Common use of FIRST RIGHT TO LEASE Clause in Contracts

FIRST RIGHT TO LEASE. Subject to the terms hereof, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).

FIRST RIGHT TO LEASE. Subject Landlord hereby grants to Tenant a right of first offer with respect to the terms hereofentire space located adjacent to the Premises, if containing approximately 27,729 rentable square feet having a street address of 0000 Xxxxxx Xxxxx, Santa Clara, CA 95054 (the “FRL Space”). Notwithstanding the foregoing, such first offer right of Tenant shall commence (i) during on the Commencement Date of the Lease and expire on the date that is one (1) year prior to the Expiration Date of the Initial Term of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease(the “FRL Period”), and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent only if the FRL Space becomes Available (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) abovesuch term is defined below), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force upon and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent subject to the Premises terms and currently occupied by A.J. Mailing and Securadyne Northeast conditions of this paragraph (each, a the “First Offer SpaceRight to Lease”) ). From time to time when the FRL Space or any portion thereof becomes unencumbered from any existing renewal or extension optionsAvailable for lease to third parties during the FRL Period, Landlord shall so notify TenantTenant of such fact, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing prepared to so lease the Offered FRL Space to Tenant (including without limitation the rent, any allowances and the rentable square footage “Landlord’s Notice of the Offered SpaceAvailability”). The rental rate, proposed escalations, tenant improvement allowance and free rent concession, for the FRL Space shall reflect the prevailing market rate as reasonably determined by Landlord. If Tenant shall have a one-time wishes to exercise Tenant’s right on each First Offer Spaceof first offer with respect to the space described in Landlord’s Notice of Availability, which Tenant may exercise by giving Landlord notice then within ten (10) business days after receipt of delivery of Landlord’s Notice of Availability to Tenant, Tenant shall deliver notice to Landlord of Tenant’s irrevocable exercise of its right of first offer with respect to such First Offer Space, to irrevocably elect to lease the Offered Space entire space described in Landlord’s Notice of Availability on the terms and conditions set forth contained in such notice (“Tenant’s Notice of Acceptance”). Failure of Tenant to timely provide Tenant’s Notice of Acceptance shall be deemed Tenant’s election not to add the FRL Space to the Premises. If Tenant does not elect to add the FRL Space, then Landlord may lease the FRL Space to a third party or take it off the market for any reason whatsoever; provided that, if Landlord does not enter into a binding lease with any other third party for the FRL Space reflected in Landlord’s noticeNotice of Availability within six (6) months after the deadline by which Tenant was to have provided Tenant’s Notice of Acceptance, Tenant’s First Right to Lease hereunder shall be reinstated and the procedures described above shall again be followed. If Tenant As used herein, “Available” shall so elect to lease the Offered Space (and provided mean that the conditions in clauses (i) through (iii) above continue FRL Space is, or is expected by Landlord to exist at become, vacant, unencumbered and free and clear of all claims and rights of other tenants or other third parties. Without limiting the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being generality of the essence)foregoing, Tenant the FRL Space shall have no further rights with respect not be deemed Available if, as to such First Offer Space (all or any portion thereof), and Landlord shall thereafter be free there is an outstanding lease, lease option, or option or other right of extension, renewal, expansion, first refusal, first negotiation, or similar or other right, pursuant to any lease or written agreement, or if any then-existing tenant or occupant desires to renew or extend its lease as to any or all of such First Offer Space to such party space, whether or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space not pursuant to an existing right or option option. Tenant acknowledges that Landlord may give Landlord’s Notice of Availability at any time during the Term. Nothing herein shall be deemed to extend limit or renew prevent Landlord from marketing, discussing or negotiating with any other party for a lease of, or rights of any nature as to, any part of the FRL Space, provided that tenantany of the foregoing activities by Landlord shall be subject to Tenant’s rights hereunder. If Tenant timely exercises Tenant’s right to lease the FRL Space as set forth herein, Landlord and Tenant shall within fifteen (or pursuant 15) days thereafter execute a separate lease for such FRL Space upon the terms and conditions as set forth in Landlord’s Notice of Availability and this Paragraph 26. Tenant shall commence payment of Rent for the FRL Space, and the term of the FRL Space shall commence upon the date of delivery of the FRL Space to a negotiated extension Tenant (the “First Offer Commencement Date”) and terminate on the date set forth in lieu Landlord’s Notice of or Availability; provided that, Tenant acknowledges that its exercise of its Early Termination Option shall have no effect on its lease as to the FRL Space, which shall continue in addition full force and effect. Tenant’s First Right to such an existing right)Lease the FRL Space is subject to Tenant not being in default under the Lease when Landlord would otherwise be required to provide Landlord’s Notice of Availability, and when Tenant’s Notice of Acceptance is given.

FIRST RIGHT TO LEASE. Subject Tenant shall have a continuing first right to the terms hereoflease, if (i) during the Term of this Lease there exists no Default of Tenant under Section 23(a)(i) exercisable at any time after full execution of this Lease, and (ii) Tenant shall not have assigned this Lease any space that becomes available on floors immediately above or currently sublet more than fifty percent (50%) of below the Premises (other than "Additional Expansion Space"). In addition, Tenant shall have a continuing first right to an affiliated entity or successor as described in Section 20(b) above)lease, and Tenant then actually occupies exercisable at least fifty percent (50%) any time after full execution of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rentLease, any allowances and the rentable square footage of the Offered additional available lower level or storage space ("Additional Storage Space"). Tenant shall have a one-time right on each First Offer Space, which Tenant may not be entitled to exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect the aforesaid rights to lease Additional Expansion Space or Additional Storage Space if, at the Offered Space on time Tenant is entitled to exercise said rights Tenant has subleased or has entered into an agreement to sublease in the future more into by Landlord and a third party upon the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space Second Offering Notice within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsmonth period, or if such space again becomes available for any other reason, Tenant shall again have the first right to lease such Additional Expansion Space in accordance with the terms of this Paragraph 39. In no event shall the failure of Landlord offers and Tenant to agree to terms under this First Right to Lease result in the Offered Space to a third party on economic terms that are less than 95% loss of any of Tenant's renewal or other expansion option rights or change of the economic terms offered to Tenantthereof. In the event Tenant leases Additional Expansion Space, then Landlord the Additional Expansion Space Improvements shall first be required to re-offer constructed in accordance with the Offered provisions of Exhibit B and the Additional Expansion Space to Tenant on such termsImprovement Allowance, and Tenant if any, shall have be paid in accordance with the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse provisions of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).Exhibit B.

FIRST RIGHT TO LEASE. Subject After the date of execution of Amendment G, whenever Landlord desires to lease any of the terms hereofunleased rentable space in the Building (the “First Right Space”) (which Landlord and Tenant acknowledge that as of the date this Amendment G is executed consists of the Remaining Space described in Paragraph 9 of Amendment G), if Landlord shall send to Tenant a “Special Notice” setting forth its desire to lease all or any portion of the First Right Space. The Special Notice shall contain a description of the First Right Space which Landlord so desires to lease and Landlord’s determination of the “Fair Market Rental Rate” (i) during the Term of this Lease there exists no Default of Tenant under as defined in Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%5(b) of the Premises (other than to an affiliated entity or successor as described in Section 20(bOriginal Lease) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Right Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have the right to lease all, but not less than all, of the First Right Space described in the Special Notice at the Fair Market Rental Rate for such space and for a one-time right on each First Offer Spaceterm which shall be coterminous with the Lease, which Tenant may exercise by giving delivering written notice of such election to Landlord notice within ten five (105) business days after receipt of the Special Notice, and, upon and concurrent with Tenant’s notice, Tenant may, at its option, object to Landlord’s notice with respect determination of the Fair Market Rental Rate, in which case the parties shall follow the procedure, and the Fair Market Rental Rate for the First Right Space shall be determined, as set forth in Section 5(b) of the Original Lease. At Landlord’s election, any Special Notice may refer to one or more separate parcels of the First Right Space and if such First Offer SpaceSpecial Notice refers to more than one parcel, Tenant may elect to irrevocably take all, some, one or none of such parcels within such five (5) business day period pursuant to the foregoing provisions of this Section 59. If Tenant does not timely elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Right Space (or any portion separate parcel(s) of First Right Space) described in the Special Notice, Tenant’s first right to lease such First Right Space (or separate parcel (s) thereof)) shall terminate, and Landlord shall may thereafter be free to lease all or any or all portion of such First Offer Right Space to such party or parties, anyone else on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic any terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall desires. The first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods right set forth in this Section 59 is not personal to respondTenant and may be assigned to any assignee of Tenant. For purposes of the purposes hereofFirst Right Space only, no First Offer Space will the term Tenant shall be deemed “available” iflimited to Nestle Food Company, prior to an assignee which assumes the lapse of any existing right entire Lease, or option to extend or renew such tenant’s lease, Landlord leases a subtenant which subleases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)entire Premises.”

FIRST RIGHT TO LEASE. Subject In the event that Landlord elects to lease Suites 201, 203 or 209 of 9318 N. 95th Way, Scottsdale, Arizona, and provided that Tenant xx xxx xx xxxxxxx xxxxxxxxx, Xxxxxxxd shall deliver a written notice (the "Offering Notice") to Tenant of such intention to lease. The Offering Notice shall state the rent and term of the proposed lease, along with a description of the property subject to the terms hereofproposed lease. Delivery of the Offering Notice to Tenant shall be deemed to be an offer by Landlord to lease the space described in the Offering Notice (the "Option Space") to Tenant upon the then customary lease form used by Landlord. The offer must be accepted within three (3) days of the delivery of the Offering Notice to Tenant (the "Acceptance Period") and may not be withdrawn by Landlord within that period. Tenant may accept the offer by delivering a written notice of acceptance of the offer to Landlord on or before the last day of the Acceptance Period. Tenant may accept such offer for all but not less than all the space described in the Offering Notice. Failure to give timely notice of acceptance shall be deemed rejection of the offer. Following Tenant's rejection of any offer made pursuant to this Section 15.03, if (i) during Tenant shall execute, acknowledge and deliver any document or instrument reasonably requested by Landlord acknowledging such rejection and confirming Tenant's waiver of any and all rights to any qualifying lease. All rights and obligations of the Term of parties under this Lease there exists no Default of Tenant under Section 23(a)(i) 15.03 shall cease and terminate upon expiration or other termination of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence)30 event, Tenant shall have no further execute, acknowledge and deliver any document or instrument reasonably requested by Landlord acknowledging the expiration or other termination of this Lease and confirming the cessation and termination of all rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% obligations of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)parties.

FIRST RIGHT TO LEASE. Subject Lessee shall have an on-going first right to lease any space on the 4th or 6th floor of the Building (the “Option Space”). Lessor shall provide Lessee with a listing of any available space in such Option Space from time to time. Nothing contained herein shall reduce the Expansion Space Options granted to Lessee. Space shall be “available” only to the terms hereofextent it is not subject to expansion, if (i) during the Term extension, first offer, first refusal and any other existing rights of this Lease there exists no Default of Tenant under Section 23(a)(i) of this Lease, and (ii) Tenant shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces Lessees in the Building which do not contradict Lessee’s Expansion Space Options. Lessee shall then have the option (in the event that are immediately adjacent to Lessee is not then in default under the Premises and currently occupied by A.J. Mailing and Securadyne Northeast (eachLease, a “First Offer Space”) becomes unencumbered from with any existing renewal or extension options, Landlord shall so notify Tenant, and deliver with such notice a description of that portion (if less than all) of such First Offer Space that is available for lease (the “Offered Space”) and all of the material terms and conditions on which Landlord is willing to so lease the Offered Space to Tenant (including without limitation the rent, any allowances and the rentable square footage of the Offered Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendmentapplicable cure period having expired), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, exercisable by written notice to Lessor within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) monthsbusiness days thereafter, Landlord offers to add any such available space to the Offered Premises immediately as it first becomes available. Any such available space shall be leased to Lessee at the Fair Market Rental Rate for a term coterminous with the balance of the Term remaining on Lessee’s Premises (or such shorter term as may be necessary to prevent any conflict with such other Lessees’ rights to such space or to prevent a conflict with Lessee’s Expansion Space Options, if they have not expired). Such option shall not be personal to Lessee and may also be exercised by any assignee of the Lease permitted under the terms of the Lease. In the event Lessee declines to exercise a right to lease any particular Option Space and Lessor does not subsequently lease it to a third party on economic terms that are within 90 days at the rate offered to Lessee or proposes to enter into a lease for such space at a rate less than 95% of the economic terms rate offered to TenantLessee, then Landlord Lessor shall first be required to re-offer such space to Lessee at the Offered Space to Tenant on such terms, revised Fair Market Rental Rate which Lessor would accept and Tenant Lessee shall have the time periods set forth an additional six (6) business days in this Section which to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew accept such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right)Option Space.

FIRST RIGHT TO LEASE. Subject Provided that an Event of Default shall not then be outstanding, during the first thirty-six (36) full calendar months after the Rent Commencement Xxxx (Xxxxx Xxxxx) the Tenant shall have the First Right to Lease the terms hereofLucent space located on the second floor of the Building and containing approximately 41,000 square feet of rentable area (the "Lucent Space"), if the Lucent Space becomes available to lease during said 36 month period as a result of the actual or anticipated termination or expiration of the Lucent lease. Landlord shall provide written notice to Tenant of Landlord's interest in leasing the Lucent Space. Tenant shall have five (i5) during business days from the Term date of this its receipt of the notice from the Landlord to inform the Landlord, in writing, of its intent to lease the Lucent space. In the event the Tenant exercises its First Right to Lease there exists no Default the Lucent Space, then Landlord shall deliver the Lucent Space to Tenant in "AS-IS" condition within five (5) calendar days after the later to occur of: (a) the date of Landlord's receipt of Tenant's notice of exercise; or (b) the date Lucent vacates the Lucent Space ("Lucent Space Commencement Date"). Upon delivery by Landlord to Tenant under Section 23(a)(i) the Lucent Space shall be deemed to be part of the Premises and to be leased to Tenant on all the same terms and conditions as are set forth in this Lease, and (ii) Tenant except that the Base Rent per square foot shall not have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises (other than to an affiliated entity or successor as described in Section 20(b) above), and Tenant then actually occupies at least fifty percent (50%) of the Premises, and (iii) this Lease is still in full force and effect and at least two (2) years then remain in the Term (all of which conditions are for the benefit of, and may be waived by, Landlord), then at the time each of the two spaces in the Building that are immediately adjacent to the Premises and currently occupied then current annual rate paid by A.J. Mailing and Securadyne Northeast (each, a “First Offer Space”) becomes unencumbered from any existing renewal or extension options, Landlord shall so notify Tenant, and deliver Tenant, in accordance with such notice the terms of Section 10 herein, shall be given a description of that portion $12.50 per square foot Tenant Improvement Allowance, subject to reduction in accordance with the following schedule: Tenant Improvement Allowance equals $12.50 per rentable square foot to be reduced by $.15 per square foot per month beginning on the Rent Commencement Date (if less than allFifth Floor). For example: in the thirteenth (13/th/) of such First Offer month after the Rent Commencement Date (Fifth Floor), the Tenant Improvement Allowance shall be calculated as follows: $12.50 - ($.15 per month x 12 months = $1.80 reduction) = $10.70 per square foot for Tenant Improvement Allowance for Lucent Space. The rent commencement date for the Lucent Space that is available for lease shall be sixty (60) calendar days after the “Offered Space”) and all Lucent Space Commencement Date. The Tenant's Proportionate Share shall be recalculated as of the material terms and conditions on which Landlord is willing to so lease rent commencement date for the Offered Lucent Space to Tenant (including without limitation take into account the rent, any allowances and the rentable square footage of the Offered Lucent Space). Tenant shall have a one-time right on each First Offer Space, which Tenant may exercise by giving Landlord notice within ten (10) days after receipt of Landlord’s notice with respect to such First Offer Space, to irrevocably elect to lease the Offered Space on the terms and conditions set forth in Landlord’s notice. If Tenant shall so elect to lease the Offered Space (and provided that the conditions in clauses (i) through (iii) above continue to exist at the time of execution of such lease or amendment), Landlord shall furnish a commercially reasonable draft lease or lease amendment incorporating such terms and conditions set forth in Landlord’s notice, and Tenant shall, within ten (10) Business Days after receipt of such lease or amendment, execute and deliver the same to Landlord, but Tenant’s failure to enter into such lease or amendment shall have no effect on Tenant’s right or obligation to lease the Offered Space, unless Landlord shall elect to nullify Tenant’s election as a result thereof. Except as herein provided, if Tenant shall fail to elect to lease any Offered Space within such 10-day period (time being of the essence), Tenant shall have no further rights with respect to such First Offer Space (or any portion thereof), and Landlord shall thereafter be free to lease any or all of such First Offer Space to such party or parties, on such terms as Landlord may from time to time determine; provided, however, that if within the following six (6) months, Landlord offers the Offered Space to a third party on economic terms that are less than 95% of the economic terms offered to Tenant, then Landlord shall first be required to re-offer the Offered Space to Tenant on such terms, and Tenant shall have the time periods set forth in this Section to respond. For the purposes hereof, no First Offer Space will be deemed “available” if, prior to the lapse of any existing right or option to extend or renew such tenant’s lease, Landlord leases the same to the existing tenant of such First Offer Space pursuant to an existing right or option to extend or renew that tenant’s lease (or pursuant to a negotiated extension in lieu of or in addition to such an existing right).