Common use of Landlord’s Option Clause in Contracts

Landlord’s Option. If the Tenant intends to effect a transfer of all or any part of the Leased Premises or this Lease, in whole or in part, or of any estate or interest hereunder, then and so often as such event shall occur, the Tenant shall give prior written notice to the Landlord of such intent, specifying therein the name of the proposed transferee and shall provide such information with respect thereto, including, without limitation, information concerning the principals thereof and as to any credit, financial or business information relating to the proposed transferee as the Landlord requires, and the Landlord shall, within fifteen (15) days thereafter, notify the Tenant in writing either, that (a) it consents or does not consent to the transfer, or (b) it elects to cancel this Lease in preference to the giving of such consent. If the Landlord elects to cancel this Lease, as aforesaid, the Tenant shall notify the Landlord in writing within fifteen (15) days thereafter of the Tenant’s intention either to refrain from such transfer or to accept the cancellation of this Lease. If the Tenant fails to deliver such notice within such period of fifteen (15) days, this Lease will thereby be terminated upon expiration of the said fifteen (15) day period. If the Tenant advises the Landlord it intends to refrain from such transfer, then, the Landlord’s right to cancel this Lease as aforesaid shall become null and void in such instance. The right of the Landlord to terminate the Lease shall not be applicable to a sublease of a part of the Leased Premises where the Tenant continues to operate its business in the remainder of the Leased Premises.

Landlord’s Option. If In the Tenant intends event the cost of repairing such damage to effect a transfer of all or any part such structural portions of the Leased Premises Building or this Leasesuch common areas is not fully covered by Landlord’s insurance, or in the event the cost of repairs exceeds the insurance proceeds paid to Landlord or payable to Landlord, Landlord may elect, at its option, not to make such repairs, in whole or in part, or of any estate or interest hereunder, then and so often as such which event shall occur, the Tenant shall give prior written notice to the Landlord of such intent, specifying therein the name of the proposed transferee and shall provide such information with respect thereto, including, without limitation, information concerning the principals thereof and as to any credit, financial or business information relating to the proposed transferee as the Landlord requires, and the Landlord shall, within fifteen (15) days thereafter, notify the Tenant in writing either, that (a) it consents or does not consent to the transfer, or (b) it elects to cancel this Lease in preference to may be terminated at Landlord’s option upon the giving of such consentnotice to Tenant. Notwithstanding the foregoing, if the Building is damaged or destroyed as a result of an isolated casualty event (i.e., and not as part of a geographic catastrophic event affecting multiple properties in the same geographic region as the Building) to the extent that, in the reasonable judgment of Landlord, the cost to repair and restore the Building would be less than $5,000,000.00 (the “Landlord Casualty Contribution”), then Landlord shall not have the right to terminate this Lease pursuant to this Paragraph 30.B (provided that the foregoing shall in no event modify or amend other rights in Landlord to terminate this Lease under this Paragraph 30). If the Premises is damaged by a casualty event and sufficient insurance proceeds to fully cover the repair and restoration are not received by Landlord (excepting the Landlord Casualty Contribution), and, solely due to the failure to receive such sufficient proceeds, Landlord elects to cancel terminate this LeaseLease and so notifies Tenant, as aforesaidTenant may elect to pay the cost of repair and restoration (less available insurance proceeds and deductible, which shall be paid for in accordance with the Tenant shall notify the Landlord in writing within fifteen (15) days thereafter of the Tenant’s intention either to refrain from such transfer or to accept the cancellation terms and conditions of this Lease) (the “Tenant Contribution”) by delivering written notice of such election, together with payment of such Tenant Contribution, to Landlord within ten (10) days after delivery of Landlord’s notice of election to terminate this Lease solely due to Landlord’s receipt of insufficient insurance proceeds to complete the repair and restoration work. If In the event Tenant fails to timely tender notice to Landlord or deliver the Tenant Contribution to Landlord, Tenant shall be deemed to waive its right to elect to pay the same and Landlord’s termination of the Lease shall remain in full force and effect. Upon receipt of such notice within such period and Landlord’s receipt of fifteen (15) dayspayment by Tenant of the Tenant Contribution, the Landlord termination shall be deemed rescinded and, following Tenant’s delivery to Landlord of the Tenant Contribution, Landlord shall promptly proceed with the repair and restoration of the Premises and Landlord shall have no further ability to terminate the Lease due to Landlord’s receipt of insufficient insurance proceeds. If Landlord elects to terminate this Lease under this Paragraph 30 and Tenant does not elect to pay the Tenant Contribution, this Lease will thereby be terminated upon expiration shall terminate as of the said fifteen (15) day perioddate set forth in Landlord’s notice of election to terminate this Lease. If Notwithstanding anything to the Tenant advises the Landlord it contrary contained in this Paragraph 30.B, if Landlord, in its sole discretion, intends to refrain from repair all such transferdamage to such affected structural portions of the Building or common areas within twelve (12) months of the date of the damage, thenthen Landlord shall not have a right to terminate the Lease pursuant to this Paragraph 30.B (however, for the avoidance of doubt, the Landlord’s foregoing shall not be deemed to be a limitation on any other right to cancel this Lease as aforesaid shall become null and void in such instance. The right of the for Landlord to terminate the Lease pursuant to this Paragraph 30). In no event shall not be applicable Landlord in bad faith terminate this Lease under the terms and conditions of this Paragraph 30 solely to a sublease of a part of release the Leased Premises where the Tenant continues to operate its business in the remainder of the Leased Premisesfor higher Base Rent amounts.

Landlord’s Option. If When applying to Landlord for its consent pursuant to Section 17(a) hereof, Tenant shall give written notice to Landlord identifying the intended assignee or sublessee by name and address and specifying the terms of the intended assignment or sublease and such additional information as Landlord may request. For a period of thirty (30) days after such notice is given, Landlord shall have the right by written notice to Tenant (i) if Tenant has notified Landlord that Tenant intends to effect a transfer of all or any part of the Leased Premises or assign this Lease, to terminate this Lease as of a date specified in whole such notice, which date shall not be less than thirty (30) days nor more than sixty (60) days after the date such notice is given; or in part(ii) except for an assignment under Section 17(b) above, if Tenant has notified Landlord that Tenant intends to sublet all or a portion of any estate or interest hereunderthe Demised Premises, then and so often to terminate this Lease as such event shall occur, the Tenant shall give prior written notice to the Landlord Demised Premises or portion thereof which Tenant intends to sublet as of a date specified in such intentnotice, specifying therein the name of the proposed transferee and which date shall provide such information with respect thereto, including, without limitation, information concerning the principals thereof and as to any credit, financial or business information relating to the proposed transferee as the Landlord requires, and the Landlord shall, within fifteen not be less than thirty (1530) nor more than sixty (60) days thereafter, notify after the Tenant in writing either, that (a) it consents or does not consent to the transfer, or (b) it elects to cancel this Lease in preference to the giving of date such consentnotice is given. If the Landlord elects to cancel so terminates this Lease, Landlord may, if it elects, enter into a new lease covering the Demised Premises or a portion thereof with the intended assignee or sublessee on such terms as aforesaidLandlord and such person may agree, or enter into a new lease covering the Demised Premises with any other person; in such event, Tenant shall notify the Landlord in writing within fifteen (15) days thereafter not be entitled to any portion of the Tenant’s intention either to refrain from profit, if any, which Landlord may realize on account of such transfer or to accept termination and reletting. From and after the cancellation date of such termination of this Lease. If , Tenant shall have no further obligation to Landlord hereunder with respect to the Tenant fails Demised Premises or the portion thereof as to deliver such notice within such period of fifteen (15) days, which this Lease will thereby be terminated upon expiration was terminated, except for matters occurring or obligations arising hereunder prior to the date of the said fifteen (15) day period. If the Tenant advises the Landlord it intends to refrain from such transfer, then, the Landlord’s right to cancel this Lease as aforesaid shall become null and void in such instance. The right of the Landlord to terminate the Lease shall not be applicable to a sublease of a part of the Leased Premises where the Tenant continues to operate its business in the remainder of the Leased Premisestermination.

Landlord’s Option. If Except for Exempt Assignments, Exempt Subleases and Permitted Subleases, if Tenant desires at any time to assign or sublet the Tenant intends to effect a transfer of all or any part of the Leased Premises or this LeasePremises, in whole or in part, or of any estate or interest hereunder, then and so often as such event shall occur, the Tenant shall give prior written notice to the Landlord of such intent, specifying therein the name of the proposed transferee and shall provide such information with respect thereto, including, without limitation, information concerning the principals thereof and as to any credit, financial or business information relating to the proposed transferee as the Landlord requires, and the Landlord shallLandlord, within fifteen (15) days thereafterafter Landlord’s receipt of all of the information required in the Transfer Notice, notify may by written notice to Tenant elect to terminate this Lease as to the entire Premises, except for those provisions that, by their express terms, survive the expiration or earlier termination hereof. If Landlord exercises such option, then Tenant shall have the right to withdraw such Transfer Notice by delivering to Landlord written notice of such election within five (5) days after Landlord’s delivery of notice electing to exercise Landlord’s option to terminate this Lease. In the event Tenant withdraws the Transfer Notice as provided in writing eitherthis Section, that (a) it consents or does not this Lease shall continue in full force and effect. No failure of Landlord to exercise its option to terminate this Lease shall be deemed to be Landlord’s consent to a proposed assignment or sublease. In the transfer, or (b) it elects to cancel this Lease in preference to the giving of such consent. If event the Landlord elects to cancel this Lease, as aforesaid, the Tenant shall notify the Landlord in writing within fifteen (15) days thereafter of the Tenant’s intention either to refrain from such transfer or to accept the cancellation of this Lease. If the Tenant fails to deliver such notice within such period of fifteen (15) days, this Lease will thereby be terminated upon expiration of the said fifteen (15) day period. If the Tenant advises the Landlord it intends to refrain from such transfer, then, the Landlord’s right to cancel this Lease as aforesaid shall become null and void in such instance. The right of the Landlord to terminate the Lease and Tenant does not withdraw such Transfer Notice, the Lease shall not terminate on the proposed date the transfer or sublease would be applicable to a sublease of a part of the Leased Premises where the Tenant continues to operate its business effective as specified in the remainder Transfer Notice and Tenant shall have no further obligations with respect to the Premises other than (a) to surrender and vacate the Premises on or before the effective date of termination, and (b) all obligations of Tenant which survive the Leased Premisesexpiration or termination of this Lease pursuant to the terms hereof (including, without limitation, all indemnity obligations of Tenant under this Lease). After any such election by Landlord, Landlord shall be entitled to re-lease the Premises in Landlord’s sole and absolute discretion.