Common use of Option Premises Clause in Contracts

Option Premises. (a) If at any time: (i) any part of the Option Premises shall be or become vacant and shall not be relet for a period of six (6) months after the date that such space becomes vacant; or (ii) any part of the Option Premises shall be operated in nonconformity with the terms of this Article 23, or with respect to the Museum Premises, in nonconformity with Article 23 of the Museum Lease, as such provisions existed on June 29, 2012, and Tenant shall give notice to Landlord of such nonconforming use, then, (1) if any Subtenant shall remain in occupancy of such part, Landlord shall use best efforts to cause such nonconforming use to cease (which efforts shall include, if necessary, the institution of actions or proceedings to terminate the Sublease of such Subtenant and to recover possession of such part of the Option Premises), and (2) if Landlord shall recover possession of such part of the Option Premises, and if Landlord shall not have relet such vacant space for use and operation substantially in accordance with the terms of this Article 23, or with respect to the Museum Premises, in conformity with Article 23 of the Museum Lease, within six (6) months following the later of (x) Tenant’s aforesaid notice with respect to such part, and (y) Landlord’s recovery of possession of such part; then Tenant shall have the right and option, which it may exercise by notice to Landlord given at any time within either (A) sixty (60) days after the expiration of the aforesaid six (6) month period, or (B) if Landlord shall have issued an Option Trigger Notice, sixty (60) days after the issuance of the Option Trigger Notice, to lease from Landlord all or any such part of the Option Premises referred to above, under this Lease and upon and subject to all of the terms and conditions contained herein, except that the Base Rent, for each Fiscal Year, applicable to such part of the Option Premises shall be an amount equal to the fair market rental value of said premises at the time of the addition of said premises to the Premises demised hereunder, determined in accordance with an appraisal conducted in the manner provided in Article 36 hereof. The scope of said appraisal shall be prepared by Lease Administrator in accordance with its policies and reviewed and approved by Tenant, in its reasonable discretion. Landlord may elect to deliver to Tenant written notice of the occurrence of the events giving rise to Tenant's right and option to lease from Landlord all or any portion of the Option Premises (an "Option Trigger Notice"). If Tenant fails to timely exercise its option with respect to any portion of the Option Premises pursuant to this Section 23.9(a), such option shall be deemed expired and, notwithstanding any other provisions of this Article 23, such portion of the Option Premises may be used by Landlord, its tenants and/or its subtenants for any purposes permitted under the Zoning Resolution and the Brooklyn Bridge Southeast Urban Renewal Plan, as amended. (b) The term "Option Premises" shall mean the following portions of Landlord's Premises, as each is depicted on Exhibit A-4: (w) the first floor at Nos. ▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ in ▇▇▇▇▇▇▇▇▇▇▇▇ Row (except that then existing public circulation areas within No. 12 ▇▇▇▇▇▇ Street shall remain as public circulation areas), (x) the first and second floors of ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, (y) the first floors at 207, ▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, and (z) the first and second floors of ▇▇▇-▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, other than a portion of each of those floors at ▇▇▇-▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ to be retained by Landlord (the "Retained Areas") for access to the other floors in such buildings, which such Retained Areas shall (i) be large enough to allow for elevators and stairs (such elevator and stairs to be separately demised and to be compliant with all applicable laws, rules, regulations and codes), as determined by Landlord in its reasonable discretion; and (ii) will be available for use by all tenants and occupants of the buildings, and their employees, guests and invitees.

Option Premises. (a) If at any time: (ia) any part of the Option Premises I shall be or become vacant and shall not be relet for a period of six (6) months after the date that of vacating of such space becomes vacantspace; or (iib) any part of the Option Premises I or Option Premises II shall be operated in nonconformity with the terms of this Article 23, or with respect to the Museum Premises, in nonconformity with Article 23 of the Museum Lease, Lease as such provisions existed exist on June 29, 2012, and Tenant shall give notice to Landlord of such nonconforming use, then, then (1) if any Subtenant shall remain in occupancy of such part, Landlord shall use its best efforts to cause such nonconforming use to cease (which efforts shall include, if necessary, the institution of actions or proceedings to terminate the Sublease of such Subtenant and to recover possession of such part of the Option Premises), and (2) if Landlord shall recover possession of such part of the Option Premises, and if Landlord shall not have relet such vacant space for use and operation substantially in accordance with the terms of this Article 23, or with respect to the Museum Premises, in conformity nonconformity with Article 23 of the Museum Lease, within six (6) months following the later of (x) Tenant’s ▇▇▇▇▇▇'s aforesaid notice with respect to such part, and (y) Landlord’s ▇▇▇▇▇▇▇▇'s recovery of possession of such part; then Tenant shall have the right and option, which it may exercise by notice to Landlord given at any time within either (A) sixty (60) days after the expiration of the aforesaid six (6) month period, or (B) if Landlord shall have issued an Option Trigger Notice, sixty (60) days after the issuance of the Option Trigger Notice, to lease from Landlord all or any such part of the Option Premises referred to above, under this Lease and upon and subject to all of the terms and conditions contained herein, except that that: (i) in respect of Option Premises I or any part thereof so leased to Tenant, the Base Rent, for each Fiscal Year, applicable to such part of the Option Premises I shall consist of the greater of the following sums: (A) full Taxes attributable to the Land and Buildings (or space) so leased, and (B) eighty percent (80%) of the average Base Rent payable by Tenant hereunder for the preceding three Fiscal Years multiplied by a fraction, the numerator of which shall be the number of square feet of Gross Leasable Area of the Option Premises I so leased and the denominator of which shall be the average number of square feet of Gross Leasable Area included in the Premises during said three Fiscal years; and] (ii) in respect of Option Premises II or any part thereof so leased to Tenant, the Base Rent, for each Fiscal Year, applicable to such part of the Option Premises II shall be an amount equal to the fair market rental value of said premises at the time of the addition of said premises to the Premises demised hereunder, determined in accordance with an appraisal conducted in the manner provided in Article 36 35 hereof. The scope of said appraisal shall be prepared by Lease Administrator in accordance with its policies and reviewed and approved by Tenant, in its reasonable discretion. Landlord may elect to deliver to Tenant written notice of the occurrence of the events giving rise to Tenant's right and option to lease from Landlord all or any portion of the Option Premises (an "Option Trigger Notice"). If Tenant fails to timely exercise its option with respect to any portion of the Option Premises pursuant to this Section 23.9(a), such option shall be deemed expired and, notwithstanding any other provisions of this Article 23, such portion of the Option Premises may be used by Landlord, its tenants and/or its subtenants for any purposes permitted under the Zoning Resolution and the Brooklyn Bridge Southeast Urban Renewal Plan, as amended. (bc) (i) The term "Option Premises" shall mean the following portions of Landlord's PremisesOption Premises I and Option Premises II, collectively, each as each is described below and depicted on Exhibit A-4: (w) the first floor at Nos. ▇▇ ▇▇▇ ▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇ in ▇▇▇▇▇▇▇▇▇▇▇▇ Row (except that then existing public circulation areas within No. 12 ▇▇▇▇▇▇ Street shall remain as public circulation areas), (x) the first and second floors of ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇▇, (y) the first floors at 207, ▇▇▇, ▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, and (z) the first and second floors of ▇▇▇-▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, other than a portion of each of those floors at ▇▇▇-▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇ to be retained by Landlord (the "Retained Areas") for access to the other floors in such buildings, which such Retained Areas shall (i) be large enough to allow for elevators and stairs (such elevator and stairs to be separately demised and to be compliant with all applicable laws, rules, regulations and codes), as determined by Landlord in its reasonable discretion; and (ii) will be available for use by all tenants and occupants of the buildings, and their employees, guests and inviteesA-4 hereto.