shall be void upon all of the agreements, terms, covenants and conditions of no further force this Lease, except that (x) the Fixed Rent shall be determined as provided in Section 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 effect, (z) Tenant shall have no further right to 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 extend the Term shall mean the [Initial] Term as it may be extended by beyond the Extension Term. The Upon the commencement of the Extension Term, any reference to the “Term,” the “term of this Lease” or any similar expression shall be deemed to include the Extension Term shall be on all and the same terms and conditions except that the Base Rent for expiration of the Extension Term shall be as set forth belowbecome 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 any right of extension of Tenant hereunder.

Appears in 1 contract

Samples: Deed of Lease (FBR & Co.)

Extension Term. The Term of this Lease of all of (a) Provided that the Premises following conditions, which may be extended for the Extension Term waived by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Termin its sole discretion, 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 are satisfied (i) Tenant, an Affiliated Entity (hereinafter defined) and/or a default by Tenant exists, or Successor (iihereinafter defined) Tenant is not leasing is/are then occupying one hundred percent (100%) of the Premises, or ; and (iiiii) Tenant 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 made any Transfer under Article 13 occurred (other than a Related Party TransferA) 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 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 Landlord’s option upon 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 terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2 below, Landlord shall have no obligation to Tenant, Tenant’s construct or renovate the Premises and Tenant shall have no further right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectTerm, If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option 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 extend the Term shall mean be self-executing, the [Initial] parties shall promptly execute a lease amendment confirming such Extension Term as it may be extended by the Extension Termafter Tenant exercises such option. The Extension Term execution of such lease amendment shall not be on all deemed to waive any of the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowto Tenant’s exercise of its rights under this Section 1.2.

Appears in 1 contract

Samples: Sublease Agreement (Compass Therapeutics, Inc.)

Extension Term. The Provided that the following conditions, which may be waived by Sublandlord in its sole discretion, are satisfied (i) 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 option to extend the Term of this Lease Sublease for a single additional term of all either six (6) months or one (1) year (such elected term length, the “Extension Term”), commencing as of the Premises may be extended expiration of the initial Term. Subtenant must exercise such option to extend (including its election to extend for the Extension Term either six (6) months or one (1) year), if at all, by unconditional giving Sublandlord written notice from Tenant to Landlord at least nine (9the “Extension Notice”) on or before the date that is six (6) months but not more than twelve (12)) months before prior to the end expiration of the Initial Termthen current Term of this Sublease, time being of the essence. If Tenant does not timely exercise this option, or if on the date Sublandlord shall have ten (10) days from receipt of such notice or at the beginning of Subtenant’s Extension Notice with which to either (i) confirm Subtenant’s extension for the Extension Term for either six (i6) a default by Tenant existsmonths or one (1) year, or (ii) Tenant is not leasing in the event Subtenant elects to extend for one hundred percent (100%1) year, to deny Subtenant’s extension for the additional six (6) months (which denial may be provided in Sublandlord’s sole discretion), in which event 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 Premisessame terms and conditions of this Sublease, or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer)Base Rent, at Landlord’s option upon written notice which shall be 103% of the Base Rent in existence as of the initial Termination Date. If Subtenant fails to Tenantgive timely notice, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectas aforesaid, Tenant Subtenant shall have no further right to extend, and this Lease shall expire at extend the end of the Initial Term. If Tenant Sublandlord fails to give timely notice in response to the Extension Notice, as aforesaid, this Sublease shall be so extended for the either six (6) month or one (1) year period as set forth in Subtenant’s Extension Notice. Notwithstanding the fact that Subtenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option 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 extend the Term shall mean be self-executing, the [Initial] parties shall promptly execute a sublease amendment reflecting such Extension Term as it may be extended by after Subtenant exercises such option and to the Extension Termextent Sublandlord provides its consent. The Extension Term execution of such sublease amendment shall not be deemed to waive any of the conditions to Subtenant’s exercise of its rights under this Section 21. [Signatures appear on all the same terms and conditions except that following page.] The parties have executed this Sublease as of the Base Rent for the Extension Term shall be as set forth belowEffective Date. Sublandlord: FREQUENCY THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxxxx X. Xxxxxxxx Name & Title: Subtenant: SALIOGEN THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxx Xxxxxxxxxx

Appears in 1 contract

Samples: Sublease Agreement (Frequency Therapeutics, Inc.)

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Extension Term. The 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 Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end rentable area on a floor 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 is not leasing one hundred percent (100%Building) of the Premises, commencing with the highest or lowest such contiguous floors, provided same shall consist of at least two (iii2) such contiguous full floors (and if Tenant has made any Transfer under Article 13 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 (other than a Related Party Transfer2), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, then Tenant shall have no further right elected to extend, and renew this Lease shall expire at for the end entire Premises), in either case for an additional term of five (5) years commencing on the day (herein called the “Commencement Date of the Initial Second Extension Term. If Tenant fails to timely exercise its rights hereunder”) immediately following the Expiration Date of the First Extension Term and ending on the day (herein called the “Expiration Date of the Second Extension Term”) immediately preceding the five (5) year anniversary of the Commencement Date of the Second Extension Term (such additional term is herein called the “Second Extension Term”; and together with the First Extension Term herein called the “Applicable Extension Term”), then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certificationprovided that, 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.both cases:

Appears in 1 contract

Samples: Lease (Investment Technology Group Inc)

Extension Term. The (a) Licensee shall have the right to 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 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 Lease of all of Agreement at the Premises may be extended 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 Extension Term by unconditional written notice from Tenant to Landlord sale of Licensed Shared Ownership Products and Shared Ownership Products at least nine Affiliated Unbranded Shared Ownership Projects (9each, the “Actual Aggregate GSP”) during the prior twenty (but not more than twelve (12)20) months before years immediately preceding the end last day of the Initial Term or any Extension Term, time being as applicable (each, an “Extension Test Period”) must not be less than one billion dollars ($1,000,000,000) as adjusted by the CPI Index at the expiration of the essence. If Tenant does not timely exercise this optionInitial Term for the first Extension Term, or if on the date of such notice or at the beginning expiration of the first Extension Term for the second Extension Term, and at the expiration of the second Extension Term for the third Extension Term (i) each, a default by Tenant exists, or (ii) Tenant 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“Target Aggregate GSP”), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be 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.

Appears in 1 contract

Samples: Master License Agreement (Interval Leisure Group, Inc.)

Extension Term. The Term of this Lease of all of Tenant shall have the Premises may be extended for the Extension Term by unconditional right, upon written notice from Tenant to Landlord at least nine (9) (but not more given no later than twelve (12)) months before the end February 1, 2021 and provided no Event of the Initial Term, time being Default shall have occurred and be continuing as of the essence. If Tenant does not timely exercise this option, or if on the date of such written notice, to elect to extend the term of this Lease for an additional term of one (1) month (i.e. through March 31, 2021) (the “Extension Term”) upon all of the terms, covenants and conditions contained in this Lease, including but not limited to the Base Rent specified in Section 4.1(b) and the net rent basis specified in Section 4.3. Provided, however, if after Tenant’s correct exercise of its right to the Extension Term, Tenant shall fully vacate the Leased Premises before March 31, 2021, and shall have (i) 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 or at the beginning to Landlord of Tenant’s desire to terminate the Extension Term early (i) a default by Tenant existscollectively, or (ii) Tenant 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“Early Surrender Conditions”), at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and be void and of no further force and effectthen, Tenant shall have no further right be entitled to extend, and this Lease shall expire at the end a per diem refund of the Initial TermBase Rent actually prepaid by Tenant to Landlord for such Extension Term 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. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefordetermination 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 execute and deliver not be entitled to Landlord a certification, in recordable form, confirming the Tenant’s failure rebate or refund of any other rent or other payments Tenant is required to exercise (or waiver of) such right, and Tenant’s failure pay pursuant 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 shall mean the [Initial] Term as it may be extended by this Lease during the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowPeriod.

Appears in 1 contract

Samples: 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 (except for the Base Rent determination process as provided herein) written notice from Tenant to Landlord at least nine (9) (but not more than twelve fifteen (1215)) 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 an uncured Event of Default by Tenant exists, or (ii) Tenant 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to 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 ten (710) 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 shall mean the [Initial] Initial Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Synageva Biopharma Corp)

Extension Term. The Provided (i) 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 of this Lease of all (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 Premises may Lease for two (2) additional periods of five (5) years (each an “Extension Term”). Each such extension option shall be extended 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 by unconditional written notice from 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 Landlord at least nine (9) so extend the term of the Lease for less than the entire Demised Premises (but not more in no event less than twelve 000,000 xxxxxx xxxx xx xxxxxxxx xxxx), provided that any such extension complies with the following procedures: (12)i) months before Tenant shall advise Landlord, in the end Extension Notice, of the Initial Term, time being amount of rentable area that Tenant desires to extend the term of the essence. If Lease (which shall be no less than 000,000 xxxxxx xxxx xx xxxxxxxx xxxx), (ii) each block of space that Tenant does not timely so extends the term of the Lease for shall constitute a full floor, provided, however, to the extent that Tenant is then leasing a partial floor, Tenant shall have the right to exercise this optionsuch extension with respect to all of the space that it is then leasing on such partial floor, (iii) if Tenant was leasing a full floor in 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 extension with respect to the 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 date of this Lease, then as of the commencement of such notice or at Extension Term, Tenant shall not be permitted to sublease, in the beginning aggregate, in excess of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred twenty percent (10020%) of the Premisesrentable area of the portion of the Demised Premises for which it exercises its extension option. In the event that the parties do not, or within thirty (iii30) days after the 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 Monthly Rent payable during the applicable Extension Term, then, unless Tenant withdraws, 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 (5) Business Days after the expiration of such thirty (30) day period, the Base Monthly Rent shall be determined in accordance with Section 3(f) below. In the event Tenant timely delivers its withdrawal notice in strict accordance with the foregoing, then (a) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice shall be deemed to Tenant, Tenant’s have elected not to exercise its right to extend the Term of this the Lease, and (b) the Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at automatically end on the end last day of the Initial Term. If Tenant fails to timely exercise its rights hereunder, then within seven (7) days current Term 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowLease.

Appears in 1 contract

Samples: Deed of Lease (Cvent 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 (9) (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 Provided (i) a default by Tenant exists, or that the Lease shall be in full force and effect; (ii) that, except for a “Corporate Transfer” (as defined below), Tenant is shall have not leasing one hundred assigned the Lease or sublet more than thirty percent (10030%) of the rentable area of the Demised Premises, or ; and (iii) that Tenant has made any Transfer is not in default 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 of this Lease shall irrevocably lapse beyond the expiration of any applicable notice and be void cure period, then, and of no further force and effectonly in such event, Tenant shall have no further right the right, at Tenant’s sole option, to extend, and this Lease shall expire at extend the end term of the Initial Lease for one (1) additional period of five (5) years (the “Extension Term”). If Such extension option shall be exercisable by Tenant giving written notice of the exercise of such extension option to Landlord no later than three hundred sixty five (365) days prior to the expiration of the Lease Term and not earlier than four hundred fifty five (455) days prior to the expiration of the Lease Term; provided, however, in the event Tenant fails to timely exercise its such option to extend during the aforesaid time period, such extension option shall become null and void and all rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant with respect thereto shall execute automatically terminate 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 shall mean the [Initial] Term as it may be extended by the Extension Termexpire. The Extension Term shall be on all upon the same terms terms, covenants and conditions as set forth herein with respect to the Lease Term, except that the 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 (60) days after the 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 payable during the Extension Term and prevailing fair market concessions, then the Base Annual Rent and prevailing fair market concessions shall be as set forth determined in accordance with Section 3(f) below.

Appears in 1 contract

Samples: Deed of Lease (Opgen Inc)

Extension Term. The Term of this Lease of all Borrower shall have one (1) option (the “Extension Option”), to extend the scheduled Maturity Date of the Premises may be extended 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 by unconditional written notice from Tenant to Landlord at least nine thirty (930) (but days and not more than twelve ninety (12)90) months days prior to the Initial Maturity Date; provided, however, if Lender has not received the Extension Notice before the end date that is thirty (30) days prior to the Initial Maturity Date (and assuming all other conditions of the Initial Term, time being of the essence. If Tenant does not timely exercise this optionExtension Option are then, or if on will be in the date ordinary course of such business, satisfied), Lender shall deliver written notice or at the beginning 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 (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) it being the intent 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, TenantLender and Borrower that Borrower’s right to extend the Term Initial Maturity Date shall not be waived until the expiration of the ten (10) day period following Lender’s notice; (ii) no Default shall be continuing on the Initial Maturity Date; (iii) no Master Lease Default shall then exist or would result due to such extension; (iv) Lease Guarantor shall be in compliance with the Lease Guarantor Performance Threshold at such time and no other Blocked Condition shall then exist; (v) no Cash Trap Event (as defined in the Cash Management Agreement) shall be 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 connection with the Extension Option, (viii) the Outstanding Loan Balance as of the Initial Maturity Date shall not exceed $110,000,000.00 and (ix) Borrower shall have paid to Lender in cash the Extension Fee and 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 Lease shall irrevocably lapse Agreement, the Extension Option will automatically cease and be void and of terminate. Except as expressly set forth in this Section 2.5, Lender has no further force and effect, Tenant shall have no further right obligation to extend, and this Lease shall expire at Borrower has no right to an extension of, 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that the Base Rent for the Extension Term shall be as set forth belowLoan.

Appears in 1 contract

Samples: Loan Agreement (Bloomin' Brands, Inc.)

Extension Term. The Term of this Lease of all of (a) Tenant shall have the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord right, at least nine (9) (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 its 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 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 of this Lease shall irrevocably lapse and be void and of no further force and effect, Tenant shall have no further right with respect to extendall, and this Lease shall expire at the end only all, of the Initial Term. If Tenant fails to timely exercise its rights hereunderPremises for two (2) additional terms of five (5) years each, 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 recordeach, 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 shall mean the [Initial] Term as it may be extended by the Extension Term”). The Extension Term shall commence 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 (5th) anniversary of such commencement date. Each option to extend the Term of this Lease as described above shall be on all exercisable by Tenant giving notice to Landlord (the same “Extension Notice”) not less than twelve (12) months prior to the applicable Expiration Date. TIME SHALL BE OF THE ESSENCE with respect to the date of exercising the option, any principle of law to the 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 except that of this Lease shall apply to each Extension Term with the Base same force and effect as if the Extension Term had originally been included in the Primary Term of this Lease. All Rent for shall commence on the first day of the applicable Extension Term. The right of Tenant to each Extension Term shall be conditioned upon the following: (i) no Event of Default shall have occurred and remain uncured (A) as set forth belowof the date on which the Extension Notice has been delivered, and (B) on the applicable Expiration Date; (ii) this Lease shall be in full force and effect as of the applicable Expiration Date; and (iii) the named Tenant 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.

Appears in 1 contract

Samples: Lease (KAYAK SOFTWARE 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 nine (9) (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 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 options to extend the Term of this Lease as described above shall irrevocably lapse and not be void and deemed exercised by Tenant unless at least twenty-four (24) months prior to the Lease Expiration Date for the Primary Term or at least twenty-four (24) months prior to the expiration of no further force and effectthe Extension Term for the first (1st) Extension Term, Tenant shall have no further right delivered written notice to extend, and Landlord of Tenant’s irrevocable election to so extend this Lease shall expire at the end of the Initial Primary Term or the first (1st) Extension Term, as applicable. 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 deliver one (or waiver of1) such righttimely notice to Landlord shall terminate all future Extension Terms, and Tenant’s failure if any, following the Extension Term to so execute and deliver which 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 partiesnotice specifically relates. All references Subject to the Term shall mean provisions of paragraph 5 of this Lease, the [Initial] Term as it may be extended by the Extension Term. The Extension Term shall be on all the same terms and conditions except that of this Lease shall apply to each Extension Term with the Base Rent same force and effect as if such Extension Term had originally been included in the Primary Term of the Lease. The right of Tenant to exercise its rights with respect to the Extension Terms shall be conditioned upon (i) this Lease being in full force and effect and no Event of Default then existing as of the Lease Expiration Date (for the first (1st) Extension Term), or expiration of the first (1st) Extension Term (for the second (2nd) Extension Term), and (ii) the effective extension of the term under the Mid-Atlantic Lease and Outdoor World Lease in accordance with the respective terms of the Mid-Atlantic Lease and Outdoor World Lease through the first (1st) Extension Term (for the first (1st) Extension Term) and through the second (2nd) Extension Term (for the second (2nd) Extension Term). The Primary Term, together with any Extension Term with respect to which Tenant properly exercises its option, and for which the conditions related thereto are satisfied, shall be as set forth belowconstitute the “Term” of this Lease.

Appears in 1 contract

Samples: Lease Agreement (Equity Lifestyle Properties Inc)

Extension Term. The Term of this Lease of (a) Provided that the following conditions (the “Extension Conditions”), any or all of the Premises which may be extended for the Extension Term waived by unconditional written notice from Tenant to Landlord at least nine (9) (but not more than twelve (12)) months before the end of the Initial Termin its sole discretion, 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 are satisfied: (i) Tenant, an Affiliate (hereinafter defined) and/or a default by Tenant exists, or Successor (iihereinafter defined) Tenant is not leasing is/are then occupying one hundred percent (100%) of the Premises, or ; and (iiiii) Tenant has made any Transfer under Article 13 there is no Event of Default (other than a Related Party Transferhereinafter defined) (1) as of the date of the Extension Notice (hereinafter defined), and (2) at Landlord’s the commencement of the Extension Term (hereinafter defined), Tenant shall have the option upon to extend the Initial Term for one (1) additional term of three (3) years (the “Extension Term”), commencing as of the expiration of the 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 no later than nine (9) months prior to Tenantthe expiration of the then-current term of this Lease, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s right exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 18.1 after receipt of the Nullification Notice. 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 Lease, except that Base Rent during the Extension Term shall irrevocably lapse and be void and of no further force and effectcalculated in accordance with this Section 1.2. If Tenant fails to give a timely Extension Notice, as aforesaid, Tenant shall have no further right to extend, and this Lease shall expire at the end of extend the Initial Term. If Tenant fails to Notwithstanding the fact that Tenant’s proper and timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver such option to Landlord a certification, in recordable form, confirming extend 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 shall mean the [Initial] Term as it may be extended by the Extension Term. The Extension Initial Term shall be on all self-executing, the same terms and conditions except that the Base Rent for 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 as set forth belowdeemed 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.

Appears in 1 contract

Samples: Indenture of Lease (Black Diamond Therapeutics, Inc.)

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