Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred: 4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section; 4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term; 4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or 4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 3 contracts
Sources: Absolute Net Lease Agreement (Zoned Properties, Inc.), Absolute Net Lease Agreement (Zoned Properties, Inc.), Absolute Net Lease Agreement (Zoned Properties, Inc.)
Option to Extend. (a) Provided that the Tenant is not then in default of its obligations under this Lease beyond any applicable cure or grace period, the Landlord shall have at the optionexpiration of the Term, exercisable by written provided the Tenant has given the Landlord notice of its exercise of the option to Landlord given not later than 180 days extend at least twelve (12) months prior to the expiration of the then current Term, to extend the Term for a further term of five (5) years on (the “First Extension Term”) from the expiration of the Term, upon the same terms and conditions as provided contained in this Lease (a “Lease Term Extension”). Tenant shall except extension options and the Annual Base Rent to be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to paid during the Premises; First Extension Term.
(b) for each Lease Year during Provided that the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there Tenant is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void not then in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any default of its obligations under this LeaseLease beyond any applicable cure or grace period, which Event of Default remains uncured after the Landlord shall at the expiration of all applicable the First Extension Term, provided the Tenant has given the Landlord notice and cure periods, at the time Tenant exercises of its exercise of the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred twelve (18012) days months prior to the expiration of the First Extension Term, extend the First Extension Term for a further term of five (5) years (the “Second Extension Term”) from the expiration of the Term, upon the same terms and conditions contained in this Lease except extension options and the Annual Base Rent to be paid during the Second Extension Term.
(c) The Annual Base Rent during any Extension Term shall be the Current Market Rent for the Premises. If the Landlord and the Tenant have not mutually agreed on the amount of the Annual Base Rent at least three (3) months prior to the commencement of such Extension Term, then current Term unless otherwise agreed to Annual Base Rent shall be decided in writing the manner set out in Section 3.3. Until the Annual Base Rent has been determined, the Tenant shall pay the monthly Rent requested by the Landlord; or
4.2.4. Landlord and, upon the determination of the Annual Base Rent, the Landlord and the Tenant has assigned its shall make the appropriate adjustments together with interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15at the Prime Rate.
Appears in 3 contracts
Sources: Industrial Lease (Bway Corp), Industrial Lease (Bway Corp), Industrial Lease (Bway Corp)
Option to Extend. (a) Subject to the terms hereof, if (i) during the Term of the Lease there exists no Default of Tenant hereunder (or any event or circumstance which, with the giving of notice or the passage of time, and the expiration of all cure rights permitted, would constitute a Default of Tenant), and (ii) Tenant shall not have assigned the Lease or sublet all or any portion of the Premises, and then actually occupies the entire Premises, and (iii) the Lease is still in full force and effect (any and all of which conditions are for the benefit of, and may be waived by, Landlord), Tenant shall have the optionright to extend the Term of this Lease for one extended term (the "Extended Term") of five (5) years. The Extended Term shall commence on July 1, exercisable 2025, and shall end at 11:59 p.m., Boston time, on June 30, 2030. Tenant shall exercise such option to extend by giving written notice to Landlord given not later than 180 days prior to the expiration June 30, 2024. The giving of the then current Term, to such notice by Tenant shall automatically and irrevocably extend the Term of the Lease for five (5) years the Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, the Lease shall automatically terminate on the same terms June 30, 2025, and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event it being agreed that time shall be of Default remains uncured after the expiration essence in the giving of such notice. The Extended Term shall be on all applicable notice the terms and cure periodsconditions of this Lease, at except that the time Annual Basic Rent for the Extended Term shall be determined pursuant to paragraph (b) hereof.
(b) The Annual Basic Rent for the first year of the Extended Term shall be the Fair Market Rental Value of the Premises (exclusive of the cost of supplying Tenant exercises the option electricity), to extend or at be established as of the commencement of the extended Extended Term (the "Determination Date"). The term "Fair Market Rental Value" shall mean the annual fixed rent that a willing tenant would pay and a willing landlord would accept, each acting in its own best interest and without duress, in an arms-length lease of the Premises as of the Determination Date. For purposes of determining the Fair Market Rental Value, during the Extended Term;
4.2.3, the Tenant’s Share of Operating Expenses and Taxes shall be computed using updated base years, consistent with then-prevailing market practices. ▇▇▇▇▇▇ has failed If Landlord and Tenant shall fail to agree upon the Fair Market Rental Value within six (6) months before the Determination Date, then Landlord and Tenant each shall give written notice (the "Determination Notice") to Landlord the other setting forth their respective determinations of the Fair Market Rental Value, and, subject to the provisions of paragraph (c) below, either party may apply to the then president of the Real Estate Finance Association of the Greater Boston Real Estate Board, or any successor thereto, for the designation of an arbitrator satisfactory to both parties to render a final determination of the Fair Market Rental Value. That there shall be only one arbitrator, who shall have had at least one hundred ten (18010) years’ experience as a real estate broker or appraiser in the Natick/Speen Street/Route 30 office rental market. The arbitrator shall conduct such hearings and investigations as the arbitrator shall deem appropriate and shall, within thirty (30) days prior to the expiration after having been appointed, choose one of the then current Term unless otherwise agreed to determinations set forth in writing either Landlord’s or Tenant’s Determination Notice, and that choice by the Landlord; or
4.2.4arbitrator shall be binding upon Landlord and Tenant. Tenant has assigned Each party shall pay its interest own counsel fees and expenses, if any, in connection with any arbitration under this paragraph (b), and the parties shall share equally all other expenses and fees of any such arbitration. The determination rendered in accordance with the provisions of this paragraph (b) shall be final and binding in fixing the Fair Market Rental Value. The arbitrator shall not have the power to add to, modify, or change any of the provisions of this Lease without Landlord’s written approval, except as may be permitted under Section 15Lease.
Appears in 3 contracts
Sources: Lease Agreement, Lease (Ameresco, Inc.), Lease
Option to Extend. 13.1 Provided that Tenant is not then in default hereunder beyond applicable cure periods, if any, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to option (the expiration of the then current Term, "Extension Option") to extend the Term of this Lease for an additional period of five (5) years commencing on August 1, 2011 and expiring on July 31, 2016 (the "Extension Term"). The Extension Option may be exercised by Tenant delivering to Landlord written notice thereof (the "Tenant Extension Notice") not earlier than February 1, 2010 and not later than July 31, 2010. The Extension Term shall be upon all of the same terms terms, covenants and conditions as provided in of this Lease as are in effect upon Tenant's exercise of such Extension Option, except (a “Lease Term Extension”). Tenant i) as to Annual Fixed Rent, which shall be granted two determined as set forth below, and (2ii) Lease Term Extensions. If that Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term extension rights unless otherwise agreed to in writing by Landlord. Notwithstanding any provision herein to the Landlord; or
4.2.4. contrary, the Extension Option shall be null and void upon the occurrence of any of the following events: (i) Tenant's failure to exercise the Extension Option within the aforementioned time period in accordance with the provisions set forth herein, or (ii) Tenant has assigned assigning its interest in this Lease, or (iii) Tenant at the time of such exercise having subleases in effect which total more than 25% of the square footage in the Building.
13.2 If Tenant exercises the Extension Option as provided in Section 13.1 above, then the annual fixed rental (Rent), as described in Section 2.1 of this Lease and in Exhibit 1 to this Lease without Landlord’s written approvalLease, except for the Extension Term shall be the greater of (i) $2,875,037 or (ii) the Fair Market Rent. As used herein, the term "Fair Market Rent" means the Annual Fixed Rent as may determined: (i) by agreement between Landlord and Tenant, negotiating in good faith, no later than thirty (30) days after Tenant's timely exercise of the Extension Option, or (ii) if Landlord and Tenant shall not have agreed upon the Fair Market Rent by said date as aforesaid (an "Impasse"), then Fair Market Rent for the Extension Term shall be permitted under Section 15fixed by means of an Appraisers' Determination as defined below.
Appears in 3 contracts
Sources: Lease Amendment (Brooks Automation Inc), Lease Amendment (Brooks Automation Inc), Lease Amendment (Pri Automation Inc)
Option to Extend. Provided (i) Tenant (as used in this Section 16.16, the term "Tenant" shall also include any Permitted Transferee that succeeds to Tenant's interest under Article 11, above) is not in Default hereunder at the time it exercises this option, (ii) the creditworthiness of Tenant is no less than on the date hereof, (iii) Tenant originally named herein remains in possession of all or substantially all of the Leased Premises, Tenant shall have the optionoption to extend the Original Term for three (3) successive periods of five (5) years each (the "Extension Term(s)"). The Extension Term shall be upon the same terms and conditions contained in the Lease during the initial Lease Term (the "Original Term") except (i) this provision giving five (5) extension options shall be amended to reflect the remaining options to extend, exercisable if any and (ii) the Minimum Annual Rent shall be adjusted as set forth below (the "Rent Adjustment"). Tenant shall exercise such option by written notice (i) delivering to Landlord given not Landlord, no later than 180 days sixteen (16) months prior to the expiration of the then current Original Term or, if applicable, the Extension Term, written notice of Tenant's desire to extend the Original Term or, if applicable, the Extension Term, and (ii) delivering to Landlord within fifteen (15) business days of receipt of the Rent Adjustment, written notice of its rejection thereof (which rejection shall terminate Tenant's option to extend), or that Tenant disputes Landlord's determination of the Rental Adjustment and shall include Tenant's good faith determination of what the Rental Adjustment should be. In the case of a notice disputing the Rental Adjustment, Landlord and Tenant shall mutually work together for five a period of ten (510) years on days to resolve the same dispute and, if unable to agree upon the Rental Adjustment within said period, Landlord and Tenant shall in good faith participate in non-binding arbitration of the Rental Adjustment for a period of thirty (30) days. Unless Landlord otherwise agrees in writing, Tenant's failure to timely exercise such option shall waive it and any succeeding option. Landlord shall notify Tenant of the amount of the Rent Adjustment no later than sixty (60) days after receipt of Tenant's exercise of its option. If Tenant properly exercises its option to extend, Landlord and Tenant shall execute an amendment to the Lease reflecting the terms and conditions of the Extension Term. The Minimum Annual Rent for the applicable Extension Term shall be an amount equal to the Minimum Annual Rent then being quoted by Landlord to prospective tenants of the Building for space of comparable size and quality and with similar or equivalent improvements as are found in the Building, and if none, then in similar buildings in the vicinity, excluding free rent and other concessions. The Minimum Monthly Rent shall be an amount equal to one-twelfth (1/12) of the Minimum Annual Rent for the Extension Term and shall be paid at the same time and in the same manner as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 3 contracts
Sources: Office Lease (Interactive Intelligence Group, Inc.), Office Lease (Interactive Intelligence Group, Inc.), Office Lease (Interactive Intelligence Group, Inc.)
Option to Extend. Provided that at the time of exercise and at all times prior to the commencement of the subject Extended Term, Tenant shall not be in default under this Lease or otherwise failed to have timely performed all of Tenant’s obligations under this Lease, the optionTerm of this Lease shall be subject to two (2) extension options for an additional period of 60 months each (individually, exercisable by written notice to Landlord given not later than 180 days prior to the “Extension Option”, and collectively, the “Extension Options”). The first Extension Option shall commence as of the expiration of the then current Initial Term and expire on the date that is 60 full calendar months thereafter (the “First Extended Term”), and the second Extension Option shall commence as of the expiration of the First Extended Term and expire on the date that is 60 full calendar months thereafter (the “Second Extended Term”, and individually with the First Extended Term, to extend the Term for five an “Extended Term”). The Extension Options shall be exercisable as follows:
(51) years on The Extension Option shall be upon the same material terms and conditions as provided contained in this Lease Lease, except that (a i) the initial Monthly Base Rent for the Premises shall be equal to the Fair Market Rent (as defined in Section 2.2(d)(2) below) for the Premises as of the first month of the subject Extension Option determined in the manner set forth in Section 2.2(d)(3) below and (ii) Tenant shall accept the Premises in an “Lease as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises (subject, however, to the terms of Section 8.1 of this Lease).
(2) Tenant’s election to exercise an Extension Option must be given to Landlord in writing no less than eight (8) months prior to (i) the expiration of the initial Term Extension(as to the first Extension Option), or (ii) the expiration of the First Extended Term (as to the second Extension Option) (the “Extension Notice”). Tenant shall be granted two Within thirty (230) Lease Term Extensions. If Tenant elects to make a Lease Term Extensiondays of Landlord’s receipt of the Extension Notice, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements send Tenant written notice of Landlord’s determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality to the Premises; Premises under a primary lease (band not sublease) to new or renewing tenants, for each Lease Year during a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the extended TermPremises are situated and the like, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extensionsituated in buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, the subject Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has timely exercised such Extension Option, if an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, uncured Default exists at the time Tenant exercises the option, if one of exercise of such Extension Option or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the of commencement of the extended subject Extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 3 contracts
Sources: Office/Laboratory Lease (OmniAb, Inc.), Office/Laboratory Lease (Avista Public Acquisition Corp. II), Office/Laboratory Lease (Ligand Pharmaceuticals Inc)
Option to Extend. On the conditions which Landlord may waive, at its election, by written notice to Tenant at any time, that Tenant is not in default of its covenants and obligations under the Lease beyond notice and applicable cure periods and Tenant or its permitted assignee un Section 10.4 above, is occupying all of the Premises both as of the time of option exercise and as of the commencement date of the extension term, and the financial condition of Tenant is as good as of the Term Commencement Date, Tenant shall have the optionoption to extend the term of this Lease for one additional five (5) year term ("Extension Term") , exercisable such term commencing as of the day after the expiration of the initial term of the Lease. Tenant may exercise such option to extend by giving Landlord written notice to Landlord given not later than 180 days on or before the date twelve (12) months prior to the expiration date of the then current Termoriginal term of the Lease. Upon the timely giving of such notice, the terms of this Lease shall be automatically extended upon all terms and conditions of this Lease except that the Annual Fixed Rent, Operating Costs in the Base Year and Tax Base during said Extension Term shall be as hereinafter set forth. If Tenant fails to timely give notice, as required, Tenant shall have nor further right to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, term of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement being of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and essence to this Lease without Landlord’s written approval, except as may be permitted under Section 15Article 11.
Appears in 2 contracts
Sources: Lease (Viryanet LTD), Lease (Viryanet LTD)
Option to Extend. (a) Provided that, at the time of each such exercise, (i) this Lease is in full force and effect, and (ii) no Event of Default shall have occurred and be continuing (either at the time of exercise or at the commencement of an Extended Term), Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right and option to extend the Term of this Lease for two (2) extended terms (collectively, the “Extended Terms”) of five (5) years on each by giving written notice to Landlord not later that twelve (12) months (nor earlier than eighteen (18) months) prior to the same terms and conditions as provided expiration date of the Term then in effect. The effective giving of such notice of extension by Tenant shall automatically extend the Term of this Lease (a “for the applicable Extended Term, and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, this Lease shall automatically terminate at the end of the Term Extension”). then in effect, and Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term of this Lease. Each Extended Term shall commence on the date immediately succeeding the expiration date of the original Term of the preceding Extended Term, as the case may be, and shall end on the day immediately preceding the fifth anniversary of the first day of such Extended Term. The Extended Term shall be deemed null on all the terms and void conditions of this Lease, except: (i) during the second Extended Term, Tenant shall have no further option to extend the Term, and (ii) the Basic rent for the Extended Terms shall be the Fair Market Rental Value of the Premises as of the commencement of the Extended Term in question, taking into account all relevant factors, determined pursuant to paragraph (b), but in no event shall the Basic Rent for the Extended Term be less than the Basic Rent at the expiration of the original or Extended Term immediately preceding the commencement of the Extended Term in question.
(b) Within thirty (30) days after receiving Tenant’s notice extending the Term of this Lease pursuant to paragraph (a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rental Value of the Premises for the upcoming Extended Term based upon rents being paid by tenants entering into leases for comparable space similar in size, build-out, amenities and term in the Waltham area, not including the value of any improvements made to the Premises by Tenant at Tenant’s sole cost and expense. If Tenant is unwilling to accept Landlord’s estimate of the Fair Market Rental Value as set forth in Landlord’s discretion, of which such determination shall be made reasonably and in good faithnotice referred to above, and not unreasonably withheldthe parties are unable to reach agreement thereon within thirty (30) days after the delivery of such notice by Landlord, conditioned, or delayed, if, at the time then Tenant exercises the option, if one or more may rescind its exercise of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in option to extend by written notice from delivered to Landlord on two within ten (210) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periodssuch thirty (30)-day period. If Tenant does not so exercise its right to rescind, at then either party may submit the time Tenant exercises the option to extend or at the commencement determination of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed Fair Market Rental Value of the Premises to give written arbitration by giving notice to Landlord at least one hundred the other party naming the initiation party’s arbitrator within ten (18010) days prior to after the expiration of such ten (10)-day period. Within fifteen (15) days after receiving a notice of initiation of arbitration, the then current Term unless otherwise agreed to in writing responding party shall appoint its own arbitrator by notifying the initiating party of the responding party’s arbitrator. If the second arbitrator shall not have been so appointed within such fifteen (15) day period, the Fair Market Rental Value of the Premises shall be determined by the Landlord; initiating party’s arbitrator. If the second arbitrator shall have been so appointed, the two arbitrators thus appointed shall, within fifteen (15) days after the responding party’s notice of appointment of the second arbitrator, appoint a third arbitrator. If the two initial arbitrators are unable timely to agree on the third arbitrator, then either may, on behalf of both, request such appointment by the Boston office of JAMS/ENDISPUTE, or its successor, or
4.2.4, on its failure, refusal or inability to act, by a court of competent jurisdiction. Tenant has assigned Within fifteen (15) days after the appointment of the third arbitrator, the three arbitrators shall determine the Fair Market Rental Value of the Premises and give notice thereof to the parties hereto, and the arbitrators’ determination shall be binding upon the parties. All arbitrators shall be appraisers or other qualified real estate professionals who are independent from the parties who have had at least ten (10) years commercial real estate experience in the greater Boston area. Each party shall pay the fees of its interest in own arbitrator, and to this Lease without Landlord’s written approval, except as may the fees of the third arbitrator shall be permitted under Section 15shared equally by the parties.
Appears in 2 contracts
Sources: Lease Agreement (Repligen Corp), Lease Agreement (Repligen Corp)
Option to Extend. Tenant (a) Provided Lessee is not in default of its obligations under this Lease beyond any applicable notice and cure period at the time of exercise or on the commencement date of the Extended Term (as hereinafter defined), Lessee shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one (1) option to extend the Term of this Lease (the “Option to Extend”) for a period of five (5) years (the “Extended Term”) on the same terms and conditions as provided set forth in this Lease except that (i) the Monthly Base Rent for the Extended Term shall be adjusted to the Extended Term Rate, as defined in Paragraph 3(c) below, and (iii) Lessee shall accept the Premises in their then “as is” condition and Paragraph 13, subject to and without limiting, Lessor’s maintenance, repair and other obligations under this Lease; it being understood that Tenant Improvements (as defined below), shall not apply to the Extended Term. This Option to Extend is granted for the personal benefit of Mousera and its Permitted Transferee(s) only, and shall be exercisable only by Mousera or a “Lease Term Extension”Permitted Transferee (as defined in Paragraph 17(f) below). Tenant shall This option to extend may not be granted two (2) Lease Term Extensions. If Tenant elects assigned or transferred to make any assignee or sublessee, other than a Lease Term ExtensionPermitted Transferee, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to without the Premises; prior written consent of Lessor.
(b) for each Lease Year during Lessee shall give Lessor written notice of its intent to exercise its Option to Extend no earlier than twelve (12) months and no later than nine (9) months prior to the extended Termexpiration of the initial Term (the “Option Exercise Period’). If Lessee does not exercise the Option to Extend within the Option Exercise Period, the Option to Extend shall lapse, time being of the essence.
(c) The initial Monthly Base Rent for such extended the Premises during the Extended Term (the “Extended Term Rate”) shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything determined pursuant to the contrary hereinprovisions of this Paragraph 3(c), an option and shall equal to extend the Term may be deemed null and void in Landlord’s discretionthen current fair market rental for the Premises as of the commencement of the Extended Term, of which such determination shall be made reasonably based on what a willing new lessee would pay and a willing lessor would accept at arm’s length for comparable premises in good faiththe Milpitas, California market of similar age, size, quality of construction and specifications for a lease similar to this Lease for the same uses specified hereunder and taking into consideration that there will be no free rent, improvement allowance, or other rent concessions, and other items that professional real estate brokers or professional real estate appraisers customarily consider, including, but not unreasonably withheldlimited to, conditionedspace availability, or delayedtenant size, ifdistinctions between “gross” and “net” leases, at the time Tenant exercises the optionparking charges and any other lease considerations, if one any, then being charged or more granted by the lessors of such similar commercial building projects.
(i) Upon the written request by Lessee to Lessor received by Lessor at any time during the Option Exercise Period and prior to the exercise by Lessee of the following has occurred:Option to Extend, Lessor shall, within fifteen (15) days of such request, give Lessee written notice of Lessor’s good faith opinion of the Extended Term Rate. Thereafter, but prior to the end of the Option Exercise Period, Lessee may give Lessor written notice of its intent to exercise its Option to Extend, and Lessor and Lessee shall enter into good faith negotiations in an effort to reach agreement on the Extended Term Rate.
4.2.1(ii) If Lessor and Lessee are unable to agree upon the Extended Term Rate within fifteen (15) days of Lessee’s delivery of the exercise notice to Lessor, said amount shall be determined by appraisal. Tenant has been late The appraisal shall be performed by one broker if the parties are able to agree upon one broker. If the parties are unable to agree upon one broker, then each party shall appoint a broker and the two brokers shall select a third broker. Each broker selected shall have at least ten (10) years of full-time commercial real estate brokerage experience in the payment Milpitas office/manufacturing rental market.
(iii) If only one broker is selected, that broker shall notify the parties in simple letter form of Rentits determination of the Extended Term Rate within fifteen (15) days following its selection. Said appraisal shall be binding on the parties as the appraised current Extended Term Rate. If multiple brokers are selected, which resulted each broker shall within ten (10) days of being selected make its determination of the Extended Term Rate in written notice from Landlord on simple letter form. If two (2) or more occasions within a single Lease Yearof the brokers agree on said amount, such agreement shall be binding upon the parties. If multiple brokers are selected and two (2) brokers are unable to agree on the Extended Term Rate, the Extended Term Rate shall be determined by taking the mean average of the appraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10%) of the middle appraisal, shall be disregarded in calculating the average.
(iv) If only one broker is selected, then each party shall pay one-half of the fees and expenses of that broker. If three brokers are selected, each party shall bear the fees and expenses of the broker it selects and one-half of the fees and expenses of the third broker.
(d) Thereafter, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant that Lessee has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable previously given timely notice and cure periods, at the time Tenant exercises the option to extend or at the commencement Lessor of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration exercise by Lessee of the then current Term unless otherwise agreed Option to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in Extend, Lessor and Lessee shall execute an amendment to this Lease without Landlord’s written approval, except as may stating that the initial Monthly Base Rent for the Premises during the Extended Term shall be permitted under Section 15equal to the determination by appraisal.
Appears in 2 contracts
Sources: Lease (Recursion Pharmaceuticals, Inc.), Lease (Recursion Pharmaceuticals, Inc.)
Option to Extend. (a) Provided that, at the time of such exercise, (i) there exists no Default of Tenant under Section 23(a)(i) of this Lease; (ii) this Lease is still in full force and effect and Tenant actually occupies at least fifty percent (50%) of the Premises; and (iii) 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 (all of which conditions are for the benefit of, and may be waived by, Landlord), Tenant shall have the optionright to extend the Term of this Lease as to the Premises originally leased hereunder for one extended term (the “Extended Term”) of five (5) years. The Extended Term shall commence on the day immediately following the expiration date of the Initial Term, exercisable and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of the Extended Term. Tenant shall exercise such option by giving Landlord written notice of its desire to Landlord given do so, not later than 180 days nine (9) months prior to the expiration of the then current Initial Term, it being agreed that time shall be of the essence with respect to the giving of such notice. The giving of such notice shall automatically extend the Term of this Lease for the Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord within such time, the Term of this Lease shall automatically terminate at the end of the Initial Term, and Tenant shall have no further right or option to extend the Term for five (5) years of this Lease, time being of the essence. The Extended Term shall be on all the same terms and conditions as provided in of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term ExtensionLease, tenant acknowledgesexcept that: (ai) Landlord shall have no obligation to make perform or pay for any construction or improvements to the Premises, with respect to the Extended Term; and (ii) the Basic Rent for the Extended Term shall be determined in accordance with Paragraphs 36(b) and (c).
(b) for each Lease Year during the extended Term, Base The Basic Rent for such extended the Extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything at a rental rate equal to the contrary herein, an option to extend Fair Market Rental Value (in the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more North Suburban Boston area) of the following has occurred:
4.2.1. Tenant has been late in the payment Premises as of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Extended Term;, determined without regard to Tenant’s right to extend, as agreed by the parties, it being understood that during the Extended Term, Additional Rent shall continue to be calculated in accordance with Paragraph 7 of this Lease.
4.2.3(c) (i) The term “Fair Market Rental Value” shall mean the annual fixed rent that a willing tenant would pay and a willing landlord would accept, each acting in its own best interest and without duress, in an arms-length lease of the premises in question as of the date (the “Determination Date”) on which the same is to become effective and taking into account all relevant factors. ▇▇▇▇▇▇ has failed If Landlord and Tenant shall fail to agree upon the Fair Market Rental Value within sixty (60) days before the Determination Date, then Landlord and Tenant each shall give written notice (the “Determination Notice”) to Landlord the other setting forth their respective determinations of the Fair Market Rental Value, and, subject to the provisions of paragraph (ii) below, either party may apply to the American Arbitration Association or any successor thereto for the designation of an arbitrator satisfactory to both parties to render a final determination of the Fair Market Rental Value. The arbitrator shall be a real estate appraiser or consultant who shall have at least one hundred ten (18010) years’ continuous experience as a commercial real estate broker or appraiser, and having significant experience with property similar to the Building in the north suburban Boston area. The arbitrator shall conduct such hearings and investigations as the arbitrator shall deem appropriate and shall, within thirty (30) days prior to the expiration after having been appointed, choose one of the then current Term unless otherwise agreed to determinations set forth in writing either Landlord’s or Tenant’s Determination Notice, and that choice by the Landlord; or
4.2.4arbitrator shall be binding upon Landlord and Tenant. Tenant has assigned Each party shall pay its interest own counsel fees and expenses, if any, in connection with any arbitration under this paragraph (c), and the parties shall share equally all other expenses and fees of any such arbitration. The determination rendered in accordance with the provisions of this paragraph (ii) shall be final and binding in fixing the Fair Market Rental Value. The arbitrator shall not have the power to add to, modify, or change any of the provisions of this Lease without Landlord’s written approval, except as may be permitted under Section 15Lease.
Appears in 2 contracts
Sources: Lease (ConforMIS Inc), Lease Agreement (ConforMIS Inc)
Option to Extend. (a) Paragraph 8 of the Second Amendment is hereby deleted in its entirety and is of no further force or effect.
(b) Provided that (i) no Event of Default has occurred and is then continuing, (ii) the creditworthiness of Tenant has not materially declined relative to its creditworthiness as of the date hereof, and (iii) Tenant originally named herein (or a Related Entity, as defined in Section 12(f) of the Lease) remains in possession of the Premises, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one (1) option to extend the Term of the Lease for one (1) additional period of five (5) years on (the “Extension Term”). The Extension Term shall be upon the same terms and conditions as provided contained in the Lease, except (x) Tenant shall not have any further option to extend, (y) any improvement allowances or other concessions applicable to the Premises under this Lease shall not apply to the Extension Term, and (a z) the Base Rent shall be adjusted as sets forth herein (“Lease Term ExtensionRent Adjustment”). Tenant shall be granted exercise such option by delivering to Landlord, no later than two hundred seventy (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180270) days prior to the expiration of the then current Term unless otherwise agreed of the Lease, written notice of Tenant’s desire to in writing by extend the Term of the Lease. Tenant’s failure to properly exercise such option shall be deemed a waiver of such option. If Tenant properly exercised its option to extend, Landlord; or
4.2.4, shall notify Tenant of the Rent Adjustment no later than two hundred ten (210) days prior to the commencement of Landlord a written objection thereto within ten (10) business days after receipt thereof. If Tenant has assigned properly exercise its interest in option to extend, Landlord shall provide and Tenant shall execute an amendment to this Lease without reflecting the terms and conditions of the Extension Term within thirty (30) days after Tenant’s acceptance (or deemed acceptance) of the Rent Adjustment.
(c) The Base Rent as adjusted for the Extension Term shall be an amount equal to the Base Rent (plus any improvement allowances or other concessions) then being paid by tenants under leases signed in the immediately preceding six (6) month period for space in the Building or other similar buildings within five (5) miles of the Building, of comparable size and quality and with similar or equivalent improvements as are found in the Building (taking into consideration concessions such as rental waivers, abatement, improvement allowances and lease assumptions granted to such tenants if not included in Landlord’s calculation of the Rent Adjustment), provided, however, that if Tenant delivers to Landlord a written approvalobjection to Landlord’s proposed Rent Adjustment within thirty (30) days after Tenant’s receipt of Landlord’s proposed Rent Adjustment, except and the parties cannot agree on a Base Rent for the Extension Term within thirty (30) days after Tenant’s written objection, then Tenant may retract its exercise of its option to extend, or Tenant may choose arbitration to determine the Rent Adjustment. If Tenant chooses arbitration, Tenant shall give Landlord written notice of its desire to seek arbitration within five (5) days after expiration of such thirty (30) day period (“Arbitration Notice”). Within Ten (10) days after Tenant provides Landlord with its Arbitration Notice, the parties shall each appoint an appraiser to determine the Base Rent as may adjusted for the Extension Term for the Leased Premises. Each appraiser so selected shall be permitted under Section 15an MAI appraiser having at least ten (10) years prior experience in the appraisal of comparable space in the metropolitan area in which the Leased Premises are located, and with a working knowledge of current rental rates and practices. If the two appraisers cannot agree upon the Base Rent as adjusted for the Extension Term for the Leased Premises within twenty (20) days after their appointment, then, within ten (10) days after the expiration of such twenty (20) day period, the two appraisers shall select a third appraiser meeting the above criteria. Once the third appraiser has been selected as provided for above, then such third appraiser shall, within ten (10) days after appointment, make its determinations of the Base Rent as adjusted for the Extension Term. The average of the two closest determination of the Base Rent as adjusted for the Extension Term shall be used as the Base Rent for the applicable Extension Term and shall be binding on both Landlord and Tenant. Landlord and Tenant shall each bear the cost of its appraiser and shall share the cost of the third. If Tenant fails to provide the Arbitration Notice as provided above, then Tenant’s exercise of its option to extend shall be deemed retracted. The monthly rental installments shall be an amount equal to one-twelfth (1/12) of the Base Rent as adjusted for the Extension Term and shall be paid at the same time and in the same manner as provided in the Lease.
Appears in 2 contracts
Sources: Deed of Lease (Maravai Lifesciences Holdings, Inc.), Deed of Lease (Maravai Lifesciences Holdings, Inc.)
Option to Extend. Tenant shall have the option, exercisable option to extend the Term of this Lease for two (2) successive terms of five (5) years each (each being referred to as an "extended term"). The option shall be exercised only by written notice to Landlord given not later no more than 180 days twelve (l2) months and no less than nine (9) months prior to the expiration of the then current Termoriginal Term or the first extended term, as the case may be. Said notice shall be effective only if given in the timely manner described; however, Tenant's exercise of its option may be deemed void in Landlord's sole discretion if Tenant is not occupying the Premises for the Permitted Use, is in default under the terms of this Lease either on the date of the notice or on the date of the expiration of the original Term or of the first extended term, as the case may be, or has assigned this Lease or sublet more than fifty percent (50%) of the Premises (other than to extend an Affiliated Entity). The demise of the Term Premises for five (5) years each extended term shall be on the same terms and conditions as provided in this Lease (a “Lease the original Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionor the first extended term, tenant acknowledges: (a) as the case may be, except that Landlord shall have no obligation to make construct or renovate the Premises or to provide any improvements allowance or contribution with respect thereto and the charge for all parking passes to the Premises; (b) for each Lease Year be used during the extended Term, Base Rent for such extended Term term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late then current prevailing rate in the payment of RentGarage, which resulted in written notice as such rate may vary from Landlord on two time to time (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of but not less than three (3) business days shall not be counted the highest rate being charged to Tenant for purposes its parking passes as of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed of this Lease), and except that the Base Rent, the Operating Costs for the Base Calendar Year and the Real Estate Taxes for the Base Calendar Year during such extended term shall be as set forth hereinafter. All other items of additional rent shall be the same. Once the Term is duly extended, any reference in this Lease to the "term" or "Term" of this Lease shall mean the Term as so extended. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term of this Lease, time being of the essence in writing respect of this Section 10.24. Tenant shall have no option to extend the Term of this Lease other than the two (2) additional five (5) year terms herein provided for. Notwithstanding the fact that, upon Tenant's exercise of the herein option to extend the Term of this Lease, such extension(s) shall be self-executing, as aforesaid, the parties shall promptly execute a lease amendment reflecting such extended term after Tenant exercises the option in question and the Base Rent, Operating Costs for the Base Calendar Year and Real Estate Taxes for the Base Calendar Year during such extended term are determined. The Base Rent for each extended term shall be 95% of the fair market rental value (as hereinafter defined) of the Premises as of the commencement date of such extended term. However, in no event shall the sum of the Base Rent and amounts required to be paid by Tenant on account of Operating Costs and Landlord's Tax Expense for any twelve (12) month period during such extended term be less than the sum of the Base Rent and amounts required to be paid by Tenant on account of Operating Costs and Landlord's Tax Expense for the twelve (12) month period immediately preceding the commencement of such extended term. "Fair market rental value" shall be computed as of the date in question at the then current annual rental charge (i.e., the sum of Base Rent plus escalation and other charges), including provisions for subsequent increases and other adjustments, for leases or agreements to lease then currently being negotiated or executed for comparable space located in first-class buildings (including the Building) in downtown Hartford. In determining fair market rental value, the following factors, among others, shall be taken into account and given effect: size, location of premises, lease term, building amenities, finishes and condition of building, tenant improvement allowances, creditworthiness of the landlord and the tenant, availability of exterior signage, and services provided by the landlord. Notwithstanding anything to the contrary herein contained, the parties hereby agree that, upon the determination of any fair market rental value, Operating Costs for the Base Calendar Year and Real Estate Taxes for the Base Calendar Year shall be changed from that stated in Section 1.1 above to an amount equal to the actual amount of Operating Costs and Landlord; or
4.2.4's Tax Expense, respectively, for the calendar year immediately preceding the calendar year in which the commencement date of the extended term occurs. In such event, the amount of Base Rent payable hereunder shall be commensurately adjusted to reflect such change in such base years. Landlord shall initially designate fair market rental value and Landlord shall furnish data in support of such designation. If Tenant disagrees with Landlord's designation of a fair market rental value, Tenant shall have the right, by written notice given within thirty (30) days after Tenant has assigned been notified of Landlord's designation, to submit such fair market rental value to appraisal. Fair market rental value shall be submitted to appraisal as follows: fair market rental value shall be determined by impartial MAI appraisers, one to be chosen by Landlord, one to be chosen by Tenant, and a third to be selected, if necessary, as below provided. The unanimous written decision of the two first chosen, without selection and participation of a third appraiser, or otherwise, the written decision of a majority of three appraisers chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each notify the other of its interest chosen appraiser within ten (10) days following the call for appraisal and, unless such two appraisers shall have reached a unanimous decision within thirty (30) days after their designation, they shall so notify the President of the Hartford Bar Association (or such organization as may succeed to said Hartford Bar Association) and request him or her to select an impartial third MAI appraiser to determine fair market rental value as herein defined. Such third appraiser and the first two chosen shall hear the parties and their evidence and render their decision within thirty (30) days following the conclusion of such hearing and notify Landlord and Tenant thereof. Landlord and Tenant shall bear the expense of the third appraiser (if any) equally. The decision of the appraisers shall be binding and conclusive, and judgment upon the award or decision of the arbitrators may be entered in the appropriate court of law; and the parties consent to the jurisdiction of such court and further agree that any process or notice of motion or other application to such court or a Judge thereof may be served outside the State of Connecticut by registered mail or by personal service, provided a reasonable time for appearance is allowed. If the dispute between the parties as to a fair market rental value has not been resolved before the commencement of Tenant's obligation to pay rent based upon such fair market rental value, then Tenant shall pay Base Rent and other charges under this Lease without in respect of the premises in question based upon the fair market rental value designated by Landlord until either the agreement of the parties as to the fair market rental value, or the decision of the appraisers, as the case may be, at which time Tenant shall pay any underpayment of rent and other charges to Landlord’s written approval, except as may be permitted under Section 15or Landlord shall refund any overpayment of rent and other charges to Tenant.
Appears in 2 contracts
Sources: Lease Agreement (Lincoln National Corp), Lease Agreement (Lincoln National Corp)
Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right and option to extend the Term for one additional period of five (5) years on (the same terms and conditions as "Extension Term") commencing upon the Term Expiration Date set forth in Section 1.1 of the Lease, provided in this Lease (a “Lease Term Extension”). that Tenant shall be granted two give Landlord notice of Tenant's exercise of such option at least six (26) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements months prior to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased Expiration Date and provided further that no event of default by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faithTenant exists hereunder, and not unreasonably withheld, conditionedno condition exists which with the giving of notice or the passage of time, or delayedboth, ifwould constitute an event of default hereunder, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1giving such notice. Tenant has been late in the payment If an event of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. default by ▇▇▇▇▇▇ exists hereunder, or a condition exists which with the giving of notice or the passage of time, or both, would constitute an event of default hereunder, at the time of the commencement of the Extension Term, at Landlord's option, exercisable by notice to Tenant, the exercise of Tenant's option to extend the Term shall be null and void and of no further force and effect. Prior to the exercise by Tenant of such option, the expression "Term" shall mean the Term until the Term Expiration Date set forth in Section 1.1 of the Lease, and after the exercise by Tenant of such option, the expression "Term" shall mean the Term as it has failed been extended by the Extension Term. Except as expressly otherwise provided in the following paragraph and except for this Section 2.3, all the terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the Extension Term. If Tenant shall give notice of its exercise of said option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give written timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. The Annual Rent payable during the Extension Term shall be equal to the Fair Market Rent for the Premises, as determined below, as of the commencement of the Extension Term. If for any reason the Annual Rent payable during the Extension Term has not been determined as of the commencement of the Extension Term, Tenant shall pay the Annual Rent payable during the Original Term, together with any applicable adjustment in the Annual Estimated Electrical Cost to Tenant's Space, until the Annual Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made. For purposes here, the Fair Market Rent shall mean the fair rent for the Premises as of the commencement of the Extension Term under market conditions then existing. Fair Market Rent shall be determined by agreement between Landlord and Tenant, but if Landlord and Tenant are unable to agree upon the Fair Market Rent at least six (6) months prior to the date upon which the Fair Market Rent is to take effect, then the Fair Market Rent shall be determined by appraisal. made as hereinafter provided by a board of three reputable independent commercial real estate consultants, appraisers, or brokers, each of whom shall have at least ten years of experience in the suburban Rte. 128 Boston office rental market and each of whom is hereinafter referred to as "appraiser". Tenant and Landlord shall each appoint one such appraiser and the two appraisers so appointed shall appoint the third appraiser. The cost and expenses of each appraiser appointed separately by ▇▇▇▇▇▇ and Landlord shall be borne by the party who appointed the appraiser. The cost and expenses of the third appraiser shall be shared equally by ▇▇▇▇▇▇ and Landlord. Landlord and Tenant shall appoint their respective appraisers at lease five (5) months prior to commencement of the period for which Fair Market Rent is to be determined and shall designate the appraisers so appointed by notice to the other party. The two appraisers so appointed and designated shall appoint the third appraiser at least four (4) months prior to the commencement of such period and shall designate such appraisers by notice to Landlord and Tenant. The board of three appraisers shall determine the Fair Market Rent of the space in question as of the commencement of the period to which the Fair Market Rent shall apply and shall notify Landlord and Tenant of their determinations at least one hundred sixty (18060) days prior to the expiration commencement of such period. If the determinations of the then current Term unless otherwise agreed Fair Market Rent of any two or all three appraisers shall be identical in amount, said amount shall be deemed to be the Fair Market Rent of the subject space. If the determinations of all three appraisers shall be different in writing by the Landlord; or
4.2.4amount, the average of the two values nearest in amount shall be deemed the Fair Market Rent. Tenant has assigned its interest The Fair Market Rent of the subject space determined in accordance with the foregoing shall be conclusive on Landlord and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Tenant.
Appears in 2 contracts
Sources: Lease Agreement (Docent Inc), Lease Agreement (Docent Inc)
Option to Extend. Tenant shall have the (a) Lessor hereby grants to Lessee one (1) option, exercisable at Lessee’s election, either (1) to extend the term of this Lease with respect to the Building #16 Premises only, or (2) to extend the term of this Lease with respect to the Building #13 Premises only, or (3) to extend the term of this Lease of both the Building #16 Premises and the Building #13 Premises (whichever Lessee elects is referred to hereafter as the “Option Premises”), for one period of thirty-six (36) calendar months immediately following the expiration of the initial term of this Lease of the Building #16 Premises and the Building #13 Premises. Lessee may exercise the foregoing option to extend by giving written notice of exercise to Landlord given Lessor at least five (5) months, but not later more than 180 days twelve (12) months, prior to the expiration of the then current Terminitial term of this Lease of Building #16 Premises and the Building #13 Premises (“the option exercise period”), time being of the essence; provided that if Lessee is currently in a state of uncured default after the expiration of notice and cure periods, if applicable (referred to extend herein as “in default”), under this Lease at the Term for five (5) years time of exercise of the option or on the commencement date of the option extension period, such notice shall be void and of no force or effect. Subject to Lessee’s election with respect to the Option Premises, said option extension period, if exercised, shall be upon the same terms and conditions with respect to the Option Premises as provided in the initial term of this Lease Lease, including the payment by Lessee of the Operating Expenses pursuant to Paragraph 5, except that (a “Lease Term Extension”). Tenant i) the Monthly Base Rent for the Option Premises during the option period shall be granted two determined as set forth in Paragraph 3(c) hereof, (2ii) Lease Term Extensionsthere shall be no additional option to extend, and (iii) Lessee shall accept the Option Premises in their then “as is” condition and Paragraph 13, Tenant Improvement Allowance, shall not apply to the option period. If Tenant elects to make Lessee does not exercise the option in a Lease Term Extensiontimely manner, tenant acknowledges: (a) Landlord the option shall have no obligation to make any improvements to lapse, time being of the Premises; essence.
(b) The option to extend granted to Lessee by this Paragraph 3 is granted for each Lease Year during the extended Termpersonal benefit of Pac Bio, Inc. only, and shall be exercisable only by Pac Bio, Inc. or by a “permitted transferee” under Paragraph 18(f) below. Said option may not be assigned or transferred by Pac Bio, Inc. to any assignee or sublessee other than a permitted transferee.
(c) The initial Monthly Base Rent for such extended Term the Option Premises during the option extension period shall be increased by three percent (3%) each Lease Year; and determined pursuant to the provisions of this subparagraph (c) there is no option and, subject to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary hereinsubparagraph (e) below, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more equal ninety-five percent (95%) of the following has occurred:
4.2.1. Tenant has been late in then current fair market rental for the payment Option Premises on the commencement date of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after option extension period as determined by agreement between Lessor and Lessee reached prior to the expiration of all applicable notice the option exercise period, if possible, and cure periodsby the process of appraisal if the parties cannot reach agreement. Upon the written request by Lessee to Lessor received by Lessor at any time during the 30 day period prior to the expiration of the option exercise period (e.g., at between December 1, 2010 and December 30, 2010 if the time Tenant exercises expiration date of the term of this Lease is May 31, 2011) and prior to the exercise by Lessee of the option to extend or at extend, Lessor shall give Lessee written notice of Lessor’s good faith opinion of the amount equal to ninety-five percent (95%) of the fair market rental value of the Option Premises as of the commencement of the extended Term;
4.2.3option extension period. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred Thereafter, upon the request of Lessee, Lessor and Lessee shall enter into good faith negotiations during the remainder of the thirty (18030) days prior to the expiration of the option exercise period in an effort to reach agreement on ninety-five percent (95%) of the initial Monthly Base Rent for the Option Premises. If Lessor and Lessee are unable to agree upon the amount equal to ninety-five percent (95%) of the then current Term unless otherwise agreed fair market rent for the Option Premises as of the commencement date of the option extension period, and thereafter, prior to the expiration of the option exercise period, Lessee exercises the option to extend, said amount shall be determined by appraisal. The appraisal shall be performed by one appraiser if the parties are able to agree upon one appraiser. If the parties are unable to agree upon one appraiser, each party shall appoint an appraiser and the two appraisers shall select a third appraiser. Each appraiser selected shall be a member of the American Institute of Real Estate Appraisers (AIREA) with at least five (5) years of full-time commercial real estate appraisal experience in writing by the Landlord; or
4.2.4Menlo Park office/R&D/manufacturing rental market. Tenant has assigned If only one appraiser is selected, that appraiser shall notify the parties in simple letter form within fifteen (15) days following its interest selection of its determination of the amount equal to ninety-five percent (95%) of the fair market Monthly Base Rent for the Option Premises on the commencement date of the option extension period. Said appraisal shall be binding on the parties as the appraised current ninety-five percent (95%) of the “fair market rental” for the Option Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for comparable premises in the vicinity of the Option Premises of similar age, size, quality of construction and specifications (excluding the value of any improvements to the Option Premises made at Lessee’s cost) for a lease similar to this Lease without Landlord’s written approvaland taking into consideration that there will be no free rent, except improvement allowance, or other concessions. If multiple appraisers are selected, each appraiser shall within ten (10) days of being selected make its determination of the amount equal to ninety-five percent (95%) of the current fair market Monthly Base Rent for the Option Premises as may of the commencement date of the option extension period in simple letter form. If two (2) or more of the appraisers agree on said amount, such agreement shall be permitted under Section 15binding upon the parties. If multiple appraisers are selected and at least two (2) appraisers are unable to agree on said amount, the amount equal to ninety-five percent (95%) of the fair market Monthly Base Rent for the Option Premises shall be determined by taking the mean average of the appraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10%) of the middle appraisal, shall be disregarded in calculating the average. Said initial Monthly Base Rent shall be adjusted annually on the anniversary of the commencement of the option term in the manner determined by the appraisers to be consistent with the then prevailing market practice for comparable space in the Menlo Park office/R&D/manufacturing rental market. If only one appraiser is selected, each party shall pay one-half of the fees and expenses of that appraiser. If three appraisers are selected, each party shall bear the fees and expenses of the appraiser it selects and one-half of the fees and expenses of the third appraiser.
(d) Thereafter, provided that Lessee has previously given timely notice to Lessor of the exercise by Lessee of the option to extend the term of the Option Premises, Lessor and Lessee shall execute an amendment to this Lease stating that the initial Monthly Base Rent for the Option Premises during the option extension period shall be equal to ninety-five percent (95%) of the current fair market Monthly Base Rent for the Option Premises as of the commencement date of the option extension period, and adjusted thereafter if applicable, as agreed upon by Lessor and Lessee, or if the parties did not agree, as determined by the foregoing appraisal process.
(e) Notwithstanding anything to the contrary contained in subparagraph (c) above, in no event shall the Monthly Base Rent at the commencement of the option extension period be less than the Monthly Base Rent for the Option Premises in effect immediately prior to the commencement of the option extension period.
(f) As used in this Lease “term” or “term of this Lease” shall include the initial term and the option extension period, if exercised.
Appears in 2 contracts
Sources: Lease Agreement, Lease (Pacific Biosciences of California Inc)
Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration a. As of the then current TermEffective Date, Section 3.2 of the Existing Lease is hereby amended to grant Tenant two (2) options (in place of the one (1) option granted in the Existing Lease) to extend the applicable Initial Term of the Lease as to the Third Floor Portion, Fourth Floor Portion and Original Storage Space and as to the Seventh Floor Portion, Eighth Floor Portion and Additional Storage Space for two (2) additional periods of five (5) years on each. Such options shall collectively be referred to as, the same “Extension Options” and individually, as an “Extension Option.” The exercise of any Extension Option shall be governed by the terms and conditions as of Section 3.2 of the Existing Lease; provided in this Lease however that since the lease term for the Third Floor Portion, Fourth Floor Portion and Original Storage Space, on the one hand, and the lease term for the Seventh Floor Portion, Eighth Floor Portion and Additional Storage Space (a “Lease Term Extension”if such Additional Storage Space has been delivered to Tenant). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: on the other hand, are not coterminous (a) Landlord shall have no obligation to make any improvements reference to the PremisesPremises in Section 3.2 shall be deemed to refer to either the Third Floor Portion, Fourth Floor Portion and Original Storage Space or to the Seventh Floor Portion, Eighth Floor Portion and Additional Storage Space, as applicable; (b) for each Lease Year during the extended Termsecond Extension Option as to the Third Floor Portion, Base Rent for such extended Term Fourth Floor Portion and Original Storage Space shall be increased by three percent (3%) each Lease Yearautomatically terminate if Tenant fails to timely and properly exercise the first Extension Option as to the Third Floor Portion, Fourth Floor Portion and Original Storage Space in accordance with the terms and conditions of Section 3.2; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything second Extension Option as to the contrary hereinSeventh Floor Portion, an Eighth Floor Portion and Additional Storage Space shall automatically terminate if Tenant fails to timely and properly exercise the first Extension Option as to the Seventh Floor Portion, Eighth Floor Portion and Additional Storage Space.
b. The first sentence of Section 3.2.1 of the Existing Lease is deleted and replaced in its entirety with the following: If no “Suspension Condition” (as hereinafter defined) exists at the time of Tenant’s exercise of the option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior , and, with respect to the expiration option to extend the Fourth Floor Portion, Tenant has timely and properly exercised the option to extend the fourth floor of the then current Annex set forth in the Annex Lease for the comparable extended term, Tenant shall have two (2) options (each, an “Extension Option”) to extend the Initial Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approvalfor additional periods of five (5) years (each, except as may be permitted under Section 15an “Extended Term”).
Appears in 2 contracts
Sources: Office Lease (Salesforce Com Inc), Office Lease (Salesforce Com Inc)
Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder.
(b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise.
(d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent.
(e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate.
(f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable by written notice to Landlord given not later than 180 days at any time prior to the expiration commencement of the then current Option Term, to extend terminate all of the Term for five (5) years on the same terms and conditions as provided in provisions of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements Section with respect to the Premises; Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect:
(bi) for each Lease Year during Tenant’s failure to timely exercise the extended Term, Base Rent for such extended Term shall be increased by three percent Option to Extend in accordance with the provisions of this Section.
(3%ii) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, The existence at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Option to extend Extend or at the commencement of the extended Term;Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180iii) days Tenants third default under the Lease prior to the expiration commencement of the then current Term unless otherwise agreed Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and Extend pursuant to this Lease Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without Landlord’s written approvallimitation, except as may costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing.
(g) Without limiting the generality of any provision of the Lease, time shall be permitted under Section 15of the essence with respect to all of the provisions of this Section.
Appears in 2 contracts
Sources: Lease Agreement (Codexis Inc), Lease Agreement (Codexis Inc)
Option to Extend. Provided (i) Tenant (as used in this Section 16.19, the term "Tenant" shall also include any Permitted Transferee that succeeds to Tenant's interest under Article 11, above) is not in Default hereunder at the time it exercises this option, (ii) the creditworthiness of Tenant is no less than on the date hereof, (iii) Tenant originally named herein remains in possession of all or substantially all of the Leased Premises, Tenant shall have the optionoption to extend the Original Term for five (5) successive periods of five (5) years each (the "Extension Term(s)"). The Extension Term shall be upon the same terms and conditions contained in the Lease during the initial Lease Term (the "Original Term") except (i) this provision giving five (5) extension options shall be amended to reflect the remaining options to extend, exercisable if any and (ii) the Minimum Annual Rent shall be adjusted as set forth below (the "Rent Adjustment"). Tenant shall exercise such option by written notice (i) delivering to Landlord given not Landlord, no later than 180 days nine (9) months prior to the expiration of the then current Original Term or, if applicable, the Extension Term, written notice of Tenant's desire to extend the Original Term or, if applicable, the Extension Term, and (ii) delivering to Landlord within fifteen (15) business days of receipt of the Rent Adjustment, written notice of its rejection thereof (which rejection shall terminate Tenant's option to extend), or that Tenant disputes Landlord's determination of the Rental Adjustment and shall include Tenant's good faith determination of what the Rental Adjustment should be. In the case of a notice disputing the Rental Adjustment, Landlord and Tenant shall mutually work together for five a period of ten (510) years on days to resolve the same dispute and, if unable to agree upon the Rental Adjustment within said period, Landlord and Tenant shall in good faith participate in non-binding arbitration of the Rental Adjustment for a period of thirty (30) days. Unless Landlord otherwise agrees in writing, Tenant's failure to timely exercise such option shall waive it and any succeeding option. Landlord shall notify Tenant of the amount of the Rent Adjustment no later than sixty (60) days after receipt of Tenant's exercise of its option. If Tenant properly exercises its option to extend, Landlord and Tenant shall execute an amendment to the Lease reflecting the terms and conditions of the Extension Term. The Minimum Annual Rent for the applicable Extension Term shall be an amount equal to the Minimum Annual Rent then being quoted by Landlord to prospective tenants of the Building for space of comparable size and quality and with similar or equivalent improvements as are found in the Building, and if none, then in similar buildings in the vicinity, excluding free rent and other concessions; provided, however, that in no event shall the Minimum Annual Rent per square foot during any Extension Term be less than the highest Minimum Annual Rent per square foot payable during the immediately preceding term. The Minimum Monthly Rent shall be an amount equal to one-twelfth (1/12) of the Minimum Annual Rent for the Extension Term and shall be paid at the same time and in the same manner as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 2 contracts
Sources: Office Lease Agreement (Interactive Intelligence Inc), Office Lease Agreement (Interactive Intelligence Inc)
Option to Extend. (a) Landlord hereby grants Tenant shall have two (2) consecutive options (individually an "Option" and collectively the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, "Options") to extend the initial Term of the Lease for an additional period of five (5) years per Option (such period may be referred to as the "Option Term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the "Option To Extend"), and provided that at the time of exercise of each option: (i) Tenant must be in occupancy of seventy-five percent (75%) of the Premises; and (ii) there has been no material adverse change in Tenant's financial position from such position as of the date of execution of the Lease. Tenant shall deliver to Landlord with Tenant's written notice exercising its right hereunder Tenant's most recent annual audited financial statements certified by Tenant's independent certified public accountant, and the most recent publicly-filed financial statements and documents showing Tenant's financial position.
(b) Tenant's election (the "Election Notice") to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is fifteen (15) months prior to, and no later than the date which is nine (9) months prior to, the then applicable Expiration Date of the initial Term or the Option Term, as applicable . If Tenant either fails or elects not to exercise the then applicable Option to Extend by not timely giving its Election Notice, then such Option to Extend shall be null and void. Further, the second Option shall be void and of no force or effect if the first Option is not validly exercised or is waived, revoked or terminated as provided below after any exercise.
(c) Each Option Term shall commence immediately after the expiration of the preceding initial Term or Option Term, as applicable. Tenant's leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that: (i) the Monthly Base Rent shall be amended to an amount to equal the "Option Term Rent", defined and determined in the manner set forth in the immediately following Subsection (and otherwise, Tenant shall continue to pay Rent Adjustments, all other Rent and all other charges pursuant to the Lease and Tenant shall continue to pay directly the utility or service provider for all utilities or services which Tenant is to obtain directly pursuant to other provisions of the Lease); (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Fair Market Rental Rate (defined below) has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; and (iii) Tenant shall accept the Premises in its "AS-IS" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor except that after the commencement date of the applicable Option Term, Landlord will again make available the Redecorating Allowance on the same terms and conditions as provided in this Lease set forth above for the Redecorating Allowance (a “Lease Term Extension”). Tenant except that the "commencement date of the Option Term" shall be granted two (2) Lease Term Extensionssubstituted in place of references to the "fifth anniversary of the Commencement Date"). If Tenant elects to make a timely and properly exercises the Option To Extend, references in the Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased deemed to mean the initial Term as extended by three percent the Option Term unless the context clearly requires otherwise.
(3%d) each The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease Year; calculated at the rate applicable for the last full month of the initial Term with respect to determining Rent for the first Option Term, and for the last full month of the first Option Term with respect to determining Rent for the second Option Term (crespectively, the "Preceding Rent") there is no option (during the Option Term, Tenant shall continue to further extend the Term beyond pay Rent Adjustments and other charges pursuant to the Lease Term Extension. Notwithstanding anything and Tenant shall continue to pay directly the contrary herein, an option utility or service provider for all utilities or services which Tenant is to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more obtain directly pursuant to other provisions of the following has occurred:
4.2.1. Tenant has been late in the payment of RentLease, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days but such amounts shall not be counted as part of the Preceding Rent as used herein) or (ii) the "Fair Market Rental Rate". "Fair Market Rental Rate" shall mean as to Monthly Base Rent the monthly net rental (exclusive of expenses and taxes) per rentable square foot which a tenant would pay and which a willing landlord would accept for purposes of this section;
4.2.2. Tenant has caused an Event of Default space in projects in the performance San Bernardino-Riverside warehouse/industrial market of any first class standards comparable to the Premises for the period for which such rental is to be paid and for a lease on terms substantially identical to those of its obligations under this Leasethe Lease (including, which Event of Default remains uncured after the expiration of all without limitation, those applicable notice to Operating Expenses and cure periodsExclusions), based on prevailing market conditions in such first class projects at the time Tenant exercises such determination is made ("Comparable Transactions"). Without limiting the option to extend or at the commencement generality of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior foregoing, Comparable Transactions shall be for a term similar to the expiration term of tenancy and for space comparable in use, floor layout and levels (if the Building has more than one level), square footage and location within a first class project as the transaction for which Fair Market Rental Rate is being determined; however, leases of unusual or odd shaped spaces shall not be considered. In any determination of Fair Market Rental Rate, the stated or contract monthly net rental in Comparable Transactions shall be appropriately adjusted to take into account the different terms and conditions prevailing in such transactions and those present in the Lease, including, without limitation: (1) the extent to which average annual expenses and taxes per rentable square foot payable by tenants in Comparable Transactions vary from those payable by Tenant under the Lease; (2) the concessions, if any, being given by landlords in Comparable Transactions, such as presence or absence of parking charges, abatement of any such charges, rental abatement periods, loans at below-market interest rates, moving allowances, space planning allowances, lease takeover payments and work allowances, as compared to any tenant improvement, refurbishment or repainting allowance given to Tenant under the Lease for the space for which Fair Market Rental Rate is being determined; (3) the brokerage commissions, fees and bonuses payable by landlords in Comparable Transactions (whether to tenant's agent, such landlord or any person or entity affiliated with such landlord), as compared to any such amounts payable by Landlord to any recognized broker(s) on account of the then current Term unless otherwise agreed transaction for which Fair Market Rental Rate is being determined; (4) the time value of money; and (5) any material difference between the definition of rentable area and the ratio of project rentable to useable square feet in writing by Comparable Transactions, as compared to such figures applicable to the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15space for which Fair Market Rental Rate is being determined.
Appears in 2 contracts
Sources: NNN Lease (United Natural Foods Inc), NNN Lease (United Natural Foods Inc)
Option to Extend. Landlord hereby grants Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right to extend the Term term of the Lease for one (1) period of five (5) years (such extended period is hereinafter referred to as the “Extended Term”) on the same terms and conditions contained in the Lease, except that (i) Base Rent for the Extended Term shall be as provided in set forth hereinbelow, and (ii) no additional options to extend shall apply following the expiration of the Extended Term. Written notice of Tenant’s exercise of its option to extend (“Option to Extend”) the Term of this Lease for the Extended Term must be given to Landlord no less than twelve (a “Lease Term Extension”). Tenant shall be granted two (212) Lease Term Extensionsmonths prior to the Expiration Date. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations default under this Lease, which Event of Default remains uncured after the expiration of Lease and all applicable notice and cure periodsperiods have run, at the time then Tenant exercises the option shall have no right to extend the Term of this Lease; provided, however that the period of time within which said option may be exercised shall not be extended or at enlarged by reason of Tenant’s inability to exercise said option because of such default. In the event Tenant validly exercises its Option to Extend the Term of this Lease as herein provided, Base Rent shall be adjusted as of the commencement date of the extended Extended Term as follows:
(a) Within thirty (30) days after exercise of its Option to Extend by Tenant, Landlord shall provide Tenant with Landlord’s determination of the fair market Base Rent for the Extended Term;
4.2.3, including periodic increases as dictated by the current market (“Landlord’s Determination of Base Rent for Extended Term”). ▇▇▇▇▇▇ has failed to give written No later than the date thirty (30) days after Tenant’s receipt of Landlord’s Determination of Base Rent for Extended Term, Tenant shall provide notice to Landlord electing either: (i) to accept Landlord’s Determination of Base Rent for Extended Term; or (ii) to withdraw Tenant’s exercise of its Option to Extend, or (iii) to disapprove Landlord’s Determination of Base Rent for Extended Term but to not withdraw its exercise of the Option to Extend. In the event Tenant fails to give Landlord notice of its election of (i), (ii), or (iii) in the preceding sentence, Tenant shall be deemed to have elected to disapprove Landlord’s Determination of Base Rent and to have withdrawn its exercise of its Option to Extend and the Term shall expire at least one hundred the end of the initial Term and Tenant shall have no further rights under this Subsection 4.03. In the event Tenant accepts Landlord’s Determination of Base Rent for Extended Term, then the Landlord’s Determination of Base Rent for Extended Term shall be the Base Rent for the Extended Term. In the event Tenant elects to withdraw its exercise of its Option to Extend for the applicable Extended Term by timely notice as required in (180ii) days prior to above, then this Lease shall terminate at the expiration of the initial Term and neither party shall have any further rights or obligations pursuant to this Subsection 4.03. In the event Tenant gives notice that Tenant disapproves Landlord’s Determination of Base Rent for Extended Term without withdrawing its exercise of it Option to Extend, as contemplated by (iii) above, then Landlord and Tenant shall be bound to extend the Term of the Lease for the Extended Term and the Base Rent for the Extended Term shall be determined as set forth below.
(b) Within thirty (30) days after the election of the alternative set forth in Subsection 4.03(a)(iii) above, each party, at its own cost and by giving notice to the other party, shall appoint a real estate appraiser with at least ten (10) years full-time commercial real estate appraisal experience in the area in which the Premises are located to appraise and set Base Rent for the Extended Term. If a party does not appoint an appraiser by the later to occur of (i) the expiration of such thirty (30) day period or, (ii) the date ten (10) days after the other party has given notice of the name of its appraiser, the single appraiser appointed shall be the sole appraiser and shall set Base Rent for the Extended Term. If each party shall have so appointed an appraiser, the two appraisers shall meet promptly and attempt to set the Base Rent for the Extended Term. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select a third appraiser meeting the qualifications herein stated within ten (10) days after the last day the two appraisers are given to set Base Rent. If the two appraisers are unable to agree on the third appraiser within such ten (10) day period, either of the parties to this Lease, by giving five (5) days notice to the other party, may apply to the then presiding judge of the Superior Court of King County for the selection of a third appraiser meeting the qualifications stated in this paragraph. Each of the parties shall bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser’s fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party.
(c) Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall set Base Rent for the Extended Term. If a majority of the appraisers are unable to set Base Rent within the stipulated period of time, the three appraisals shall be added together and their total divided by three (3). The resulting quotient shall be the Base Rent for the Premises during the Extended Term. If, however, the low appraisal and/or the high appraisal is/are more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one (1) appraisal is disregarded, the remaining two (2) appraisals shall be added together and their total divided by two (2), and the resulting quotient shall be Base Rent for the Premises during the Extended Term.
(d) For purposes of the appraisal, the term “-fair market Base Rent-” shall mean the price that a ready and willing tenant would pay, as of the Extended Term commencement date, as a base rent to a ready and willing landlord of buildings of comparable size and quality (assuming improved as office space), if such premises were exposed for lease on the open market for a reasonable period of time; including any rent increases over the Extended Term to the extent normal under then current Term unless otherwise agreed to in writing by market conditions. In no event shall there be deducted from such fair market Base Rent, the Landlord; or
4.2.4value of any concessions, including without limitation tenant improvements, commissions, free rent and/or “downtime”. Tenant has assigned its interest in and In no event shall the fair market Base Rent determined pursuant to this Section 4.03 be less than the Base Rent in effect during the last month of the initial Lease without Landlord’s written approvalTerm.
(e) In the event Tenant timely exercises its Option to Extend pursuant to this Subsection 4.03 (and Tenant does not withdraw its exercise pursuant to Subsection 4.03(a)(ii) above), except as may then Landlord shall provide Tenant with an allowance for re-painting and re-carpeting of the Premises in an amount of $6.40 per square foot of the Premises, to be permitted under Section 15used to reimburse Tenant for actual substantiated costs incurred by Tenant in re-painting and/or re-carpeting the Premises during the first twelve (12) months of the Extended Term.
Appears in 2 contracts
Sources: Lease (Osi Systems Inc), Lease Agreement (Osi Systems Inc)
Option to Extend. (a) Landlord hereby grants Tenant two (2) consecutive options (individually an “Option” and collectively the “Options”) to extend the Term of the Lease for an additional period of three (3) years per Option (each such period may be referred to as the “Option Term”), as to the entire Premises as it then exists, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of each Option Tenant must be in occupancy (and occupancy by a subtenant, licensee or other party permitted or suffered by Tenant, other than pursuant to the Maxygen Sublease, shall not satisfy such condition) of more than 75% of the Rentable Area of the entire Premises.
(b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve (12) months prior to the Expiration Date and no later than the date which is six (6) months prior to the Expiration Date. If Tenant either fails or elects not to exercise the Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void, including, if more than one Option is granted, the then applicable Option to Extend and all further Options to Extend.
(c) The Option Term (and each Option Term, if more than one Option is granted) shall commence immediately after the expiration of the preceding Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) Tenant shall pay the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit shall be increased to an amount that is the same percentage or proportion of Option Term Rent as the prior amount of Security Deposit was in relation to Rent for the Term prior to the Option Term, but in no event shall the Security Deposit be decreased; and (iii) Tenant shall accept the Premises in its “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor, except to the extent tenants leasing space in Comparable Transactions receive an allowance pursuant to the definition of Fair Market Rental Rate defined in Exhibit B hereto, provided, however, Landlord by notice given to Tenant within thirty (30) days after final determination of the Fair Market Rental Rate, may elect to provide, in lieu of such allowance for alterations to the Premises, a rent credit equal to the amount of the allowance that would have otherwise been given, credited toward the rents applicable only to the Premises and due starting after such rent obligation commences. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the preceding Term as extended by the Option Term unless the context clearly requires otherwise.
(d) The Option Term Rent shall mean the sum of the Monthly Base Rent at the Fair Market Rental Rate (as defined in Exhibit B) plus Rent Adjustments and/or certain Operating Expenses (if applicable, based upon a step-up to change the base year or base amount for calculation of Operating Expenses in connection with determination of the Fair Market Rental Rate) plus other charges pursuant to the Lease payable to Landlord. The determination of Fair Market Rental Rate and Option Term Rent shall be made by Landlord, in the good faith exercise of Landlord’s business judgment and in accordance with Exhibit B attached hereto. Within forty-five (45) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of the Fair Market Rental Rate and Option Term Rent for the Premises. Tenant may, within fifteen (15) days after receipt thereof, deliver to Landlord a written notice either: (i) accepting Landlord’s determination, in which case the extension shall be effective and binding (subject to Subsection (f) below) at the accepted rate; or (ii) setting forth Tenant’s good faith estimate, in which case Landlord and Tenant will promptly confer and attempt to agree upon the Fair Market Rental Rate and Option Term Rent. Tenant’s failure to timely deliver such notice within such fifteen (15) day period shall be deemed its cancellation of the Option. In the event Tenant has delivered notice setting forth Tenant’s different estimate, but no agreement in writing between Tenant and Landlord on Fair Market Rental Rate and Option Term Rent is reached within thirty (30) days after Landlord’s receipt of Tenant’s estimate, the Fair Market Rental Rate shall be determined in accordance with the terms of Exhibit B. Notwithstanding any of the foregoing to the contrary, at no time during the Option Term shall the Option Term Rent be less than ninety-five percent (95%) of the “Preceding Rent” (defined below). The Preceding Rent shall mean the sum of the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the Term preceding the Option Term plus the Rent Adjustments payable by Tenant under the Lease (if applicable, using the base year for calculation of Base Operating Expenses applicable for the last full month of the Term preceding the Option Term), plus other charges pursuant to the Lease payable to Landlord. To the extent that Tenant pays directly the utility or service provider for utilities or services which Tenant is to obtain directly pursuant to the Lease, Tenant shall continue to pay such amounts, but such amounts shall not be counted as part of the Preceding Rent or the Fair Market Rental Rate as used herein. Further, in the event that Landlord notifies Tenant that the Option Term Rent shall equal ninety-five percent (95%) of the Preceding Rent, such determination shall be conclusive and binding to set the Preceding Rent as the Option Term Rent for the Option Term, Tenant shall not be entitled to dispute or contest such determination, and the extension shall be effective and binding (subject to Subsection (f) below).
(e) Promptly after final determination of the Fair Market Rental Rate, Landlord shall prepare a memorandum confirming the specific dates, amounts and terms of the extension for the Option Term in accordance with the terms and conditions of this Option to Extend, in the form of an amendment to the Lease, and Tenant shall execute such amendment within five (5) business days after Landlord and Tenant agree to the form of the proposed amendment and Landlord shall execute it promptly after Tenant. Notwithstanding any of the foregoing to the contrary, the failure of Landlord to prepare such amendment or of either party to execute an amendment shall not affect the validity and effectiveness of the extension for the Option Term in accordance with the terms and conditions of this Option to Extend.
(f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable by written notice to Landlord given not later than 180 days at any time prior to the expiration commencement of the then current Option Term, to extend terminate all of the Term for five (5) years on provisions of this Section with respect to the same terms and conditions as provided in Option to Extend, whereupon any prior or subsequent exercise of this Lease (a “Lease Term Extension”). Tenant Option to Extend shall be granted two of no force or effect:
(2i) Lease Term Extensions. If Tenant elects Tenant’s failure to make a Lease Term Extension, tenant acknowledges: timely exercise or timely to perform the Option to Extend in strict accordance with the provisions of this Section.
(aii) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, The existence at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Option to extend Extend or at the commencement of the extended Term;Option Term of a Default on the part of Tenant under the Lease.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180iii) days Tenant’s third Default under the Lease prior to the expiration commencement of the then current Term unless otherwise agreed Option Term, notwithstanding that all such Defaults may subsequently be cured.
(g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.
(h) This Option to Extend is personal to Perseid (or, if applicable, a Tenant Affiliate who has been assigned (or deemed to have been assigned under clause 10.01(d) of the Lease) all of Tenant’s right, title and interest under the Lease in writing by full compliance with Article 10 and all other provisions thereof) and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any other person or entity. In all events, this Option to Extend shall at any time be exercisable by, accrue to the Landlord; or
4.2.4. Tenant has assigned its interest in benefit of and be personal to this Lease without Landlord’s written approval, except as may be permitted under Section 15no more than only a single person or entity.
Appears in 2 contracts
Sources: Lease Agreement (Maxygen Inc), Assignment and Assumption of Lease and Third Amendment to Lease (Maxygen Inc)
Option to Extend. (a) Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term Lease for one (1) further term of five (5) years (the “Extension Term”) on the same terms and conditions as provided contained in this Lease the Lease, except that: (a “Lease Term Extension”). Tenant i) there shall be granted two no further right to extend after the expiry of the Extension Term; (2ii) Lease Term Extensions. If Tenant elects the Basic Rent shall be Market Rent as determined pursuant to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; subsection (b) for each Lease Year during the extended Term, Base Rent for such extended Term of this section; (iii) there shall be increased by three percent (3%) each Lease Yearno tenant’s allowance or rent-free period for the Extension Term; and (civ) there is no option the Premises shall be accepted by Tenant in “as is” condition at the commencement of the Extension Term without Landlord being required to further extend the Term beyond the Lease Term Extensionperform any work. Notwithstanding anything to the contrary herein, an option Such right to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faithexercisable by notice to Landlord by not later than nine (9) months, and not unreasonably withheldearlier than twelve (12) months, conditioned, or delayed, ifprior to the expiry of the original Term hereof provided that, at the time of giving of such notice, Tenant exercises is Wescom Inc. and/or a Permitted Transferee and the optionLease has not otherwise been assigned and, if one further, provided Tenant is not then in receipt of a notice of default and has not become bankrupt or more insolvent and has not made an assignment for the benefit of creditors and has not taken the benefit of any statute in force for bankrupt or insolvent debtors and a petition in bankruptcy has not been filed against Tenant and a receiving order has not been made against Tenant, failing which such right shall be null and void and forever extinguished.
(b) The Basic Rent for the Extension Term shall be equal to the market rent for the Premises (“Market Rent”). As used herein, “Market Rent” means the annual rental which could reasonably be obtained by Landlord for the Premises from a willing renewing tenant or willing renewing tenants dealing at arms’ length with Landlord in the market prevailing for a term commencing on the commencement date of the following has occurred:
4.2.1. Tenant has been late Extension Term, having regard to all relevant circumstances including the size and location of the Premises, the facilities afforded, the terms of the lease thereof (including its provisions for Additional Rent), the condition of the Premises and the extent and quality of the improvements therein (disregarding Tenant’s trade fixtures and also disregarding any deficiencies in the payment condition and state of Rentrepair of the Premises as a result of Tenant’s failure to comply with its obligations hereunder in respect of the maintenance and repair of the Premises) and the use of the Premises and having regard to rentals currently being obtained for space in the Building and for comparable space in other buildings comparably located. The Market Rent for the Extension Term shall be as agreed upon between Landlord and Tenant or, which resulted in written notice from failing agreement by Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less and Tenant by not later than three (3) business days months prior to the expiry of the Term hereof the Market Rent shall not be counted for purposes established in the manner set out in subsection (c) of this section;
4.2.2. Tenant In the event that the Basic Rent payable during the Extension Term has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option not been determined prior to extend or at the commencement of the extended Extension Term;
4.2.3, then until such determination has been made, Tenant shall pay Basic Rent at a rate equal to one hundred fifty (150%) percent of the Basic Rent payable during the last year of the original Term hereof. ▇▇▇▇▇▇ has failed to give written notice Upon determination of the Basic Rent for the Extension Term, Tenant shall pay to Landlord at least one hundred (180) days prior any deficiency in the payments of Basic Rent previously made by Tenant, or Landlord will credit to Tenant’s rental account any excess of Basic Rent previously paid and shall apply same toward Rent which thereafter accrues due under the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approvalExtension Term, except as may be permitted under Section 15until exhausted.
Appears in 2 contracts
Sources: Multi Tenant Lease Agreement (PointClickCare Corp.), Lease Agreement (PointClickCare Corp.)
Option to Extend. Tenant Lessee shall have the optionoption to extend the Term for a period of sixty (60) months immediately following the expiration of the initial Term (the "Extended Term"), exercisable on all provisions contained in this Lease (subject to adjustment of Base Rent upon the commencement of the Extended Term as described below, and except for such terms and conditions of this Lease as are specifically or by written their operation limited to the initial Term only (including, without limitation, Exhibit "C" attached hereto and provisions respecting construction of Lessee Improvements and payment of a Lessee Improvement Allowance) and except that Lessee shall have no further right or option to extend the term upon the expiration of the Extended Term), by giving notice of exercise of the option (the "Option Notice") to Landlord given Lessor at least twelve (12) months but not later more than 180 days prior to eighteen (18) months before the expiration of the then current applicable Term. Lessor's ability to plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in its sole and absolute discretion, are fundamental elements of Lessor's willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee's strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee's consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee's failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the express written notice set forth hereinabove, shall act to put Lessor on notice of Lessee's intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Term for five (5) years on the same terms and conditions as provided in of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects or any statements, written or oral, of Lessee to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Lessor to the contrary herein, an option to extend during the Term may of this Lease. Notwithstanding the foregoing, if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date of giving the Option Notice, the Option Notice shall be totally ineffective, or if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date the Extended Term is to commence, in addition to any and all other remedies available to Lessor under this Lease, at Lessor's election, the exercise of the option shall be deemed null and void in Landlord’s discretionvoid, of which such determination the Extended Term shall be made reasonably and in good faithnot commence, and not unreasonably withheld, conditioned, or delayed, if, this Lease shall expire at the time Tenant exercises the option, if one or more end of the following has occurred:
4.2.1Term. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the The option to extend granted pursuant hereto is personal to original Lessee signatory to this Lease and cannot be assigned, transferred or at conveyed to, or exercised for the commencement benefit of, any other person or entity (voluntarily, involuntarily, by operation of the extended Term;
4.2.3law or otherwise) including, without limitation, to any assignee or subtenant permitted under Article 13, other than a "Permitted Transferee" (as defined in Article 13). ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to All of Lessee's rights under this Article 3.b. shall terminate upon the expiration of the then current initial Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to or sooner termination of this Lease without Landlord’s written approval, except as may be permitted under Section 15Lease.
Appears in 2 contracts
Sources: Office Lease (Doubleclick Inc), Office Lease (Netgravity Inc)
Option to Extend. Tenant Lessee shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term term of ---------------- this lease for three (3) successive additional periods of five (5) years on each. Said options shall be exercised automatically unless Lessee, gives Lessor notice of Lessee's desire not to exercise the same option. Such extension rights are further subject to Lessee's not being in default under any of the terms and conditions as provided in provisions of this Lease lease. The notice not to exercise the option for any five (a “Lease Term Extension”). Tenant 5) year extension shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord given at least one one-hundred eighty (180) days prior to the expiration end of the then current Term unless otherwise agreed immediately preceding term of this lease. The first automatic extension of this lease shall be upon the same rental, terms and conditions as are set forth in this Lease Agreement. Rental for the second and third renewal terms of this lease, shall be an amount equal to the original rental, as defined in writing section 3 hereof, multiplied by a fraction. Said fraction shall be defined as consisting of a numerator, which shall be the index number (the "Index Number") indicated under the United States index column of the Consumer Price Index for Urban Wage Earners and Clerical Workers (the "CPI") (1982-1984=100) as promulgated by the Landlord; or
4.2.4. Tenant has assigned its interest United States Department of Labor, for the month immediately preceding the month and year in which the said renewal term shall commence and to a denominator, which shall be the Index Number for the CPI for the month and year in which the original commencement date of this Lease without Landlord’s written approvaloccurs. If there shall at the time be no such CPI, except as may be permitted under Section 15the parties shall use the most comparable substitute index in determining rent escalation for said renewal periods. Notwithstanding the above, all other terms and conditions of this Lease Agreement shall remain in full force and effect during the second and third renewal periods.
Appears in 2 contracts
Sources: Lease Agreement (Matewan Bancshares Inc), Lease Agreement (Matewan Bancshares Inc)
Option to Extend. 15.1 So long as Adept Technology, Inc., a California corporation (or its Permitted Assignee, as defined in Section 7.2), is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant shall have one option to extend the optionterm of this Lease with respect to the entirety of the Leased Premises, exercisable for a period of five (5) years from the expiration of the initial Lease Term (the "Extension Period"), subject to the following conditions:
(a) The option to extend shall be exercised, if at all, by written notice of exercise given to Landlord given by Tenant not later more than 180 days fifteen months nor less than nine months prior to the expiration of the then current initial Lease Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; ;
(b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Anything herein to the contrary hereinnotwithstanding, an option to extend if Tenant is in default under any of the Term may be deemed null and void in Landlord’s discretionmonetary or material non-monetary terms, covenants or conditions of which such determination shall be made reasonably and in good faiththis Lease, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the option, if one extension option or more on the commencement date of the following has occurred:
4.2.1. Tenant has been late Extension Period, Landlord shall have, in the payment addition to all of Rent, which resulted Landlord's other rights and remedies provided in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the right to terminate such option to extend or at upon notice to Tenant.
15.2 In the event the option is exercised in a timely fashion, the Lease shall be extended for the term of the Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Period shall be the "Fair Market Rent" for the Leased Premises, increased annually on each anniversary of the commencement date of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed Extension Period to give written notice to Landlord at least one hundred reflect the change in the Consumer Price Index for the San Francisco Metropolitan Area, All Items (180the "CPI"), for the twelve (12) month period ending sixty (60) days prior to the expiration subject adjustment date, but in no event shall Base Monthly Rent be increased less than 4.00% per annum, nor more than 7.00% per annum for such twelve (12) month period. Base Monthly Rent shall be so adjusted at the end of each twelve (12) month period during the Lease Term. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the then current Base Monthly Rent for the Premises below the amount due from Tenant for the preceding portion of the initial Lease Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15for which Base Monthly Rent had been fixed.
Appears in 2 contracts
Sources: Lease Agreement (Adept Technology Inc), Lease Agreement (Adept Technology Inc)
Option to Extend. Provided (i) Tenant shall have is not in default under the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration terms of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the renewal option to extend is exercised or at the commencement of the extended Extension Term (as hereinafter defined), (ii) Tenant is occupying at least ninety percent (90%) of the Premises, including any expansion space, and (iii) Landlord has not given more than two (2) notices of default in any twelve (12) month period for nonpayment of monetary obligations, Tenant shall have the option to renew this Lease for an additional period of sixty (60) months ("Extension Term;
4.2.3"). ▇▇▇▇▇▇ has failed The Extension Term shall be on all the terms and conditions of this Lease, except that Landlord shall have no additional obligation for free rent, leasehold improvements or for any other tenant inducements for the Extension Term. Base Rent during the Extension Term shall be equal to give the Base Rent set forth in the Basic Lease Information for one hundred twenty-first (121st) month through the one hundred eightieth (180th) month of the Lease Term and the Security Deposit will be increased to reflect any increase in Base Rent payable under the Lease. There shall be no additional extension terms beyond the Extension Term set forth herein. Tenant must exercise its option to extend this Lease by giving Landlord written notice of its election to Landlord at least do so no later than one hundred eighty (180) nor earlier than three hundred sixty (360) days prior to the expiration end of the then current initial Term unless otherwise agreed (i.e. the last day of the one hundred twentieth (120th) month). Any notice not given in a timely manner, shall be void, and Tenant shall be deemed to have waived its extension rights. The extension option set forth herein is personal to Tenant and shall not be included in writing any assignment of this Lease.
A. K.N. ------------------------------------- ---------------------------------------- Landlord's Initials Tenant's Initials CATELLUS (SOUTHSHORE CORPORATE PARK PLAN) EXHIBIT A-1 (SITE PLAN) EXHIBIT A-2 EXHIBIT B WORK LETTER THIS WORK LETTER ("Work Letter") is entered into as of this ____ day of December, 2000, by the and between CATELLUS DEVELOPMENT CORPORATION, a Delaware corporation ("Landlord; or
4.2.4. Tenant has assigned its interest in "), and to this Lease without Landlord’s written approvalSYNETICS SOLUTIONS INC., except as may be permitted under Section 15an Oregon corporation ("Tenant").
Appears in 2 contracts
Sources: Multi Tenant Industrial Triple Net Lease (Brooks Automation Inc), Multi Tenant Industrial Triple Net Lease (Brooks Automation Inc)
Option to Extend. Provided that (i) Tenant has not sublet any portion of the Premises other than Suite 120, and (ii) no monetary Default or material non-monetary Default by Tenant exists at the time of exercise or at the time of commencement of the Extended Term, the Term of this Lease shall have be subject to one (I) extension option for an additional period of sixty (60) months (the option“Extension Option”), exercisable by written notice to Landlord given not later than 180 days prior to commencing as of the expiration of the then current TermInitial Tern, to extend the Term for five (5) years and expiring on the date that is sixty (60) full calendar months thereafter (the “Extended Term”), exercisable as follows:
(1) The Extension Option shall be upon the same material terms and conditions as provided contained in this Lease Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the fair market rent for the Premises determined in the manner set forth in Section 2.2(b)(3) below, (ii) on each anniversary of the commencement date of the Extended Term, the Monthly Base Rent shall increase three and one-half percent (3\/,%), on a “Lease Term Extension”). cumulative basis, and (iii) Tenant shall be granted two accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises (subject, however, to the terms of Section 8.1 of the Lease).
(2) Lease Term Extensions. If Tenant elects Tenant’s election to make a Lease Term Extension, tenant acknowledges: (a) exercise the Extension Option must be given to Landlord shall have in writing no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three hundred and sixty-five (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180365) days prior to the expiration of the then current Initial Term unless otherwise agreed (the “Extension Notice”). Within thirty (30) days of Landlord’s receipt of the Extension Notice, Landlord shall send Tenant written notice of Landlord’s good faith determination of the Fair Market Rent for the Premises (the “Fair Market Rent Notice”). For purposes of this Section, the term “Fair Market Rent” shall mean the base rental rate, periodic rental rate adjustment and other charges and increases, if any, for space comparable in size, location and quality to the Premises under a primary lease (and not sublease) to new or renewing tenants, for a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the Premises are situated and the like, situated in writing by buildings in Berkeley and Emeryville, California. Notwithstanding anything to the Landlord; or
4.2.4. contrary contained herein, the Extension Option shall automatically terminate and be of no further force or effect, whether or not Tenant has assigned its interest in and to this Lease without Landlord’s written approvaltimely exercised the Extension Option, except as may be permitted under Section 15if a monetary Default or material non-monetary Default exists at the time of exercise of the Extension Option or at the time of commencement of the Extended Term.
Appears in 2 contracts
Sources: Office/Laboratory Lease (Caribou Biosciences, Inc.), Office/Laboratory Lease (Caribou Biosciences, Inc.)
Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration The first three sentences of Section 2.2 of the then current TermOriginal Lease, to extend as amended, are deleted in their entirety and the Term for five (5) years on the same terms and conditions as provided following is substituted in lieu thereof: “Provided Tenant is not in default under this Lease (a “Lease Term Extension”). Tenant shall be granted two (2beyond applicable notice and cure periods) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void has not been in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late default in the payment of recurring monthly payments of Base Rent, which resulted in written notice from Landlord on two AP Rent, Tenant’s Electricity Cost and/or Tenant’s Share of the Estimated Excess (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all beyond applicable notice and cure periods, as set forth in Section 19.1.1 of the Original Lease) under this Lease more than three (3) times in the prior twelve month period, at the time Tenant it exercises the option to extend or at the commencement of the extended applicable Option Term;
4.2.3, Tenant shall have the right and option to extend this lease ("Option to Extend") with respect to the Original Premises only for one additional option period of three years ("Option Term") upon the same terms and conditions set forth in the Lease (as amended by this Third Amendment) except that the Base Rent shall be adjusted in accordance with Section 4 of the Summary (as amended by this Third Amendment). ▇▇▇▇▇▇ has failed To exercise its Option to Extend, Tenant must give written Landlord notice in writing sent so as to Landlord be received at least one hundred twelve (18012) days months but not more than eighteen (18) months prior to November 30, 2009. At Landlord’s election, Tenant's exercise of its Option to Extend shall be void and of no effect if Tenant is in default under this Lease (beyond applicable notice and cure periods) or has been in default in the payment of recurring monthly payments of Base Rent, AP Rent, Tenant’s Electricity Cost and/or Tenant’s Share of the Estimated Excess (beyond applicable notice and cure periods) under this Lease more than three times in the prior twelve month period on the date it exercises its Option(s) to Extend or on the expiration of the then current Lease Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approvalor Option Term immediately preceding such Option Term, except as may be permitted under Section 15applicable.”
Appears in 2 contracts
Sources: Lease (3com Corp), Lease (3com Corp)
Option to Extend. 15.1 So long as CardioDx, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premise, and subject to the condition set forth in clause (b) below, Tenant shall have one (1) option to extend the optionterm of this Lease with respect to the entirety of the Leased Premises, exercisable for a period of two (2) years from the expiration of the 90th month of the Lease Term (the “Extension Period”), subject to the following conditions:
(a) The option to extend shall be exercised, if at all, by written notice of exercise given to Landlord given by Tenant not later more than 180 days twelve months nor less than nine months prior to the expiration of the then current 90th month of the Lease Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; ;
(b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Anything herein to the contrary hereinnotwithstanding, an option to extend if Tenant is in default under any of the Term may be deemed null and void in Landlord’s discretionterms, covenants or conditions of which such determination shall be made reasonably and in good faiththis Lease, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the option, if one extension option or more on the commencement date of the following has occurred:
4.2.1. Tenant has been late Extension Period, Landlord shall have, in the payment addition to all of Rent, which resulted Landlord’s other rights and remedies provided in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the right to terminate such option to extend or at upon notice to Tenant.
15.2 In the commencement event the option is exercised in a timely fashion, the Lease shall be extended for the term of the extended Term;
4.2.3Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Period shall be 95% of the “Fair Market Rent” for the Leased Premises, increased as set forth below. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior For purposes hereof, “Fair Market Rent” shall mean the Base Monthly Rent and annual escalations determined pursuant to the expiration process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the then current Base Monthly Rent for the Leased Premises below the amount due from Tenant for the preceding portion of the initial Lease Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15for which Base Monthly Rent had been fixed.
Appears in 2 contracts
Sources: Lease Agreement (Cardiodx Inc), Lease Agreement (Cardiodx Inc)
Option to Extend. Provided Tenant shall have is not in default on any of the optionterms, exercisable by written notice to Landlord given not later than 180 days prior covenants or conditions of this Lease, and subject to the expiration of terms and conditions set forth hereafter, Tenant is granted the then current Term, option to extend the Term term of Lease on the Premises for five (5) years (“Option to Extend”) on the same following terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: conditions:
(a) Tenant shall notify Landlord shall have no obligation in writing of Tenant’s exercise of this Option to make any improvements Extend not less than nine (9) months prior to the Premisesexpiration date of this lease. The expiration date of this lease shall be 1) that date specified in the Commencement of Lease letter referred to in Paragraph 2(A) above; or 2) that date determined by Tenant’s exercise of the option to lease the Third Floor as described in Paragraph 2 (D) below.
(b) for each The extended term of the Lease Year during shall commence on the extended Term, Base Rent for such extended Term day immediately following the expiration date and shall be increased by three percent terminate five (3%5) each Lease Year; and years thereafter.
(c) there is no option to further extend The Basic Rent as of the commencement date of the Extended Term beyond of the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably the then prevailing market rate for similar space in San Mateo and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed City as that of the Premises and Building (the “Fair Market Rental Value”) with annual adjustments at the rate of increase then being charged in the market for similar space.
(d) The then current payment for Additional Rent described in Paragraph 4D of the Lease shall continue according to give Paragraph 4D of this Lease.
(e) This Option to Extend can be exercised only by the Coupa Software Incorporated or any Permitted Transferee for their then sole use of the Premises and may not be transferred or assigned to any sublessee or other party (other than a Permitted Transferee), nor may this Option to Extend be exercised by Coupa Software Incorporated for the use of the Premises by any sublessee or party other than Coupa Software Incorporated or any Permitted Transferee.
(f) This Option shall be the option to extend the lease on up to the total Premises then leased as of the date of exercise of the Option to extend, and may not be exercised on less than the Original Premises. Within ten (10) days of the parties determining by giving written notice from either party to Landlord the other that they cannot agree on Fair Market Rental Value, each shall specify in writing to the other the name and address of a person to act as the appraiser on its behalf. Each such person shall be an MAI certified appraiser or commercial real estate broker in either case with at least ten (10) years of experience with the prevailing market rents for the area in which the Premises are located. If either party fails to timely appoint an appraiser, the determination of the timely appointed appraiser shall be final and binding. The two appraisers shall have twenty-one hundred (18021) days prior from the day of their respective appointments (the “Determination Period”) to make their respective determinations and agree on the Fair Market Rental Value. If the two appraisers selected by the Landlord and Tenant cannot reach agreement on the Fair Market Rental Value, such appraisers shall within five (5) business days jointly appoint an impartial third appraiser with qualifications similar to those of the first two appraisers, and the Fair Market Rental Value shall be established by the three appraisers in accordance with the following procedures: The appraiser selected by each party shall state in writing his/her determination of the Fair Rental Market Value, which determination will provide for periodic adjustments to the Basic Rent if such appraiser believes that such adjustments are appropriate. The first two appraisers shall arrange for the simultaneous delivery of their determinations to the third appraiser no later than ten (10) days after the expiration of the then current Term unless otherwise agreed Determination Period. The role of the third appraiser shall be to select which of the two proposed determinations most closely approximates the third appraiser’s determination of the Fair Market Rental Value, and shall have no more than seven (7) days in writing which to select the final determination. The determination chosen by the Landlord; or
4.2.4third appraiser shall constitute the decision of the appraisers and be final and binding on the parties. Tenant has assigned Each party shall pay the cost of its interest in own appraiser and to this Lease without Landlord’s written approval, except as may be permitted under Section 15shall share equally the cost of the third appraiser.
Appears in 2 contracts
Sources: Lease Agreement (Coupa Software Inc), Lease Agreement (Coupa Software Inc)
Option to Extend. Landlord hereby grants Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right to extend the Term of the Lease (the “Option to Extend”) for one (1) additional period of five (5) years (the “Extension Term 2”) on the same terms and conditions contained in the Lease, as provided in this Lease amended hereby, except that (a “Lease i) Base Rent for the Extension Term Extension”). Tenant 2 shall be granted two as set forth below, (ii) no additional Option to Extend shall apply following the expiration of the Extension Term 2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: and (aiii) Landlord shall have no obligation to make any improvements to the Premises; (b) Premises or contribute any amounts therefor to prepare the same for each Lease Year Tenant’s occupancy during the extended Term, Base Rent for such extended Extension Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension2. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, Written notice of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed ▇’s exercise of the Option to give written notice Extend must be given to Landlord at least one hundred no less than twelve (18012) days months prior to the expiration date the Extension Term would otherwise expire. If Tenant is in default under the Lease, Tenant shall have no Option to Extend until such default is cured within the cure period set forth in the Lease for such default, if any; provided, that the period of the then current Term unless otherwise agreed time within which said Option to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as Extend may be permitted under Section 15exercised shall not be extended or enlarged by reason of Tenant’s inability to exercise said Option to Extend because of a default. For the avoidance of doubt, it is agreed and understood that Tenant may exercise the Option to Extend with respect to the entire Premises only, including all of Suites 300 and 320. In the event Tenant validly exercises its Option to Extend as herein provided, Base Rent for the Extension Term 2 shall be as set forth in the tables below.
Appears in 2 contracts
Sources: Office Lease (AbSci Corp), Office Lease (AbSci Corp)
Option to Extend. Tenant Subtenant shall have the optionright and option to extend ---------------- the Term for an additional two (2) years and nine (9) months until September 30, exercisable by written notice to Landlord given not later than 180 days prior to 2005 (the "Extension Term") commencing upon the expiration of the then current original Term referred to in Section 2.2 (the "Original Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”"). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays that Subtenant shall give Sublandlord notice of less than three (3) business days shall not be counted for purposes Subtenant's irrevocable exercise of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the such option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred ninety (18090) days prior to the expiration of the then current Original Term unless otherwise agreed and provided further that Subtenant shall not be in default at either the time of giving such notice or at the time of the commencement of the Extension Term in the performance or observance of any of the terms and provisions of this Sublease on the part of Subtenant to in writing be performed or observed. Prior to the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term, and after the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term as it has been extended by the Landlord; or
4.2.4Extension Term. Tenant Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Sublease contained shall be applicable to the Extension Term. If Subtenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Subtenant or Sublandlord. If Subtenant shall fail to give timely notice of the exercise of such option as aforesaid, Subtenant shall have no right to extend the Term of this Sublease, time being of the essence of the foregoing provisions. The Monthly Fixed Rent payable during the Extension Term shall be the greater of (i) the Monthly Fixed Rent in effect for the year immediately preceding the commencement of the Extension Term or (ii) the Fair Market Rent for the Premises, as determined below, as of the commencement of the Extension Term. If for any reason the Monthly Fixed Rent payable during the Extension Term has assigned its interest not been determined as of the commencement of the Extension Term, Subtenant shall pay the Monthly Fixed Rent payable during the immediately preceding year until the Monthly Fixed Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made. For purposes hereof, the Fair Market Rent shall mean the fair rent for the Premises as of the commencement of the Extension Term under market conditions then existing. Fair Market Rent shall be determined by agreement between Sublandlord and Subtenant, but if Sublandlord and Subtenant are unable to agree upon the Fair Market Rent at least two (2) months prior to the date upon which the Fair Market Rent is to take effect, then the Fair Market Rent shall be determined by appraisal made as hereinafter provided by a board of three (3) reputable independent commercial real estate consultants, appraisers, or brokers, each of whom shall have at least ten (10) years of experience in the Westboro office rental market and each of whom is hereinafter referred to as "Appraiser". Subtenant and Sublandlord shall each appoint one such Appraiser and the two (2) Appraisers so appointed shall appoint the third Appraiser. The cost and expenses of each Appraiser appointed separately by Subtenant and Sublandlord shall be borne by the party who appointed the Appraiser. The cost and expense of the Third Appraiser shall be shared equally by Subtenant and Sublandlord. Sublandlord and Subtenant shall appoint their respective Appraisers at least fifty-five (55) days prior to commencement of the Extension Term and shall designate the Appraisers so appointed by notice to the other party. The two Appraisers so appointed and designated shall appoint the third Appraiser at least forty-five (45) days prior to the commencement of the Extension Term and shall designate such Appraiser by notice to Sublandlord and Subtenant. The board of three (3) Appraisers shall determine the Fair Market Rent of the Premises as of the commencement of the Extension Term and shall notify Sublandlord and Subtenant of their determinations at least thirty (30) days prior to the commencement of the Extension Term. If the determination of the Fair Market Rent of any two (2) or all three (3) Appraisers shall be identical in amount, said amount shall be deemed to be the Fair Market Rent of the Premises. If the determination of all three (3) Appraisers shall be different in amount, the average of the two (2) values nearest in amount shall be deemed the Fair Market Rent of the Premises. The Fair Market Rent of the Premises determined in accordance with the provisions of this Lease without Landlord’s written approval, except as may Section shall be permitted under Section 15binding and conclusive on Subtenant and Sublandlord.
Appears in 2 contracts
Sources: Sublease (Switchboard Inc), Sublease (Switchboard Inc)
Option to Extend. A. Landlord grants to Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null term of this Lease for two 3-year periods commencing when the prior term expires upon each and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more all of the following has occurredterms and conditions:
4.2.1. (i) Tenant has been late in gives to Landlord and Landlord receives notice of the payment exercise of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at this Lease for said additional term no later than twelve (12) months prior to the time that the option period would commence if the option were exercised, time being of the essence. If said notification of the exercise of said option is not so given and received, this option shall automatically expire;
(ii) At the time said written notification of exercise of option is given and received, Tenant shall not be in default under any of the material obligations of this Lease to be performed by Tenant and this Lease shall not have previously terminated nor terminated prior to the commencement of the extended Termoption term;
4.2.3(iii) All of the terms and conditions of this Lease except where specifically modified by this option shall apply;
(iv) The monthly rent for each month of the option period shall be calculated as follows: The rent payable by Tenant during the first option period shall be the Fair Market Rental Value of the Premises (as defined below) at the commencement date of the option period. ▇▇▇▇▇▇ has failed There shall be an annual C.P.I. increase not to give written notice exceed four percent (4%) in each subsequent year of the first option period. The rent in the first year of the second option period shall be the rent in the last year of the first option period to which will be added a C.P.I. increase not to exceed four percent (4%). There shall be an annual C.P.I. increase not to exceed four percent (4%) in each subsequent year of the second option period. All of the C.P.I. increases during the option periods shall be calculated on the basis of the formula provided in the Lease P. 5.B. If Landlord at least one hundred and Tenant cannot agree on the Fair Market Rental Value of the Premises for the extension periods within forty-five (18045) days prior after the Tenant has notified Landlord of its exercise of the option, Landlord and Tenant shall each select, within forty-five (45) days of such notification, an appraiser who must be a qualified M.A.I. appraiser to determine said Fair Market Rental Value. If one party fails to so designate an appraiser within the time required, the determination of Fair Market Rental Value of the one appraiser who has been designated by the other party hereto within the time required shall be binding upon both parties. The appraisers shall submit their determinations of Fair Market Rental Value to both parties within thirty (30) days after their selection. If the difference between the two determinations is ten percent (10%) or less of the higher appraisal, then the average between the two determinations shall be the Fair Market Rental Value of the Premises. If said difference is greater than ten percent (10%), then the two appraisers shall within twenty (20) days of the date that the later submittal is submitted to the expiration parties designate a third appraiser who must also be a qualified M.A.I. appraiser. The sole responsibility of the then current Term unless otherwise agreed third appraiser will be to in writing determine which of the determinations made by the Landlord; or
4.2.4first appraisers is most accurate. Tenant has assigned its interest in The third appraiser shall have no right to propose a middle ground or any modification of either of the determinations made by the first two appraisers. The third appraiser's choice shall be submitted to the parties within thirty (30) days after his or her selection. Such determination shall bind both of the parties and to shall establish the Fair Market Rental Value of the Premises. Each party shall pay for their own appraiser and shall pay an equal share of the fees and expenses of the third appraiser. Fair Market Rental Value for purpose of this Lease without Landlord’s written approvalshall mean the then prevailing rent for premises comparable in size, except as may be permitted under Section 15quality, and orientation to the demised Premises, located in buildings comparable in size to, and in the general vicinity of, the building which the demised Premises are located, leased on terms comparable to the terms contained in this Lease.
Appears in 2 contracts
Sources: Office Building Lease (Fair Isaac & Company Inc), Office Building Lease (Fair Isaac & Company Inc)
Option to Extend. Section 21.1 Tenant shall have the optionright to be exercised as hereafter provided, exercisable to extend the term of this Lease for two (2) additional consecutive periods of five (5) years each (each, an “Option to Extend”), on the following terms and conditions and subject to the limitations hereafter set forth.
Section 21.2 That at the time hereafter set forth for the exercise of the Option to Extend, and at the time the Extended Term commences, this Lease shall be in full force and effect and Tenant shall not be in default in the performance of any of the terms, covenants and conditions herein contained in respect to a matter as to which notice of default has been given hereunder which has not been remedied within the time limited in this Lease, but Landlord shall have the right at its sole discretion to waive the non-default conditions herein.
Section 21.3 That such Extended Term shall be on the same terms, covenants and conditions as set forth in this Lease; provided, however, the Annual Base Rent for such Extended Term shall be the greater of (i) the Base Rent then in effect in this Lease; or (ii) the Market Rent for such space on the date such Extended Term shall commence, as determined in accordance with Article XXI, Section 21.6 or 21.7, as applicable below.
Section 21.4 Tenant shall exercise an Option to Extend by written notice notifying Landlord, in writing, of its election to Landlord given not later than 180 days exercise the right to extend the term of this Lease on or before the date which is twelve (12) months prior to the expiration of the then current Initial Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements with respect to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option first Option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faithExtend, and not unreasonably withheld, conditioned, on or delayed, if, at before the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, date which resulted in written notice from Landlord on two is twelve (212) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days months prior to the expiration of the then current Term unless otherwise agreed Extended Term, with respect to in writing by the Landlord; or
4.2.4second Option to Extend. Prior to commencement of the Extended Term, Landlord and Tenant has assigned its interest in and agree to execute an amendment to this Lease without Landlordincorporating the amended terms referred to in this Article XXI.
Section 21.5 Notwithstanding any provision contained herein, Tenant’s written approvalright to extend the term of this Lease pursuant to this Article XXI shall automatically terminate upon Tenant’s subletting or assigning any portion of its interest under this Lease.
Section 21.6 After timely receipt by Landlord of Tenant’s notice of its Option to Extend, except Landlord and Tenant shall have a period of thirty (30) days in which to agree on the Market Rent of the Demised Premises for the Extended Term. If Landlord and Tenant agree on the Market Rent for the Demised Premises, then they shall immediately execute an amendment to this lease as provided in this Article XXI, which will incorporate the Market Rent as the Base Rent during the Extended Term.
Section 21.7 If Landlord and Tenant are unable to agree upon the Market Rent then, and in any such event, at the request of either party such Market Rent shall be determined by appraisal by three (3) reputable real estate appraisers, each of whom shall be a Member of the American Institute of Real Estate Appraisers with the designation of “MAI” and shall have no “disqualifying interest” (as hereinafter defined). One (1) appraiser shall be appointed by Tenant or its representative and the second (2nd) appraiser shall be appointed by Landlord or its representative. The third (3rd) appraiser shall be appointed by the first two (2) appraisers. If the first two (2) appraisers are unable to agree on a third appraiser within ten (10) days after the appointment of the second (2nd) appraiser, or if either party refuses or neglects to appoint any appraiser as herein provided within ten (10) days after the appointment of the first (1st) appraiser, then such third (3rd) appraiser or such second (2nd) appraiser whose appointment was not made as aforesaid shall be appointed by the then President of the Minnesota Chapter of the American Institute of Real Estate Appraisers (“Appraisal Institute”) or such successor body hereafter constituted exercising similar functions, unless such President shall have a direct or indirect financial or other business interest in or in common with any of the parties hereto (herein referred to as a “disqualifying interest”), in which case the third (3rd) appraiser or such other appraiser whose appointment was not made as aforesaid shall be appointed by the then next highest ranking officer of the Minnesota chapter of the Appraisal Institute or such successor body who shall not have a disqualifying interest. If the determinations of at least two (2) of the appraisers shall be identical in amount and said amount shall be deemed to be the Market Rent. If the determinations of at least two (2) of the appraisers shall not be identical in amount, the Market Rent shall be determined as follows (a) if neither the highest nor the lowest determination of Market Rent differs from the middle determination of Market Rent by more than ten percent (10%) of such middle determination of Market Rent, then the Market Rent shall be the average of all three (3) determinations of Market Rent, and (b) if clause (a) does not apply, then the Market Rent shall be the average of the middle determination of Market Rent and the determination of Market Rent closest in amount to said middle determination of Market Rent. The foregoing determination of Market Rent shall in all cases be final, finding and conclusive upon the parties. Each party shall pay the fees and expenses of the one of the two (2) original appraisers appointed by such party, or in whose stead as above provided such appraiser was appointed, and the fees and expenses of the third appraiser shall be borne equally by both parties. Except as otherwise provided in this Lease, the said appraisal shall be conducted in accordance with the Commercial Arbitration Rules then obtaining of the American Arbitration Association (including for appointment of appraisers if the foregoing procedures for any reason fail), and judgment upon any appraisal decision rendered may be permitted under Section 15entered by any Court having jurisdiction thereof.
Appears in 2 contracts
Sources: Lease Agreement (Accentia Biopharmaceuticals Inc), Lease Agreement (Biovest International Inc)
Option to Extend. Tenant Lessee shall have the optionoption to extend the Term for ---------------- a period of five (5) years immediately following the expiration of the initial Term (the "Extended Term"), exercisable on all provisions contained in this Lease (except for Base Rent and such other terms and conditions as are specifically or by written their operation limited to the initial Term only and except that Lessee shall have no further right or option to extend the term upon the expiration of the Extended Term), by giving notice of exercise of the option (the "Option Notice") to Landlord given Lessor at least twelve (12) months but not later more than 180 days prior to fifteen (15) months before the expiration of the then current applicable Term. Lessor's ability to plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in its sole and absolute discretion, are fundamental elements of Lessor's willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee's strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee's consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee's failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the express written notice set forth hereinabove, shall act to put Lessor on notice of Lessee's intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Term for five (5) years on the same terms and conditions as provided in of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects or any statements, written or oral, of Lessee to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Lessor to the contrary herein, an option to extend during the Term may of this Lease. Notwithstanding the foregoing, if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date of giving the Option Notice, the Option Notice shall be totally ineffective, or if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date the Extended Term is to commence, in addition to any and all other remedies available to Lessor under this Lease. at Lessor's election, the exercise of the option shall be deemed null and void in Landlord’s discretionvoid, of which such determination the Extended Term shall be made reasonably and in good faithnot commence, and not unreasonably withheld, conditioned, or delayed, if, this Lease shall expire at the time Tenant exercises the option, if one or more end of the following has occurred:
4.2.1Term. Tenant has been late in the payment of RentFurther, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend granted pursuant hereto and this entire Article 3.b. shall be null and void and of no further force or at effect if during the commencement twelve (12) month period prior to the delivery of the extended Term;
4.2.3Option Notice, Lessee has incurred two or more late charges pursuant to Article 40.a. ▇▇▇▇▇▇ has failed below, due to give written notice late payment of Base Rent (regardless of whether such late payment was subsequently cured). The option to Landlord at least one hundred extend granted pursuant hereto is personal to original Lessee signatory to this Lease and cannot be assigned, transferred or conveyed to, or exercised for the benefit of, any other person or entity (180voluntarily, involuntarily. by operation of law or otherwise) days prior including, without limitation, to any assignee or subtenant permitted under Article 13, other than a "Permitted Transferee" (as defined in Article 13). All of Lessee's rights under this Article 3.b. shall terminate upon the expiration of the then current initial Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to or sooner termination of this Lease without Landlord’s written approval, except as may be permitted under Section 15Lease.
Appears in 2 contracts
Sources: Net Office Lease (Chordiant Software Inc), Net Office Lease (Chordiant Software Inc)
Option to Extend. (a) Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one time option to extend the Term term of this Lease (the “Option”) for one additional five (5) years on year term (the same “Option Term”). To exercise the Option, Tenant shall deliver to Landlord notice of Tenant’s exercise of the Option not less than six (6) months prior to the original Termination Date. All of the terms and conditions of the Lease shall apply during the Option Term, and the Termination Date shall refer to the last day of the Option Term; provided, however, that Base Rent shall be determined as provided set forth in this Lease (a “Lease Term Extension”). Paragraph 21.12, and Tenant shall have no further option to extend the Term.
(b) If Tenant exercises its Option, the Base Rent during the Option Term shall be granted increased (but not decreased) by the increase, if any, from the “Base Month”, as defined below, in the Consumer Price Index of the Bureau of Labor Statistics of the U.S. Department of Labor for CPI-U (All Urban Consumers) for New York-Northern New Jersey-Long Island, All Items (1982-1984 = 100), herein referred to as “CPI”, calculated as set forth below.
(c) The monthly Base Rent payable during the Option Term shall be calculated as follows: the Base Rent set forth in Paragraph 2.1 of this Lease shall be multiplied by a fraction, the numerator of which shall be the CPI of the calendar month which is two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements months prior to the Premises; (b) for each Lease Year during first day of the extended Option Term, Base Rent for such extended Term and the denominator of which shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more CPI of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, calendar month which resulted in written notice from Landlord on is two (2) or more occasions within a single Lease Yearmonths prior to the month in which the Commencement Date occurred (the “Base Month”); provided, provided thathowever, isolated or minimal delays of less than three (3) business days the increase shall not be counted less than the equivalent of two percent (2%) per annum or ten percent (10%) for purposes the Option Term from the Base Rent payable on the Commencement Date nor greater than the equivalent of this section;six percent (6%) per annum or thirty percent (30%) for the Option Term from the Base Rent payable on the Commencement Date. The amount so calculated shall constitute the new monthly Base Rent hereunder during the Option Term.
4.2.2. Tenant has caused an Event of Default in (d) In the performance of any of its obligations under this Lease, which Event of Default remains uncured after event the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend compilation or at the commencement publication of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed CPI shall be transferred to give written notice any other governmental department or bureau or agency or shall be discontinued, then the index most nearly the same as the CPI shall be used to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15make such calculation.
Appears in 2 contracts
Sources: Single Tenant Commercial Lease (R F Industries LTD), Single Tenant Commercial Lease (R F Industries LTD)
Option to Extend. (a) Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, two (2) consecutive options to extend the Term of this Lease with respect to all of the Premises for a period of five (5) years each commencing on the same terms and Term Expiration Date (the "Extension Period") subject to the conditions as provided contained in this Lease Section. The options to extend are sometimes referred to collectively herein as an "Option to Extend."
(a “Lease Term Extension”). Tenant i) The Option to Extend shall be granted two exercised, if at all, by written notice of exercise given to Landlord by Tenant not more than eighteen (218) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: months nor less than twelve (a12) Landlord shall have no obligation to make any improvements months prior to the Premises; expiration date of the Term Expiration Date. In the event that Tenant fails to deliver such exercise notice to Landlord on or before the date that is exactly twelve (b12) for each Lease Year during months prior to the extended TermTerm Expiration Date, Base Rent for such extended Term the Option to Extend shall be increased by three percent null and void and of no further force or effect.
(3%ii) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Anything herein to the contrary hereinnotwithstanding, if an option Event of Default has occurred with respect to extend Tenant which remains uncured following the Term may be deemed null expiration of any applicable notice and void in Landlord’s discretioncure period, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the optionOption to Extend or on the commencement date of the Extension Period, then Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate the Option to Extend upon thirty (30) days written notice to Tenant (with Tenant having failed to cure the default during such thirty (30) day period).
(b) In the event the Option to Extend is exercised in a timely fashion, this Lease shall be extended for an additional five (5) years upon all of the terms and conditions of this Lease; provided, that, the Base Expense Year and Base Tax Year shall be adjusted to the calendar year in which each Option to Extend is effective (however, if one or more of the following has occurred:
4.2.1. Tenant has been late in Option to Extend is effective during the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than last three (3) business days months of a calendar year, the Base Expense Year and Base Tax Year shall not be counted the next calendar year); and provided further that, the Base Monthly Rent and additional rent for purposes such Extension Period shall be adjusted to equal ninety-seven percent (97%) of this section;
4.2.2. Tenant has caused an Event the "Fair Market Rent" for each floor of Default in the performance Premises and provided further that there shall be no tenant improvement allowance and, upon the exercise of any of its obligations under this Leasethe second Option to Extend, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the no further option to extend or at the Lease Term. For purposes hereof, "Fair Market Rent" shall mean the prevailing gross rental rate per annum per square foot as of the date six (6) months prior to the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed Extension Period, including, without limitation, base rent, additional rent and all other monetary payments (including base rent increases and step-ups) agreed to give written notice be paid by new tenants generally for similar space in a condition (including the state of build out) and location (within the Building and any comparison buildings) comparable to Landlord at least one hundred (180) days prior to the expiration each floor of the then current Term unless otherwise agreed Premises in comparable buildings for five (5) year terms, pursuant to new leases entered into by such other tenants, and considering any rental abatement and any other similar concessions granted in writing by connection with new leases for such comparable space (including tenant improvement allowances and other similar items but excluding the Landlord; or
4.2.4. Tenant has assigned its interest payment of any leasing commissions in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15comparable transactions).
Appears in 2 contracts
Sources: Office Lease (NBC Internet Inc), Office Lease (Xoom Inc)
Option to Extend. 35.1 Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, personal and non-transferrable right to extend the Term of this Lease for two (2) consecutive periods of five (5) years on (the same “First Option” and “Second Option” respectively, and collectively the “Option to Extend”). In the event Tenant is, or has been, in an Event of Default (beyond any applicable notice and grace or cure periods) at the time of the start of the First or Second Option Period, as hereinafter defined, or upon receipt of the First Option Notice or Second Option Notice, as hereinafter defined, from Landlord, then Tenant’s Option to Extend shall be void and of no further force or effect. The following terms shall apply to Tenant’s Option to Extend the Term of this Lease:
(a) In order for Tenant to exercise the First Option to extend the lease for an additional five (5) year period (the “First Option Period”), Tenant must provide Landlord with written notice of its intention to so extend the Lease Term, with notice to be delivered in accordance with Section 34 hereof at any time after the commencement of the eighteenth (18th) month preceding the expiration of the initial Term of this Lease and prior to the beginning of the twelfth (12th) month preceding the expiration of the initial Term of the Lease (the “First Option Notice”), time being of the essence. If Tenant fails to timely exercise the First Option to Extend in accordance with this paragraph, the exercise of the First and Second Options shall be deemed to have been waived by Tenant.
(b) The First Option, if exercised, shall be upon, and subject to, all of the terms, covenants and conditions provided in the Lease for the original Term hereof, except that the Basic Rental shall be modified as provided below and that any terms, covenants or conditions hereof that are expressly or by their nature inapplicable to the First Option shall not apply.
(c) The initial Basic Rental as of the commencement of the First Option Period shall be an amount equal to the fair market rental value of the Demised Premises (“FMV”) multiplied by a factor of ninety five percent (95%) (the “Option FMV”). The Option FMV shall be determined pursuant to the following:
i. The parties shall attempt, during the three (3) month period following the date of the First Option Notice to mutually agree upon the Option FMV of the Demised Premises for the First Option Period.
ii. If Landlord and Tenant shall fail to agree upon a final and binding Option FMV within such three (3) month period, Landlord shall, within the thirty (30) day period following, submit base rental figures to Tenant in this Lease writing which Landlord believe represents the Option FMV (a “Lease Term ExtensionLandlord’s Notice”). Tenant shall, within fifteen (15) business days after receipt of Landlord’s Notice, either (A) confirm that Tenant agrees with Landlord’s determination of the Option FMV, in which event such Option FMV shall then automatically become the Annual Basic Rental as of the commencement of the First Option Period, or (B) notify Landlord that Tenant disagrees with Landlord’s determination of the Option FMV. If Landlord does not receive written notice from Tenant within fifteen (15) business days of Tenant’s receipt of Landlord’s Notice, then the Option FMV contained in Landlord’s Notice shall be granted deemed to be the Annual Basic Rental as of the commencement of the First Option Period. In the event Tenant disagrees with Landlord’s determination of the Option FMV contained in Landlord’s Notice then Tenant may commence arbitration by making written demand to Landlord (“Tenant’s Notice”) within fifteen (15) business days of Tenant’s receipt of Landlord’s Notice. Tenant’s Notice shall contain a statement of the question to be arbitrated i.e. what is the Option FMV as of the commencement of the First Option Period and shall state Tenant’s determination of the Option FMV. Landlord and Tenant shall then mutually designate an arbitrator whose determination of the Option FMV (which shall be either the Option FMV contained in Landlord’s Notice or the Option FMV proposed by Tenant in Tenant’s Notice, but no other amount) shall be final and binding upon Landlord and Tenant.
iii. If Landlord and Tenant shall fail to agree upon the choice of such arbitrator within ten (10) days after Landlord shall have received Tenant’s Notice, then either party may apply to the American Arbitration Association or any successor thereto having jurisdiction to designate an arbitrator. The arbitrator shall be a real estate broker or consultant who is MAI certified by the Appraisal Institute and who shall have had at least fifteen (15) years’ continuous experience in the business of appraising or managing real estate or acting as a real estate agent or broker in the Market.
iv. The arbitrator shall conduct such hearings and investigations as he may deem appropriate and shall, within thirty (30) days after his designation, determine which of the two (2) proposals shall be the FMV, and that choice by the arbitrator shall be binding upon Landlord and Tenant, provided that the arbitrator shall not have the power to add to, modify, or change any of the other provisions of this Lease. Each party shall pay its own counsel fees and expenses, if any, in connection with any arbitration under this Clause, and the parties shall share equally all other expenses and fees of any such arbitration.
v. If for any reason the FMV shall not have been determined prior to the commencement of the First Option Period, then Tenant shall continue to pay Landlord the Basic Rental payable for the Demised Premises during the period immediately preceding the expiration of the initial Term of the Lease. Upon final determination of the FMV, it shall have been determined that the Basic Rental payable for and during the First Option Period shall be equal to the FMV, then an appropriate adjustment to the Basic Rental shall be made reflecting such final determination, and either (i) Landlord shall refund to Tenant any overpayment in Tenant’s payment of Basic Rental, or (ii) Tenant shall pay to Landlord any underpayment of Basic Rental, in each such instance for the period from commencement of the First Option Period to the date of such final determination.
vi. The decision of the arbitrator will be final and non-appealable, and may be enforced according to the laws of the State of Michigan.
(d) In order for Tenant to exercise the Second Option to extend the lease for an additional five (5) year period (the “Second Option Period”), Tenant must provide Landlord with written notice of its intention to so extend the Lease Term ExtensionsTerm, with notice to be delivered in accordance with Section 34 hereof at any time after the commencement of the eighteenth (18th) month preceding the expiration of the First Option Period of this Lease and prior to the beginning of the twelfth (12th) month preceding the expiration of the First Option Period of the Lease (the “Second Option Notice”), time being of the essence. If Tenant elects fails to make timely exercise the Second Option in accordance with this paragraph, the exercise of the Second Option shall be deemed to have been waived by Tenant.
(e) The Second Option, if exercised, shall be upon, and subject to, all of the terms, covenants and conditions provided in the Lease for the original Term hereof, except that the Base Rent shall be modified as provided below and that any terms, covenants or conditions hereof that are expressly or by their nature inapplicable to the Second Option shall not apply.
(f) The initial Basic Rental as of the commencement of the Second Option Period shall be an amount equal to the fair market rental value of the Option FMV. The Option FMV shall be determined pursuant to the following:
i. The parties shall attempt, during the three (3) month period following the date of the Second Option Notice to mutually agree upon the Option FMV of the Demised Premises for the Second Option Period.
ii. If Landlord and Tenant shall fail to agree upon a Lease Term Extensionfinal and binding Option FMV within such three (3) month period, tenant acknowledges: Landlord shall, within the thirty (a30) day period following, submit base rental figures to Tenant in writing which Landlord believe represents the Option FMV (“Landlord’s Notice”). Tenant shall, within fifteen (15) business days after receipt of Landlord’s Notice, either (A) confirm that Tenant agrees with Landlord’s determination of the Option FMV, in which event such Option FMV shall then automatically become the Annual Basic Rental as of the commencement of the Second Option Period, or (B) notify Landlord that Tenant disagrees with Landlord’s determination of the Option FMV. If Landlord does not receive written notice from Tenant within fifteen (15) business days of Tenant’s receipt of Landlord’s Notice, then the Option FMV contained in Landlord’s Notice shall be deemed to be the Annual Basic Rental as of the commencement of the Second Option Period. In the event Tenant disagrees with Landlord’s determination of the Option FMV contained in Landlord’s Notice then Tenant may commence arbitration by making written demand to Landlord (“Tenant’s Notice”) within fifteen (15) business days of Tenant’s receipt of Landlord’s Notice. Tenant’s Notice shall contain a statement of the question to be arbitrated i.e. what is the Option FMV as of the commencement of the Second Option Period and shall state Tenant’s determination of the Option FMV. Landlord and Tenant shall then mutually designate an arbitrator whose determination of the Option FMV (which shall be either the Option FMV contained in Landlord’s Notice or the Option FMV proposed by Tenant in Tenant’s Notice, but no other amount) shall be final and binding upon Landlord and Tenant.
iii. If Landlord and Tenant shall fail to agree upon the choice of such arbitrator within ten (10) days after Landlord shall have no obligation to make any improvements received Tenant’s Notice, then either party may apply to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term American Arbitration Association or any successor thereto having jurisdiction to designate an arbitrator. The arbitrator shall be increased a real estate broker or consultant who is MAI certified by three percent the Appraisal Institute and who shall have had at least fifteen (3%15) each Lease Year; years’ continuous experience in the business of appraising or managing real estate or acting as a real estate agent or broker in the Market.
iv. The arbitrator shall conduct such hearings and investigations as he may deem appropriate and shall, within thirty (c30) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary hereindays after his designation, an option to extend the Term may be deemed null and void in Landlord’s discretion, of determine which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Yearproposals shall be the FMV, and that choice by the arbitrator shall be binding upon Landlord and Tenant, provided that, isolated or minimal delays of less than three (3) business days that the arbitrator shall not be counted for purposes have the power to add to, modify, or change any of the other provisions of this section;
4.2.2Lease. Tenant has caused an Event of Default Each party shall pay its own counsel fees and expenses, if any, in connection with any arbitration under this Clause, and the performance parties shall share equally all other expenses and fees of any of its obligations under this Lease, which Event of Default remains uncured after such arbitration.
v. If for any reason the expiration of all applicable notice and cure periods, at the time Tenant exercises the option FMV shall not have been determined prior to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed Second Option Period, then Tenant shall continue to give written notice to pay Landlord at least one hundred (180) days prior to the Basic Rental payable for the Demised Premises during the period immediately preceding the expiration of the First Option Period of the Lease. Upon final determination of the FMV, it shall have been determined that the Basic Rental payable for and during the Second Option Period shall be equal to the FMV, then current Term unless otherwise agreed an appropriate adjustment to the Basic Rental shall be made reflecting such final determination, and either (i) Landlord shall refund to Tenant any overpayment in writing by Tenant’s payment of Basic Rental, or (ii) Tenant shall pay to Landlord any underpayment of Basic Rental, in each such instance for the Landlord; orperiod from commencement of the Second Option Period to the date of such final determination.
4.2.4vi. Tenant has assigned its interest in The decision of the arbitrator will be final and to this Lease without Landlord’s written approvalnon-appealable, except as and may be permitted under Section 15enforced according to the laws of the State of Michigan.
(g) Under no circumstances whatsoever can the initial Basic Rental for the First Option Period or Second Option Period which is set via arbitration be equal to an amount which is less than the Basic Rental in effect immediately preceding the Expiration Date of the initial Term of the Lease or the First Option Period, as the case may be.
Appears in 2 contracts
Sources: Lease (Covisint Corp), Lease (Covisint Corp)
Option to Extend. Provided that (i) Tenant has not sublet more than 30% of the Premises, and (ii) at the time of exercise and at all times prior to the commencement of the Extended Term, Tenant shall not be in default under this Lease or otherwise failed to have timely performed all of Tenant’s obligations under this Lease, the optionTerm of this Lease shall be subject to one (1) extension option for an additional period of 36 months (the “Extension Option”), commencing as of the expiration of the Initial Term, and expiring on the date that is 36 full calendar months thereafter (the “Extended Term”), exercisable by written notice as follows:
(1) The Extension Option shall be upon the same material terms and conditions contained in this Lease, except that (i) the initial Monthly Base Rent for the Premises shall be equal to the Fair Market Rent (as defined in Section 2.2(c)(2) below) for the Premises as of the first month of the Extension Option determined in the manner set forth in Section 2.2(c)(3) below; and (ii) Tenant shall accept the Premises in an “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises (subject, however, to the terms of Section 8.1 of this Lease).
(2) Tenant’s election to exercise the Extension Option must be given to Landlord given not later in writing no less than 180 365 days and no more than 455 days prior to the expiration of the then current Terminitial Term (the “Extension Notice”), to extend Within thirty (30) days of Landlord’s receipt of the Term Extension Notice, Landlord shall send Tenant written notice of Landlord’s determination of the Fair Market Rent for five the Premises (5) years on the same terms and conditions as provided in this Lease (a “Lease Term ExtensionFair Market Rent Notice”). Tenant For purposes of this Section, the term “Fair Market Rent” shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionmean the base rental rate, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements periodic rental rate adjustment and other charges and increases, if any, for second-generation office/laboratory space comparable in size, location and quality to the Premises; Premises under a primary lease (band not sublease) to new or renewing tenants, for each Lease Year during a comparable term with a tenant improvement allowance, if applicable and taking into consideration such amenities as existing improvements, view, floor on which the extended TermPremises are situated and the like, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extensionsituated in buildings in Emeryville, California. Notwithstanding anything to the contrary contained herein, an option to extend the Term may Extension Option shall automatically terminate and be deemed null and void in Landlord’s discretionof no further force or effect, of which such determination shall be made reasonably and in good faithwhether or not Tenant has timely exercised the Extension Option, and not unreasonably withheld, conditioned, if a monetary or delayed, if, material non-monetary Default exists at the time Tenant exercises the option, if one or more of exercise of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) Extension Option or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the of commencement of the extended Extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 2 contracts
Sources: Office/Laboratory Lease (Kyverna Therapeutics, Inc.), Office/Laboratory Lease (Kyverna Therapeutics, Inc.)
Option to Extend. Provided that Tenant is not in default hereunder (i.e., after expiration of any applicable cure period specified in Section XX.A., without cure during such period, if any) either at the date Tenant's notice of exercise is given or on the date the Additional Term (as defined below) would otherwise commence, and provided further that Tenant is entitled to and concurrently exercises its option to extend the term of the lease between Landlord and Tenant of even date herewith for certain other premises (the "Other Premises") within the other building located in the Project (the "Other Lease"), Tenant shall have the optionoption to extend the Term by one (1) additional period of five (5) years (the "Additional Term"). The Additional Term shall commence, exercisable if at all, on the day after the Expiration Date and shall continue through the fifth (5th) anniversary of the Expiration Date specified in Section I. above (as amended pursuant to Section III., if applicable), subject to earlier termination as provided herein. Such option shall be exercised, if at all, by written notice to Landlord given not later at least nine (9) and no more than 180 days twelve (12) months prior to the Expiration Date of the initial Term. If Tenant is entitled to and gives notice in the manner and within the time set forth in this subsection A., then the Term shall be extended by the Additional Term, on all of the conditions set forth in this Lease for the original Term, except that:
(1) Monthly Rental for the Additional Term and for the additional term of the Other Lease shall be at the fair market rental value thereof, and shall be determined concurrently, as follows:
(a) For a period of fifteen (15) days after Tenant's exercise of the foregoing option with respect to the Additional Term, Landlord and Tenant shall attempt to agree on the fair market rental value for the Additional Term of this Lease and the Other Lease. In determining fair market rental, (i) parking charges, if any, then imposed or proposed to be imposed for parking at the Project shall be considered and (ii) Alterations made to the Premises by Tenant at Tenant's cost shall not be considered. If Landlord and Tenant are unable to so agree within such fifteen (15) day period, then each party shall, by written notice to the other party given within ten (10) days after expiration of such fifteen (15) day period, select an appraiser. If either party shall fail to select an appraiser in such manner and within such time, the then current single appraiser actually selected shall perform the appraisal. Tenant shall, by written notice to each appraiser with a copy to Landlord, request each appraiser to obtain information from Landlord with respect to parking charges for the Additional Term, and Landlord shall promptly provide each appraiser the amount of any parking charge to extend be assessed Tenant during the Additional Term. If each party timely and properly selects an appraiser, the two appraisers selected by the parties shall determine and attempt to agree on the fair market rental value for the Additional Term for of this Lease and the Other Lease within thirty (30) days after their appointment; if they are unable to so agree and their appraised values differ by more than five percent (5%) in the aggregate over the Additional Term of this Lease and/or the Other Lease, the two appraisers shall, by written notice to Landlord and Tenant, select a third appraiser within five (5) years days after expiration of the thirty (30) day period within which they were to determine and agree on the same terms fair market rental, which third appraiser shall analyze the fair market rental for the additional term for each lease with respect to which such difference in appraisals exists. If they cannot agree on a third appraiser within such time period, or if both parties fail to select an appraiser in the manner and conditions as provided within the time herein provided, either party may have the third (or sole, if applicable) appraiser appointed by application to the presiding judge of the San Diego County Superior Court or his or her designee. If the appraised value of the first two appraisers are within five percent (5%) in the aggregate over the Additional Term for either or both this Lease (and the Other Lease, then Landlord shall calculate the average of the two appraised values as a “Lease Term Extension”flat rental rate for the proposed term of such lease(s). Tenant , which average shall be granted two (2) Lease the fair market rental rate for the Additional Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; of such lease(s).
(b) for each The appraisers shall have the MAI designation and a minimum of ten (10) years experience in the San Diego office market. Each of the first two appraisers shall analyze the fair market rental value of the Premises and the premises which are the subject of the Other Lease Year during the extended Term, Base Rent for such extended Term and shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything give written notice to the contrary hereinparties of his or her appraisal within thirty (30) days following his or her appointment or selection, an option to extend the Term may be deemed null and void but in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less no event later than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Additional Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least If a single appraiser is used, his or her determination shall be the fair market rental rate. If three appraisers are used, the third appraiser shall select one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing values determined by the Landlord; orfirst two appraisers as the fair market rental rate for any lease with respect to which the appraisals differ by more than five percent (5%). The cost of the appraisals shall be shared equally by Landlord and Tenant.
4.2.4(2) The provisions of Section III. Tenant has assigned its interest in and to EXHIBIT C. of this Lease without Landlord’s written approval, except as may shall not apply; and
(3) There shall be permitted under Section 15no further options to extend the Term.
Appears in 2 contracts
Sources: Lease (Peregrine Systems Inc), Lease Agreement (Peregrine Systems Inc)
Option to Extend. A. Provided that, at the time of each such exercise, (i) this Lease is in full force and effect, and (ii) no Event of Default shall have occurred and be continuing (either at the time of exercise or at the commencement of the Extended Term), and (iii) Tenant shall not have assigned this Lease or sublet all or any portion the Premises, other than any Permitted Transfer (any of which conditions described in clauses (i), (ii), and (iii) may be waived by Landlord at any time in Landlord’s sole discretion), Tenant shall have the optionright and option to extend the Term of this Lease for one (1) extended term (“Extended Term”) of five (5) years, exercisable by giving written notice to Landlord given not later than 180 days twelve (12) months prior to the expiration date of the Term. The effective giving of such notice of extension by Tenant shall automatically extend the Term of this Lease for the Extended Term, and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, this Lease shall automatically terminate at the end of the Term, and Tenant shall have no further option to extend the Term of this Lease. The Extended Term shall commence on the day immediately succeeding the expiration date of the original Term and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of the Extended Term. The Extended Term shall be on all the terms and conditions of this Lease, except: (w) during the Extended Term, Tenant shall have no further option to extend the Term, (x) the Base Rent for the Extended Term shall be the greater of (i) the Fair Market Rental Value of the Premises as of the commencement of the Extended Term in question, taking into account all relevant factors, determined pursuant to Section 40(b) below or (ii) the Base Rent in effect during the final year of the Lease Term, (y) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy during the Extended Term and Landlord shall not be required to provide any work allowance or reimburse Tenant for any alterations made or to be made by Tenant, or to grant Tenant any rent concession, and (z) the Base Year shall be the applicable calendar or Tax Fiscal Year, as applicable, in which the commencement of the Extended Term occurs.
B. Promptly after receiving Tenant’s notice extending the Term of this Lease pursuant to Section 40(a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rental Value (as defined in Section 40(c) below) of the Premises for the upcoming Extended Term provided that in no event shall Landlord be required to deliver such estimate sooner than eleven (11) months prior to the expiration of the Term then current Termin effect. If Tenant is unwilling to accept Landlord’s estimate of the Fair Market Rental Value as set forth in Landlord’s notice referred to above, and the parties are unable to extend reach agreement thereon within thirty (30) days after the delivery of such notice by Landlord, then either party may submit the determination of the Fair Market Rental Value of the Premises to arbitration by giving notice to the other party naming the initiating party’s arbitrator within ten (10) days after the expiration of such thirty (30)-day period. Within fifteen (15) days after receiving a notice of initiation of arbitration, the responding party shall appoint its own arbitrator by notifying the initiating party of the responding party’s arbitrator. If the second arbitrator shall not have been so appointed within such fifteen (15) day period, the Fair Market Rental Value of the Premises shall be determined by the initiating party’s arbitrator. If the second arbitrator shall have been so appointed, the two arbitrators thus appointed shall, within fifteen (15) days after the responding party’s notice of appointment of the second arbitrator, appoint a third arbitrator. If the two initial arbitrators are unable timely to agree on the third arbitrator, then either may, on behalf of both, request such appointment by the Boston office of JAMS, Inc., or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. The Fair Market Rental Value of the Premises for the Extended Term for shall be determined by the method commonly known as Baseball Arbitration, whereby Landlord’s selected arbitrator and Tenant’s selected arbitrator shall each set forth its respective determination of the Fair Market Rental Value of the Premises, and the third arbitrator must select one or the other (it being understood that the third arbitrator shall be expressly prohibited from selecting a compromise figure). Landlord’s selected arbitrator and Tenant’s selected arbitrator shall deliver their determinations of the Fair Market Rental Value of the Premises to the third arbitrator within five (5) years on Business Days of the same terms appointment of the third arbitrator and conditions as provided in this Lease the third arbitrator shall render his or her decision within ten (a “Lease Term Extension”)10) days after receipt of both of the other two determinations of the Fair Market Rental Value of the Premises. Tenant The third arbitrator’s decision shall be granted two (2) Lease Term Extensionsbinding on both Landlord and Tenant. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term All arbitrators shall be increased by three percent commercial real estate brokers who are independent from the parties and who have had at least ten (3%10) each Lease Year; years’ experience in leases of comparable premises in comparable buildings in the area in which the Premises are located. Each party shall pay the fees of its own arbitrator, and (c) there is no option to further extend the Term beyond fees of the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination third arbitrator shall be made reasonably shared equally by the parties. In the event Tenant initiates the aforesaid arbitration process and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more as of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3Extended Term the amount of the Base Rent for the Extended Term has not been determined, Tenant shall pay the amount determined by Landlord for the Premises and when the determination has actually been made, an appropriate retroactive adjustment shall be made as of the commencement of the Extended Term if necessary. ▇▇▇▇▇▇ In the event that such determination shall result in an overpayment by Tenant of any Base Rent, such overpayment shall be paid by Landlord to Tenant promptly after such determination has failed to give written notice been made, and if such determination shall result in an underpayment by Tenant of any Base Rent, Tenant shall pay any such amounts to Landlord at least one hundred promptly following such determination.
C. As used in this Lease, the term “Fair Market Rental Value” shall mean the fixed rents that landlords of comparable first class buildings in the 128 West submarket have agreed to accept, and sophisticated nonaffiliated tenants of comparable buildings have agreed to pay, in current arms-length, nonequity (180i.e., not being offered equity in the building), transactions for comparable space (in terms of condition, improvements, floor location and floor height) days prior of a comparable size, for a term equal to the expiration of the then current applicable Extended Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15taking into account all other relevant factors.
Appears in 1 contract
Option to Extend. Landlord hereby grants to Tenant two (2) options (each, an “Option” and, collectively, the “Options”) to extend the initial term of the Lease (“Initial Term”) for additional periods of five (5) years each (each, an “Option Term”) as to the entire Premises, which extension(s) shall be upon and subject to the terms and conditions set forth in this Lease. Tenant shall have no right to extend the optionInitial Term except as expressly provided in this Paragraph 44. The first Option Term shall commence upon the expiration of the Initial Term and the second Option Term shall commence upon the expiration of the first Option Term. Tenant may not exercise the second Option if Tenant has not exercised the first Option. Each Option shall be exercised, exercisable if at all, by Tenant’s delivery of both (i) written notice of exercise to Landlord given and (ii) as a condition precedent to Tenant’s right to exercise the applicable Option, a renewal or substitute letter of credit, in the Letter of Credit Amount, expiring not earlier than one hundred twenty (120) days after the applicable Option Term, in accordance with, and subject to the terms and conditions of, Paragraph 5 of this Lease, no later than 180 days nine (9) months nor earlier than twelve (12) months prior to the expiration date of the Initial Term with respect to the first Option, and no later than nine (9) months nor earlier than twelve (12) months prior to the expiration of the then current Term, to extend the first Option Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements with respect to the Premises; (b) for second Option. The Rent to be paid during each Lease Year during the extended Term, Base Rent for such extended Option Term shall be increased the Prevailing Market Rent, as hereinafter defined. As used herein, the term “Prevailing Market Rent” shall mean the rent (including any additional rent and/or applicable base year) and all other monetary payments and escalations that Landlord could obtain from a third party tenant comparable to Tenant desiring to lease the Premises for the applicable Option Term, taking into account the age of the Project, the size of the Premises, the type and quality of tenant improvements, the location of the Premises, the quality of construction of the Project and the Premises, the services provided under the terms of the Lease, the rent and brokers commissions then being paid for the renewal of leases of space comparable to the Premises in the City of San ▇▇▇▇, and all other factors, including any rent abatement concessions, tenant improvement allowances and all other concessions then prevailing in the market for office/research and development buildings in San ▇▇▇▇, that would be relevant to a third party in determining the rent such party would be willing to pay to lease the Premises for the applicable Option Term; provided, however, in no event shall the Prevailing Market Rent be less than (A) with respect to the first Option Term, the Rent payable by three Tenant to Landlord at the expiration of the Initial Term and/or (B) with respect to the second Option Term, the Rent payable by Tenant to Landlord at the expiration of the first Option Term. If (i) a Default by Tenant exists or ripens under any of the terms, covenants, or conditions of this Lease or (ii) Tenant does not occupy at least fifty percent (350%) each Lease Year; and of the Premises (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary hereinas then configured), an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the option, if one applicable Option or more at any time thereafter prior to the commencement date of the following has occurred:
4.2.1applicable Option Term (each, an “Option Commencement Date”), then in each case, Tenant’s exercise of the applicable Option shall be of no force and effect and Tenant shall have no rights hereunder to extend the Initial Term. The Options shall be personal to the entity then constituting the Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, and shall not be transferable or assignable to any third party, except (i) an assignee of this Lease to which Event Landlord shall have expressly consented in writing (pursuant to the terms and conditions of Default remains uncured this Lease) and/or (ii) a Permitted Transferee to which this Lease has been assigned (either being a “Permitted Option Assignee”); provided, however, that Tenant hereby agrees and acknowledges that, if any such Permitted Option Assignee exercises an Option, the assigning Tenant (to the extent still in existence), in each instance (i.e., any and all assignors), shall remain fully liable for any and all obligations of the “Tenant” under this Lease during the applicable Option Term (and any extensions thereof). On or before five (5) business days after Tenant provides Landlord with notice of Tenant’s exercise of an Option, Landlord and Tenant shall commence negotiations to agree upon the Prevailing Market Rent applicable thereto. If Landlord and Tenant are unable to reach agreement on the Prevailing Market Rent within fifteen (15) business days after the expiration of all applicable notice and cure periodsdate negotiations commence, at then the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except Prevailing Market Rent shall be determined as may be permitted under Section 15.follows:
Appears in 1 contract
Sources: Net Lease Agreement (Calix, Inc)
Option to Extend. Subject to satisfaction of the conditions precedent set forth below, Tenant shall have one option to extend the optionTerm ("EXTENSION OPTION"), exercisable by written notice to Landlord given not later than 180 days prior to or the period specified in Section 1, for twenty-four (24) months beginning the day after the expiration of the then current initial Term ("EXTENSION TERM"), on the following terms and conditions:
(a) Each Extension Option shall be subject to satisfaction of each of the following conditions precedent, which are solely for the benefit of, and may be waived unilaterally by, Landlord:
(i) The Extension Option shall be exercised by written notice delivered by Tenant to Landlord not later than nine (9) months prior to the end of the Term, to extend the Term for five (5) years on as the same terms and conditions as provided in this Lease may have previously been extended (a “Lease Term Extension”"Extension Deadline"). ;
(ii) Tenant shall be granted two in occupancy of the entire area of the Premises directly or through a wholly owned subsidiary (2at any tier), and not through an unaffiliated assignee or sublessee; and
(iii) The Lease Term Extensions. If shall be in effect and Tenant elects shall not be in default of any material provision thereof both on the day such written notice is delivered to make a Lease Term ExtensionLandlord and on the last day of the Term; provided, tenant acknowledges: (a) Landlord however, if Tenant is in default but the cure period has not run, this condition shall have no obligation to make any improvements to be deemed satisfied if Tenant cures the Premises; default within the applicable cure period.
(b) for In the event the Term shall be extended following exercise by Tenant of the Extension Option, then all of the terms, covenants and conditions of this Lease shall remain in full force and effect during the Extension Term. Thereafter, Base Rent shall be adjusted periodically at the start of each Lease Year during the extended Term, Base Rent for such extended Extension Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option pursuant to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 155.3 below.
Appears in 1 contract
Sources: Standard Industrial Lease (Redline Performance Products Inc)
Option to Extend. (a) Subject to section 3 above, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term this Lease for one (1) further term of five (5) years (the "Extension Term"). Such extension shall be on the same terms and conditions as provided in this Lease of Landlord's then current standard form of lease for the Project, and (a “Lease Term Extension”). Tenant i) there shall be granted two no further right to extend after the expiry of the Extension Term, (2ii) Lease Term Extensions. If Tenant elects the Basic Rent shall be such increased amount as determined pursuant to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; subsection (b) of this section, and (iii) there shall be no tenant's allowance or rent-free period for each Lease Year during the extended TermExtension Term and the Premises shall be accepted by Tenant in "as is" condition at the commencement of the Extension Term without Landlord being required to perform any work. Such right to extend shall be exercisable by notice to Landlord by not later than six (6) months, Base and not earlier than twelve (12) months, prior to the expiry of the original Term hereof, failing which such right shall be null and void and forever extinguished.
(b) The Basic Rent for such extended the Extension Term shall be increased by three percent the greater of (3%i) each Lease Year; the Basic Rent payable hereunder in respect of the twelve (12) months immediately preceding the commencement of the Extension Term, and (cii) there is no option to further extend the Term beyond market rent for the Lease Term ExtensionPremises ("Market Rent"). Notwithstanding anything to the contrary As used herein, an option "Market Rent" means the annual rental which could reasonably be obtained by Landlord for the Premises from a willing tenant or willing tenants dealing at arms' length with Landlord in the market prevailing for a term commencing on the commencement date of the Extension Term, having regard to extend all relevant circumstances including the size and location of the Premises, the facilities afforded, the terms of the lease thereof (including its provisions for Additional Rent), the condition of the Premises and the extent and quality of the improvements therein (disregarding Tenant's trade fixtures and also disregarding any deficiencies in the condition and state of repair of the Premises as a result of Tenant's failure to comply with its obligations hereunder in respect of the maintenance and repair of the Premises) and the use of the Premises and having regard to rentals currently being obtained for space in the Building and for comparable space in other buildings comparably located. The Market Rent for the Extension Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably as agreed upon between Landlord and in good faithTenant or, failing agreement by Landlord and Tenant by not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less later than three (3) business days months prior to the expiry of the Term hereof, the Market Rent shall not be counted for purposes established in the manner set out in subsection (c) of this section;
4.2.2. Tenant In the event that the Basic Rent payable during the Extension Term has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option not been determined prior to extend or at the commencement of the extended Extension Term;
4.2.3, then until such determination has been made Tenant shall pay Basic Rent at a rate equal to one hundred and fifty (150%) percent of the Basic Rent payable during the last year of the original Term hereof. ▇▇▇▇▇▇ has failed Upon determination of the Basic Rent for the Extension Term either Landlord shall pay to give written notice Tenant any excess, or Tenant shall pay to Landlord at least one hundred (180) days prior to any deficiency, in the expiration payments of the then current Term unless otherwise agreed to in writing Basic Rent previously made by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Tenant.
Appears in 1 contract
Option to Extend. A. Landlord grants to Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null term of this Lease for two 3-year periods commencing when the prior term expires upon each and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more all of the following has occurredterms and conditions:
4.2.1. (i) Tenant has been late in gives to Landlord and Landlord receives notice of the payment exercise of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at this Lease for said additional term no later than twelve (12) months prior to the time that the option period would commence if the option were exercised, time being of the essence. If said notification of the exercise of said option is not so given and received, this option shall automatically expire;
(ii) At the time said written notification of exercise of option is given and received, Tenant shall not be in default under any of the material obligations of this Lease to be performed by Tenant and this Lease shall not have previously terminated nor terminated prior to the commencement of the extended Termoption term;
4.2.3(iii) All of the terms and conditions of this Lease except where specifically modified by this option shall apply;
(iv) The monthly rent for each month of the option period shall be calculated as follows: The rent payable by Tenant during the first option period shall be the Fair Market Rental Value of the Premises (as defined below) at the commencement date of the option period. ▇▇▇▇▇▇ has failed There shall be an annual C.P.I. increase not to give written notice exceed four percent (4%) in each subsequent year of the first option period. The rent in the first year of the second option period shall be the rent in the last year of the first option period to which will be added a C.P.I. increase not to exceed four percent (4%). There shall be an annual C.P.I. increase not to exceed four percent (4%) in each subsequent year of the second option period. All of the C.P.I. increases during the option periods shall be calculated on the basis of the formula provided in the Lease 1 5.B. If Landlord at least one hundred and Tenant cannot agree on the Fair Market Rental Value of the Premises for the extension periods within forty-five (18045) days prior after the Tenant has notified Landlord of its exercise of the option, Landlord and Tenant shall each select, within forty-five (45) days of such notification, an appraiser who must be a qualified M.A.I. appraiser to determine said Fair Market Rental Value. If one party fails to so designate an appraiser within the time required, the determination of Fair Market Rental Value of the one appraiser who has been designated by the other party hereto within the time required shall be binding upon both parties. The appraisers shall submit their determinations of Fair Market Rental Value to both parties within thirty (30) days after their selection. If the difference between the two determinations is ten percent (10%) or less of the higher appraisal, then the average between the two determinations shall be the Fair Market Rental Value of the Premises. If said difference is greater than ten percent (10%), then the two appraisers shall within twenty (20) days of the date that the later submittal is submitted to the expiration parties designate a third appraiser who must also be a qualified M.A.I. appraiser. The sole responsibility of the then current Term unless otherwise agreed third appraiser will be to in writing determine which of the determinations made by the Landlord; or
4.2.4first appraisers is most accurate. Tenant has assigned its interest in The third appraiser shall have no right to propose a middle ground or any modification of either of the determinations made by the first two appraisers. The third appraiser's choice shall be submitted to the parties within thirty (30) days after his or her selection. Such determination shall bind both of the parties and to this Lease without Landlord’s written approval, except as may be permitted under Section 15shall establish the Fair Market Rental Value of the Premises. Each party shall pay for their own appraiser and shall pay an equal share of the fees and expenses of the third appraiser.
Appears in 1 contract
Option to Extend. (a) So long as Biolase, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premises (subject to the assignment provisions contained in Article 7 herein), and subject to the conditions set forth in clauses (i) and (ii) below of this subparagraph (a), Tenant shall have one (1) option to extend the optionterm of this Lease with respect to the entirety of the Leased Premises, exercisable for a period of five (5) years from the expiration of the initial, unextended Lease Term (the “Extension Term”), subject to the following conditions:
(i) The option to extend shall be exercised, if at all, by written notice of exercise given to Landlord given by Tenant not later more than 180 days twelve (12) months nor less than nine (9) months prior to the expiration of the then current initial, unextended Lease Term, to extend the Term for five ; and
(5ii) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Anything herein to the contrary hereinnotwithstanding, an option to extend if Tenant is in default under any of the Term may be deemed null and void in Landlord’s discretionterms, covenants or conditions of which such determination shall be made reasonably and in good faiththis Lease, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the option, if one extension option or more on the commencement date of the following has occurred:
4.2.1. Tenant has been late Extension Term, Landlord shall have, in the payment addition to all of Rent, which resulted Landlord’s other rights and remedies provided in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises right to terminate the option to extend or at upon notice to Tenant.
(b) In the commencement event the option is exercised in a timely fashion, the Lease shall be extended for the Extension Term upon all of the extended Term;
4.2.3terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Term shall be the “Fair Market Rent” for the Leased Premises. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior For purposes hereof, “Fair Market Rent” shall mean the Base Monthly Rent determined pursuant to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15process described below.
Appears in 1 contract
Sources: Lease Agreement (Biolase, Inc)
Option to Extend. Tenant 30.1 At the natural expiration of the term of this Sublease, Sublessor shall have the option, exercisable by written notice right to Landlord given not later than 180 days prior to the expiration possession of the then current Term, Subleased Premises and shall be entitled to extend occupy same for the Term for five remaining three (53) years of term left on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term ExtensionLease.
30.2 In the event Sublessor does not require the use of the Subleased Premises, tenant acknowledges: (a) Landlord Sublessee shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null term of this Sublease provided that (i) Sublessee is not in default of this Sublease beyond any applicable cure periods; and void in (ii) Sublessee has not subleased or assigned any portion of the Subleased Premises (without Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, prior written consent) at the time Tenant exercises the optionof its exercise, if Sublessor hereby grants to Sublessee one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent(1), which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days year option to extend the term of the Lease (“Option to Extend”). Said Option to Extend shall not be counted for purposes any period beyond the natural expiration date of this section;
4.2.2the Lease. Tenant has caused an Event of Default in Sublessee shall be required to give Sublessor not more than nine (9) and not less than six (6) full calendar months advance written notice (from the performance of any date that the Option period would commence) of its obligations under this Lease, which Event of Default remains uncured after intent to exercise the expiration Option to Extend. The Base Rent during the Option period shall be at the then prevailing fair market value plus reasonable annual increases but in no event less than $2.28 per RSF plus fifty percent (50%) of all applicable notice and cure periods, at Operating Expense Increases charged to Sublessor in accordance with the time Tenant exercises the option to extend or at the commencement Lease. The exercise of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed Option to give written notice Extend by Sublessee shall not automatically entitle Sublessee to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15any tenant improvement or refurbishment allowance.
Appears in 1 contract
Sources: Sublease Agreement (MPLC, Inc.)
Option to Extend. Tenant shall have (a) Lessor hereby grants to Lessee the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term term of this Lease for a five (5) years year period (the "Option Period") commencing when the prior term expires upon each and all of the following terms and conditions:
(i) Lessee gives to Lessor, and Lessor actually receives, on a date which is prior to the same date that the Option Period would commence (if exercised) by at least six (6) and not more than nine (9) months, a written notice (in accordance with the provisions of Paragraph 23) of the exercise of this option to extend this Lease for said additional term, time being of the essence. If said notification of the exercise of this option to extend is not so given and received, this option shall automatically expire;
(ii) The provisions of Paragraph 39, including the provision relating to default of Lessee set forth in Paragraph 39.4 of this Lease are conditions of this option to extend;
(iii) All of the terms and conditions as provided in of this Lease except where specifically modified by this option shall apply;
(a “Lease Term Extension”). Tenant iv) Subject to increases pursuant to Paragraph 52, the monthly Base Rent for each month of the Option Period shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: calculated as follows:
(a) Landlord As used herein, the term "C.P.I." shall have no obligation mean the Consumer Price Index of the Bureau of Labor Statistics of the U.S. Department of Labor for Urban Wage Earners and Clerical Workers, Los Angeles-Anaheim-Riverside, California (1982-84=100), "All Items," herein referred to make any improvements to the Premises; as "C.P.I."
(b) for each Lease Year during the extended Term, Base Rent for such extended Term The rental amount of $15,525 shall be increased multiplied by three percent (3%) each Lease Year; and (c) there is no option to further extend a fraction the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, numerator of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more C.P.I. of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than calendar month that is three (3) business days months prior to the month during which the Option Period commences and the denominator of which shall not be counted the C.P.I. for purposes of this section;
4.2.2the calendar month that is three (3) months prior to the month in which the original term commenced. Tenant has caused an Event of Default Subject to increases pursuant to Paragraph 52, the sum calculated shall constitute the new monthly Base Rent during the Option Period, but, in no event, shall such new monthly Base Rent be less than the performance of any of its obligations under this Lease, which Event of Default remains uncured after Base Rent payable for the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at month immediately preceding the commencement of the extended Term;Option Period.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180c) days prior Pending receipt of the required C.P.I. and determination of the actual adjustment, Lessee shall pay an estimated adjusted rental, as reasonably determined by Lessor by reference to the expiration then available C.P.I. information. Upon notification of the actual adjustment after publication of the required C.P.I., any overpayment shall be credited against the next installment of rent due, and any underpayment shall be immediately due and payable by Lessee. Lessor's failure to request payment of an estimated or actual rent adjustment shall not constitute a waiver of the right to any adjustment provided for in the Lease or this addendum.
(d) In the event the compilation and/or publication of the C.P.I. shall be transferred to any other governmental department or bureau or agency or shall be discontinued, then current Term unless otherwise agreed the index most nearly the same as the C.P.I. shall be used to make such calculation. In the event that Lessor and Lessee cannot agree on such alternative index, then the matter shall be submitted for decision to the American Arbitration Association in writing accordance with the then rules of said association and the decision of the arbitrators shall be binding upon the Parties. The cost of said arbitrators shall be paid equally by the Landlord; or
4.2.4. Tenant has assigned its interest in Lessor and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Lessee.
Appears in 1 contract
Sources: Standard Industrial/Commercial Single Tenant Lease (Modtech Inc)
Option to Extend. Landlord hereby grants Tenant an option to extend the Term (the "Option to Extend") for one (1) additional period of four (4) years (the "Option Term"), commencing immediately after the expiration of the initial Term, upon the same terms and conditions contained herein, except that (i) the Base Rent for the Premises shall have be increased to the option, exercisable by written notice to Landlord given not later Fair Market Base Rent for the Premises (but in no event less than 180 days the Base Rent rate payable immediately prior to the expiration of the then current initial Term, determined in the manner set forth below, (ii) Tenant shall accept the Premises as of the commencement of the Option Term in an "as is" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises, and (iii) there shall be no further options to extend the Term for five Term.
(51) years on Tena▇▇'▇ ▇xercise of the same terms Option to Extend must be given to Landlord in writing no less than six (6) months and conditions as provided no earlier than nine (9) months prior to the expiration of the Term. If Tenant properly exercises the Option to Extend, references in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option deemed to further extend mean the Option Term beyond unless the Lease Term Extensioncontext clearly provides otherwise. Notwithstanding anything to the contrary contained herein, the Option to Extend shall automatically terminate without notice and shall be of no further force and effect, whether or not Tenant has timely exercised an option to extend granted herein, if (i) an event of default, beyond applicable cure periods, on the Term may be deemed null and void in Landlord’s discretion, part of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, Tenant exists under this Lease at the time of exercise of the Option to Extend or at the time of commencement of the Option Term or (ii) Landlord has given Tenant exercises the option, if one two or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused notices respecting an Event of Default on the part of Tenant during the Term.
(2) If Tenant properly exercises the Option to Extend, the Base Rent during the Option Term shall be determined in the performance following manner. The Base Rent shall be increased to an amount equal to the Fair Market Base Rent for the Premises as of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Option Term for a term equal to the Option Term;
4.2.3, as specified by Landlord by notice to Tenant not less than thirty (30) days prior to commencement of the Option Term, subject to Tenant's right of arbitration as set forth below. If Tena▇▇ ▇▇▇ieves that the Fair Market Base Rent specified by Landlord exceeds the actual Fair Market Base Rent for the Premises as of commencement of the Option Term, then Tenant shall so notify Landlord within ten (10) days following receipt of Landlord's notice. If Tenant fails to so notify Landlord within said ten (10) days, Landlord's determination of the Fair Market Base Rent for the Premises shall be final and binding upon the parties. If the parties are unable to agree upon the Fair Market Base Rent for the Premises within ten (10) days after Land▇▇▇▇'▇ ▇▇ has failed to give written eceipt of notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.Tena▇▇'▇
Appears in 1 contract
Sources: Lease Agreement (Garage Com)
Option to Extend. Tenant shall have is hereby given the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term hereunder (the “Initial Term”) for two (2) periods of five (5) years on each (the “Extension Terms”) provided that at the time such options to extend are exercised Tenant shall not be in default under any of the terms of this Lease. Tenant shall give notice in writing to Landlord of its exercise of each option at least nine (9) months prior to the termination of the Initial Term or the first option term. Prior to the exercise by Tenant of such option, the expression “Term” shall mean the Initial Term, and after the exercise by Tenant of each option, the expression “Term” shall mean the original Term as it has been then extended by the Extension Term. Such extension shall be upon the same terms terms, covenants and conditions as provided are contained in this Lease (a “Lease Term Extension”). Tenant except that the Base Rent for the extension period shall be granted two (2) Lease Term Extensions$421,497.00 per annum for the first option term and $515,163.00 per annum for the second option term. If Tenant elects shall give notice of its exercise of said option to make a Lease extend in the manner and within the time period provided aforesaid, the Term Extensionshall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, tenant acknowledges: (a) Landlord Tenant shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option right to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement being of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration essence of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15foregoing provision.
Appears in 1 contract
Option to Extend. Tenant shall have the option, exercisable by written notice right to Landlord given not later than 180 days prior to extend the Lease Term beyond the expiration of the then current initial Lease Term, with respect to extend all or any contiguous portion of each floor within the Term Premises so long as the square footage on any floor that will not be included in the Premises is demisable into a leasable configuration, for three (3) successive periods of five (5) years on the same terms and conditions as provided in this Lease each (a each of which is an “Lease Term ExtensionExtended Term”). Landlord shall deliver to Tenant written notice of Tenant’s right to exercise each such extension right (the “Landlord’s Advance Exercise Notice”) no later than the date that is twelve (12) months prior to the Expiration Date of the then-existing term of this Lease. Tenant may exercise an extension option by delivering to Landlord written notice of Tenant’s exercise of such extension right no later than the date that is thirty (30) days following Tenant’s receipt of Landlord’s Advance Exercise Notice. From and after the commencement of each Extended Term, all of the terms, covenants, and conditions of this Lease shall continue in full force and effect as written, except that this Section 2.2 shall be deemed modified to delete Tenant’s right to extend for the current Extended Term (e.g., following commencement of the first Extended Term, Tenant shall be granted only have the right to extend for two (2) Lease additional Extended Terms). Each such Extended Term Extensions. If Tenant elects to make a Lease Term Extensionshall be on all of the terms and conditions contained in this Lease, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, except that Base Rent for such extended the first year of each Extended Term shall be increased by one hundred three percent (3103%) of the Base Rent in effect for the last month of the prior Term, and Base Rent for each Lease Year; and (c) there is no option to further extend subsequent year during the Extended Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more hundred three percent (103%) of the following has occurred:
4.2.1. Tenant has been late Base Rent in effect for the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement last month of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15preceding year.
Appears in 1 contract
Sources: Purchase and Sale Agreement (Fisher Communications Inc)
Option to Extend. (a) Grant and Exercise of Option. Provided that (i) no default has occurred and is then continuing, (ii) the creditworthiness of Tenant is then reasonably acceptable to Landlord, and (iii) Tenant originally named herein remains in possession of and has been continuously operating in the entire Leased Premises throughout the Lease Term, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, two (2) options to extend the Lease Term for two (2) additional periods of five (5) years on (the “Extension Term”). The Extension Term shall be upon the same terms and conditions contained in the Lease except (x) Tenant shall not have any further option to extend, (y) any improvement allowances or other concessions applicable to the Leased Premises under the Lease shall not apply to the Extension Term, and (z) the Minimum Annual Rent shall be adjusted as provided in this Lease set forth herein (a “Lease Term ExtensionRent Adjustment”). Tenant shall be granted two exercise such option by delivering to Landlord, no later than ninety (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (18090) days prior to the expiration of the then current Term unless otherwise agreed Lease Term, written notice of Tenant’s desire to in writing by extend the Landlord; or
4.2.4Lease Term. Tenant’s failure to properly exercise such option shall be deemed a waiver of such option. If Tenant properly exercises its option to extend, Landlord shall notify Tenant of the Rent Adjustment no later than ninety (90) days prior to the commencement of the Extension Term. Tenant has assigned shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within five (5) business days after receipt thereof If Tenant properly exercises its interest in option to extend, Landlord and Tenant shall execute an amendment to this the Lease without (or, at Landlord’s written approvaloption, except as may be permitted under Section 15a new lease on the form then in use for the Building) reflecting the terms and conditions of the Extension Term within thirty (30) days after Tenant’s acceptance (or deemed acceptance) of the Rent Adjustment.
Appears in 1 contract
Sources: Lease Agreement (Biotech Products Services & Research, Inc.)
Option to Extend. (a) Subject to the provisions of this Paragraph 3.4, the originally named Tenant herein (the "Original Tenant") shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one (1) option to extend the Lease Term for one (1) additional term of five (5) years on (the same terms and conditions as provided in this Lease (a “Lease Term Extension”"Option Term"). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give delivering written notice to Landlord at least ("Tenant's Option Notice") not more than two hundred seventy (270) days and not less than one hundred eighty (180) days prior to the expiration of the initial Lease Term, stating that Tenant is exercising its option to extend the Lease Term. If Tenant exercises such right in accordance with this Paragraph 3.4, the term of this Lease shall be extended for five (5) years commencing on the eighth (8th) anniversary of the Commencement Date and, unless sooner terminated as provided in this Lease, ending five (5) years thereafter. The Lease shall be extended subject to the agreements, covenants, conditions, and provisions set forth in this Lease, except that Tenant shall have no further option to extend the term of this Lease and the Base Rent payable by Tenant for the first year of the Option Term shall be equal to the then current Term prevailing Fair Market Rental Rate of the Premises as determined in Paragraph 3.4(b) below and as thereafter increased pursuant to Paragraph 4.3 below. If Tenant fails to exercise such right in accordance with this Paragraph 3.4, such right shall terminate. The option shall be exercisable by Tenant provided that as of the date of delivery of such notice, Tenant is not in default under this Lease and Tenant has not previously been in default under this Lease more than once (unless any such default has been timely cured to Landlord's reasonable satisfaction). The rights contained in this Paragraph 3.4 shall be personal to the Original Tenant and may only be exercised by the Original Tenant (and not any assignee, subtenant or other transferee of Tenant's interest in this Lease) if the Original Tenant occupies the entire Premises, provided that the option may be exercised by any corporation or other entity into which Tenant merges or consolidates, or which merges or consolidates with Tenant, or which acquires substantially all of the capital stock or assets of Tenant, or which otherwise agreed controls, is under common control with, or is controlled by, Tenant.
(b) Landlord shall determine the Fair Market Rental Rate by using its good faith judgment. Landlord shall provide written notice of such amount within fifteen (15) days (but in no event later than twenty (20) days) after receipt of Tenant's Option Notice. Tenant shall have thirty (30) days ("Tenant's Review Period") after receipt of Landlord's notice of the new rental within which to accept such rental or to reasonably object thereto in writing. In the event Tenant objects, Landlord and Tenant shall attempt to agree upon such Fair Market Rental Rate, using their best good faith efforts. If Landlord and Tenant fail to reach agreement within fifteen (15) days following Tenant's Review Period ("Outside Agreement Date"), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be submitted to arbitration in accordance with subsections (i) through (v) below. Failure of Tenant to so elect in writing within Tenant's Review Period shall conclusively be deemed its disapproval of the Fair Market Rental Rate determined by Landlord. In the event that Landlord fails to timely generate the initial written notice of Landlord's opinion of the Fair Market Rental Rate which triggers the negotiation period of this Paragraph 3.4(b), then Tenant may commence such negotiations by providing the initial notice, in which event Landlord shall have fifteen (15) days ("Landlord's Review Period") after receipt of Tenant's notice of the new rental within which to accept such rental. In the event Landlord fails to accept in writing such rental proposed by Tenant, then such proposal shall be deemed rejected, and Landlord and Tenant shall attempt in good faith to agree upon such Fair Market Rental Rate, using their best good faith efforts. If Landlord and Tenant fail to reach agreement within fifteen (15) days following Landlord's Review Period (which shall be, in such event, the "Outside Agreement Date" in lieu of the above definition of such date), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be submitted to arbitration in accordance with subsections (i) through (v) below.
(i) Landlord and Tenant shall meet with each other within five (5) business days of the Outside Agreement Date and exchange the sealed envelopes and then open such envelopes in each other's presence. If Landlord and Tenant do not mutually agree upon the Fair Market Rental Rate within one (1) business day of the exchange and opening of envelopes, then, within ten (10) business days of the exchange and opening of envelopes Landlord and Tenant shall agree upon and jointly appoint a single arbitrator who shall by profession be a real estate lawyer or broker who shall have been active over the five (5) year period ending on the date of such appointment in the leasing of comparable commercial properties in the vicinity of the Building. Neither Landlord nor Tenant shall consult with such broker or lawyer as to his or her opinion as to Fair Market Rental Rate prior to the appointment. The determination of the arbitrator shall be limited solely to the issue of whether Landlord's or Tenant's submitted Fair Market Rental Rate for the Premises is the closer to the actual Fair Market Rental Rate for the Premises as determined by the Landlord; or
4.2.4. Tenant has assigned its interest in and to arbitrator, taking into account the requirements of this Lease without Landlord’s written approval, except as may be permitted under Section 15Paragraph 3.
Appears in 1 contract
Sources: Lease (Therma Wave Inc)
Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right Tenant or its Affiliate must be in occupancy of the entire Premises.
(b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve (12) months prior to the Expiration Date and no later than the date which is nine (9) months prior to the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent and, if applicable, the calendar year which serves as the base year for calculation of Base Operating Expenses pursuant to the Lease, shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Option Term Rent has been determined by the amount of the increase in the Base Monthly Rent, based upon the highest monthly installment of Monthly Base Rent for the Option Term; (iii) Tenant shall accept the Premises in its “as is” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise.
(d) The Option Term Rent shall mean the “Fair Market Rental Rate” (as defined in Exhibit D hereto). The determination of Fair Market Rental Rate based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within forty-five (45) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. Provided however, if Landlord notifies Tenant of Landlord’s determination of the Fair Market Rental Rate which is greater than the Preceding Rent, and that Landlord will require such Fair Market Rental Rate as the Option Term Rent, Tenant may, within thirty (30) days after receipt thereof, deliver to Landlord a written notice either: (i) accepting Landlord’s estimate of Fair Market Rental Rate, in which case the extension shall be effective and binding (subject to Subsection (f) below) at the accepted rate; or (ii) setting forth Tenant’s good faith estimate of the Fair Market Rental Rate, in which case Landlord and Tenant will promptly confer and attempt to agree upon the Fair Market Rental Rate. Tenant’s failure to timely deliver such notice within such thirty (30) day period shall be deemed its cancellation of the Option. In the event Tenant has delivered notice setting forth Tenant’s different estimate of Fair Market Rental Rate, but no agreement in writing between Tenant and Landlord on Fair Market Rental Rate is reached within fifteen (15) days after Landlord’s receipt of Tenant’s estimate, the Fair Market Rental Rate shall be determined in accordance with the terms of Exhibit D.
(e) This Option to Extend is personal to Learning Tree International, Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity, except an Affiliate which is an assignee of the Lease and has complied with the requirements of Article Ten applicable to a transfer to an Affiliate and such Affiliate may exercise the Option to Extend with Tenant joining in or consenting to such exercise, and in such event Tenant shall remain liable for all obligation under this Lease, including those resulting from any such exercise with the same force and effect as if Tenant had joined in such exercise.
(f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable by written notice to Landlord given not later than 180 days at any time prior to the expiration commencement of the then current Option Term, to extend terminate all of the Term for five (5) years on provisions of this Section with respect to the same terms and conditions as provided in Option to Extend, whereupon any prior or subsequent exercise of this Lease (a “Lease Term Extension”). Tenant Option to Extend shall be granted two of no force or effect:
(2i) Lease Term Extensions. If Tenant elects Tenant’s failure to make a Lease Term Extension, tenant acknowledges: timely exercise or timely to perform the Option to Extend in strict accordance with the provisions of this Section.
(aii) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, The existence at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Option to extend Extend or at the commencement of the extended Term;Option Term of a Default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a Default.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180iii) days Tenant’s third Default under the Lease prior to the expiration commencement of the then current Term unless otherwise agreed Option Term, notwithstanding that all such Defaults may subsequently be cured.
(g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to in writing by all of the Landlord; or
4.2.4provisions of this Section. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.jka v14-Continental_Grand-Learning_Tree-Lease
Appears in 1 contract
Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration Sections 35.A and 35.B of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided Original Lease are hereby deleted in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faiththeir entirety, and not unreasonably withheld, conditioned, or delayed, if, the following is hereby inserted in their stead:
A. Provided that at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment such exercise (i) there then exists no Default of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all Lessee beyond applicable notice and cure periods, and (ii) this Lease is then in full force and effect, Lessee shall have the right and option to extend the Initial Term for two (2) successive periods of five (5) years each (each, an “Extended Term”). The first Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term, and shall end on the day immediately preceding the fifth anniversary of the first day of such Extended Term, and the second Extended Term shall commence on the day immediately succeeding the expiration date of the first Extended Term, and shall end on the day immediately preceding the fifth anniversary of the first day of such second Extended Term. LESSEE shall exercise such options to extend by giving written notice to LESSOR of its desire to do so not later than twelve (12) months prior to the expiration date of the Initial Term or the first Extended Term, as the case may be. Provided the conditions of clauses (i) and (ii) of this Section shall have been satisfied, the giving of such notice by LESSEE shall automatically extend the Term for the particular Extended Term, and no instrument of renewal need be executed. In the event that LESSEE fails to give such notice to LESSOR, this Lease shall automatically expire at the end of the Initial Term or the first Extended Term, as the case may be, and LESSEE shall have no further option to extend the Term. It is agreed that time Tenant exercises is of the essence with respect to the giving of such notice. The Extended Terms shall be on all the terms and conditions of this Lease, except that (I) the option to extend or the Term as set forth in this Section shall be deleted (except that the option to exercise the second Extended Term shall continue to be effective in accordance with this Section during the first Extended Term), (II) the Basic Rent for the Extended Terms shall be at the commencement 95% of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give fair market value as designated by LESSOR by written notice to Landlord at least one hundred LESSEE within sixty (18060) days prior to after receipt of notice from LESSEE, and (III) Base Operating Expenses and Base Taxes shall be calendar year 2014 and fiscal year 2015, respectively, for the expiration first Extended Term, and calendar year 2019 and fiscal year 2020, respectively, for the second Extended Term. If LESSEE disagrees with such designation of fair market value (the “Designation”), LESSEE shall by written notice, advise LESSOR of such disagreement within fifteen (15) business days after LESSEE’S receipt of the then current Term unless Designation, time being of the essence; otherwise LESSEE shall conclusively be deemed to have agreed to in writing by the Landlord; orsuch Designation.
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15B. “Intentionally Omitted”.
Appears in 1 contract
Option to Extend. 34.1 Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Lease Term for five (5) years an additional period of 60 months, on the same terms and conditions as provided in this Lease, except that, for the extended term:
34.1.1 Upon exercise of this option to extend the Lease (a “Lease Term Extension”). Tenant Term, this Lease, as extended, shall not contain any further option to extend as provided in this article;
34.1.2 The Base Rent shall be granted two (2) determined as set forth below, but in no event shall it be less than the Base Rent payable for the 12-month period immediately preceding the current expiration date of the Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Term; and
34.1.3 Landlord shall have no obligation to make perform any alterations or tenant improvements or other work in the Premises and Tenant shall continue possession of the Premises in its "as-is," "where-is," and "with all faults" condition.
34.2 The exercise of the option set forth in this article shall only be effective on, and in strict compliance with, the following terms and conditions:
34.2.1 Notice of Tenant's exercise of the option (the "Extension Notice") shall be given by Tenant to Landlord no earlier than 15 months and no later than 9 months before the current expiration date of the Lease Term. TIME SHALL BE OF THE ESSENCE AS TO THE EXERCISE OF ANY ELECTION BY TENANT UNDER THIS ARTICLE.
34.2.2 At the time of Tenant giving Landlord notice of its election to extend the Lease Term and on the expiration of the current Lease Term, this Lease shall be in full force and effect and Tenant shall not be in default under any of the terms, covenants, and conditions of this Lease beyond any applicable grace period.
34.2.3 The rights granted to Tenant under this article are personal to the original named Tenant in this Lease and may not be assigned or exercised by anyone other than such Tenant and only while such Tenant is in possession of the entire Premises; (b) .
34.2.4 Tenant shall increase the Security Deposit to an amount equal to two months' installments of Base Rent at the rate payable for each the extended Lease Year Term, with the increased Security Deposit to be paid within 15 days of the determination of the Base Rent for the extended Lease Term as provided in this article.
34.3 The Base Rent shall be a sum equal to the fair market renewal rental value of the Premises for the extended Lease Term, based on and taking into account the rentals at which extensions or renewals of leases are being concluded for comparable space in the Project and in comparable Class "A" buildings in the Fort Lauderdale, Florida area at that time and for such a term and taking into account the terms and conditions of this Lease and anticipated inflation during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to (the contrary herein, an option to extend "Fair Market Rental Value" or the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more "Value").
34.4 Within 30 days after receipt of the following has occurred:
4.2.1. Extension Notice, Landlord shall advise Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the applicable Fair Market Rental Value for the extended Lease Term;
4.2.3. ▇▇▇▇▇▇ has failed to give If Tenant disagrees with Landlord's determination of Fair Market Rental Value, Tenant shall provide written notice to Landlord at least one hundred (180) of its objection, within 30 days prior of Landlord's notice to Tenant, including Tenant's statement of what it believes the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4Fair Market Rental Value should be. If Tenant has assigned its interest in not timely provided an objection notice, then Landlord and Tenant shall enter into an amendment to this Lease without extending the Lease Term on the terms and conditions of this article.
34.5 If Tenant delivers a timely objection notice, then upon Landlord’s written approval's receipt of the notice, except Landlord and Tenant shall, for a period of 30 days, negotiate in good faith to agree on the Fair Market Rental Value. Upon agreement, Landlord and Tenant shall enter into an amendment to this Lease extending the Lease Term on the terms and conditions of this article. If the parties cannot agree on the Fair Market Rental Value within such 30-day period, then Landlord and Tenant shall meet with each other within 35 days after Landlord's receipt of Tenant's objection notice and shall exchange in sealed envelopes their final proposal as to the Fair Market Rental Value (collectively, the "Estimates") and open such envelopes in each other's presence. If the higher of the Estimates is no more than 105% of the lower Estimate, then the Fair Market Rental Value will be the average of the Estimates. If the higher of the Estimates is more than 105% of the lower Estimate, and if Landlord and Tenant do not mutually agree upon the Fair Market Rental Value within five Business Days after the exchange and opening of the envelopes, then the Fair Market Rental Value shall be determined by arbitration in accordance with the expedited procedures of the Commercial Arbitration Rules of the American Arbitration Association then in force, with the following exceptions: There shall be a single arbitrator selected by the American Arbitration Association. The arbitrator shall be a commercial real estate broker having at least 15 years of experience in the office market area in which the Building is located and having a professional designation of CCIM or SIOR, or both designations. The scope of the arbitrator's inquiry and determination shall be limited to whether the Landlord's or the Tenant's Estimate most closely reflects the Fair Market Rental Value and the arbitrator may not select any Value other than the Landlord's Estimate or the Tenant's Estimate. The determination by the arbitrator shall be permitted under Section 15rendered in writing to both Landlord and Tenant and shall be final and binding on them. The parties shall share equally in the cost of the arbitrator. Any fees of any counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining the counsel or expert.
34.6 All options to extend the Lease Term as set forth in this article shall be null and void if Landlord and Tenant enter into any agreement extending the Lease Term on terms different than those set forth in this section.
Appears in 1 contract
Sources: Office Lease (Riot Blockchain, Inc.)
Option to Extend. In the event that Tenant is not in default ---------------- hereunder beyond any applicable grace or cure period, either at the date of exercise or at the date upon which the Additional Term (as hereafter defined) would otherwise commence, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term term of this Lease for one (1) additional term of five (5) years on (the same "Additional Term"). Such option shall be exercised, if at all, by written notice from Tenant to Landlord of Tenant's intention to exercise the option which shall be given not more than fifteen (15) months and not less than twelve (12) months prior to expiration of the term specified in this Amendment. Within sixty (60) days of receipt of such notice, Landlord shall notify Tenant in writing of the terms upon which Landlord is willing to extend the term of the Lease. Tenant shall notify Landlord within sixty (60) days of its receipt of Landlord's notice if Tenant accepts Landlord's terms and conditions as provided for the extension of the Lease. Failure of Tenant to deliver its notice to Landlord within the sixty (60) day period shall be deemed a rejection of the Landlord's terms and conditions and the term shall not be extended and Tenant shall have no further right to extend the term. In the event that Tenant is not entitled to exercise the option, or is entitled to exercise the option but fails to do so in this Lease (a “Lease Term Extension”)the manner and within the time herein specified, such option shall lapse and thereafter not be exercisable by Tenant. In the event that Tenant shall be granted two (2) Lease entitled to exercise and shall timely and properly exercise the option pursuant to this Paragraph 10, the Additional Term Extensions. If Tenant elects to make a Lease Term Extensionshall be upon all of the terms and provisions of this Lease, tenant acknowledges: as amended, except that:
(a) Landlord The Additional Term shall have no obligation to make any improvements to commence immediately upon the Premises; expiration of the Extended Term.
(b) for each Lease Year during the extended The provisions of this Paragraph 10 shall not apply with respect to Additional Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and .
(c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an The option to extend the Term term (the "Extension Option") is personal to Tenant and may not be exercised or assigned, voluntarily or involuntarily, by, or to, any person or entity other than Tenant. In the event that at the time such Extension Option is exercisable by Tenant, this Lease has been assigned, or a sublease exists as to more than ten percent (10%) of the Premises any portion of the Premises, the Extension Option shall be deemed null and void in Landlord’s discretionand Tenant and any assignee or sublessee, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in have the performance of any of its obligations under this Lease, which Event of Default remains uncured after right to exercise the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Extension Option.
Appears in 1 contract
Sources: Office Lease (Us Facilities Corp)
Option to Extend. (a) Landlord hereby grants Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one (1) option to extend the Term for a period of five (5) years on (the same terms “Option Term”, and conditions as provided in this Lease (a such option, the “Lease Term ExtensionOption to Extend”). Tenant’s notice of its election to exercise the Option to Extend (an “Option Exercise Notice”) must be given to Landlord in writing no sooner than fifteen (15) months and no later than twelve (12) months prior to the expiration date of the Initial Term. If any such written notice is not delivered to Landlord within the required period, Tenant shall be granted two deemed to have waived the Option to Extend. Anything herein contained to the contrary, (2i) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation right to make exercise the Option to Extend if any improvements to person or entity other than Tenant or its Permitted Transferees (as defined in Section 16.9 below) is then physically or legally occupying any portion of the Premises; (bii) for each Lease Year during Tenant shall have no right to exercise the extended Term, Base Rent for such extended Term shall be increased by three percent Option to Extend if (3%A) each Lease Year; and Tenant is in default on the date of giving the Option Exercise Notice (c“Notice Date”) there is no option or (B) Landlord has delivered to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays notices of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of default at any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration Notice Date (regardless of whether such defaults were cured within any applicable cure period provided herein); and (iii) if Tenant is in default on the date the Option Term is to commence, then, at Landlord’s election, the Option Term shall not commence and this Lease shall expire at the end of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Initial Term.
Appears in 1 contract
Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (i) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenant’s written notice exercising its right hereunder.
(b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise.
(d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid-Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent.
(e) This Option to Extend is personal to Codexis Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate.
(f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable by written notice to Landlord given not later than 180 days at any time prior to the expiration commencement of the then current Option Term, to extend terminate all of the Term for five (5) years on the same terms and conditions as provided in provisions of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements Section with respect to the Premises; Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect:
(bi) for each Lease Year during Tenant’s failure to timely exercise the extended Term, Base Rent for such extended Term shall be increased by three percent Option to Extend in accordance with the provisions of this Section.
(3%ii) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, The existence at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Option to extend Extend or at the commencement of the extended Term;Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180iii) days Tenant’s third default under the Lease prior to the expiration commencement of the then current Term unless otherwise agreed Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and Extend pursuant to this Lease Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenant’s exercise of the Option to Extend including, without Landlord’s written approvallimitation, except as may costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing.
(g) Without limiting the generality of any provision of the Lease, time shall be permitted under Section 15of the essence with respect to all of the provisions of this Section.
Appears in 1 contract
Sources: Lease Agreement (Maxygen Inc)
Option to Extend. (a) Landlord hereby grants Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, a single option to extend the initial Term of the Lease for an additional period of five (5) years on (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (i) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenant’s written notice exercising its right hereunder.
(b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions as provided contained in this the Lease except that: (a i) the Monthly Base Rent shall be amended to an amount to equal the “Lease Option Term ExtensionRent”). , defined and determined in the manner set forth in the immediately following Subsection (and otherwise, Tenant shall continue to pay Rent Adjustments, all other Rent and all other charges pursuant to the Lease); (ii) the Security Deposit, if any, shall be granted two increased within fifteen (215) Lease Term Extensionsdays after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant elects timely and properly exercises the Option To Extend, references in the Lease to make the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise.
(d) The Option Term Rent shall mean the “Prevailing Market Rent” (defined below). As used herein, “Prevailing Market Rent” shall mean the base rent and all other monetary payments and escalations, including consumer price increases, payable by a Lease tenant that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term Extensionand commencing when the Option Term is to commence under market leasing conditions, tenant acknowledgesand taking into account the following: (a) Landlord shall have no obligation to make any improvements to the size, location and floor levels of the Premises; (b) the type and quality of tenant improvements; age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything new leases of space comparable to the contrary hereinPremises in the Project and in comparable buildings in the surrounding geographic submarkets, an option and other factors that would be relevant to extend such a third party in determining what such party would be willing to pay therefor. The determination of Prevailing Market Rent based upon the Term may be deemed null and void in Landlord’s discretion, of which such determination foregoing criteria shall be made reasonably and by Landlord, in the good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the following has occurred:
4.2.1Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant has been late in may elect to revoke and rescind the payment exercise of Rent, which resulted in the option by giving written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice thereof to Landlord at least one hundred within thirty (18030) days prior to the expiration after notice of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15determination of Prevailing Market Rent.
Appears in 1 contract
Option to Extend. Provided Tenant is not in default of any material terms, covenants or conditions contained in this Lease beyond any and all applicable notice and cure periods at the time of Tenant's exercise of its option to extend the Original Term, as hereinafter set forth, and provided further that the Tenant is not in default of any material terms, covenants or conditions contained in this Lease beyond any and all applicable notice and cure periods at the time of the commencement of each extended term, Tenant shall have the optionright at its election to extend the Original Term of this Lease for two (2) additional periods, exercisable by the first option period shall commence September 16, 2011 and terminate September 15, 2016 (hereinafter referred to as "First Option" or "First Option Period", as case may be) and the second option period shall commence September 16, 2016 and terminate September 15, 2021 (hereinafter referred to as "Second Option" or "Section Option Period", as the case may be), said First Option Period and Second Option Period shall be collectively referred to as the "extended term", provided further that Tenant gives to Landlord written notice to Landlord given not later than 180 days of the exercise of the election of the First Option and the Second Option, respectively, at least nine (9) months prior to the expiration of the then current Term, to extend Original Term in the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more case of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice First Option and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred nine (1809) days months prior to the expiration of the then current Term unless otherwise agreed to First Option Period in writing by the Landlord; or
4.2.4case of the Second Option. Tenant has assigned its interest All the same terms, covenants and conditions in and to this Lease without Landlord’s written approvalcontained shall apply to the Extended Term, except that the rent shall be adjusted as may provided in Article 6, Section 6.1.2 and that the Tenant shall not have any further option to again extend the term of this Lease beyond the extended term. If the Tenant shall give notice of the exercise of an election in the manner and within the time provided herein, the Term shall be permitted under Section 15extended upon the giving of notice without the requirements of any action or the execution of further instruments on the part of Landlord and Tenant, except only to the extent to confirm Annual Fixed Rent and percentage of Tenant's obligation for real estate taxes and operating expenses and the like. The Original Term and Extended Term shall be collectively referred to as the "Term".
Appears in 1 contract
Option to Extend. Tenant Subject to the terms and conditions set forth below, Sublessee shall have the option, exercisable by written notice option to Landlord given not later than 180 days prior to extend the Sublease Term for two additional periods of one (1) year each ("Extension Periods"). The Extension Periods shall commence upon the expiration of the then current Sublease Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an The option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faithpersonal to Sublessee, and shall not unreasonably withheld, conditioned, be transferable or delayed, if, assignable to any other person or entity. Sublessee's option to extend shall be subject to the following conditions:
i. Sublessee shall not have committed an uncured breach of the Sublease either at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written it gives Sublessor notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option intent to extend or at the commencement of the extended TermExtension Period;
4.2.3ii. ▇▇▇▇▇▇ has failed Sublessee shall be operating in the Sublease Premises in a manner consistent in all respects with the Sublease;
iii. Sublessee shall have exercised all prior options to extend the term of the Sublease;
iv. Sublessee shall give Sublessor unconditional written notice to Landlord of the exercise of its option at least one hundred nine (1809) days months prior to the expiration of the then current Term unless otherwise agreed Sublease Term, time being strictly of the essence, and any failure to in writing give said notice within the required time period shall be deemed an election by Sublessee not to extend the Landlordterm of the Sublease for the Extension Period; orand
4.2.4v. Within sixty (60) days after Sublessor receives Sublessee's notice of its intent to exercise the option to extend, Sublessor shall give Sublessee written notice of its consent or disapproval of such option. Tenant has assigned its interest in and Sublessor's consent to this Lease without Landlord’s written approval, except as such option may be permitted under Section 15withheld in Sublessor's sole and absolute discretion.
Appears in 1 contract
Sources: Sublease Agreement (Covad Communications Group Inc)
Option to Extend. Tenant Provided that at the time of such exercise (i) there then exists no Default of LESSEE, (ii) this Lease is then in full force and effect, and (iii) LESSEE is in actual occupancy of all or substantially all of the Premises, LESSEE shall have the optionright and option to extend the term of this Lease for one (1) extended term of five years (the "Extended Term'). The Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term, exercisable and shall end on the day immediately preceding the fifth anniversary of the first day of such Extended Term. LESSEE shall exercise such option to extend by giving written notice to Landlord given LESSOR of its desire to do so not earlier than twelve (12) months and not later than 180 days nine (9) months prior to the expiration date of the then current Initial Term. Provided the conditions of clauses (i), to (ii) and (iii) of this section shall have been satisfied, the giving of such notice by LESSEE shall automatically extend the Term for five (5) years on the same terms and conditions as provided in of this Lease (a “for the Extended Term, and no instrument of renewal need be executed. In the event that LESSEE fails to give such notice to LESSOR, this Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionautomatically terminate at the end of the Initial Term, tenant acknowledges: (a) Landlord and LESSEE shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which this Lease. It is agreed that time is of the essence with respect to the giving of such determination notice. The Extended Term shall be made reasonably on all the terms and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more conditions of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the except that (I) option to extend or that Term of this Lease shall be deleted, and (II) the Basic Rent for the Extended Term shall be at Fair Market Value, not less than the commencement sum of the extended rent and all additional rent being paid by LESSEE during the final year of the Initial Term;
4.2.3. ▇▇▇▇▇▇ has failed to give LESSOR shall designate Fair Market Value, (the "Fair Market Value") by written notice to Landlord at least one hundred LESSEE within sixty (18060) days prior of receipt of notice from LESSEE. If LESSEE disagrees with such designation, (the "Designation"), LESSEE shall by written notice, advise LESSOR of such disagreement; otherwise LESSEE shall conclusively be deemed to the expiration of the then current Term unless otherwise have agreed to in writing by such Designation. In the Landlord; or
4.2.4event that the Parties are unable to agree, each Party shall appoint an appraiser. Tenant has assigned its interest in Each appraiser so appointed shall be instructed to determine independently the Fair Market Value and then confer. If the two appraisers are unable to determine a Designation acceptable to both parties, they shall appoint a third appraiser. The Designation of this Lease without Landlord’s written approval, except as may appraiser shall be permitted under Section 15considered final.
Appears in 1 contract
Option to Extend. Provided that:
(a) the Tenant pays the Rent and all other monies payable by it under this Lease and performs and has consistently performed all of its obligations under this Lease punctually and in accordance with this Lease and is otherwise not then in default of any of its obligations to the Landlord, and
(b) the original Tenant has not assigned this Lease or sublet or permitted a change in occupancy or other transfer of the Premises, and
(c) there has been no change in Control of the Tenant without Landlord consent which shall not be unreasonably withheld. then the Tenant will have the option, exercisable option of extending this Lease by written notice in writing given to the Landlord given not later than 180 days six months nor earlier than eight months prior to the expiration expiry of the then current Term, to extend the Term for five (5) ONE additional terms of FIVE years on the same terms and conditions as provided set out in this Lease Lease, except that:
(a “Lease Term Extension”). Tenant shall d) the Minimum Rent to be granted two paid during each extension term will be the fair market rent at the time of the exercise of the option for space of comparable size, quality, and location to that of the Premises as determined by the Landlord prior to the execution of any extension of the Term, and
(2e) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionconcerning any extension term, tenant acknowledges: (a) the Landlord shall will have no obligation to make any improvements pay or provide to the Tenant any allowance, concession, or inducement of any nature, or provide any free rent or discounted rent of any nature, or provide any fixturing period, or do or perform any work in the Premises; .
(bf) for each Lease Year during in the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend event that the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void lease is exercised, the Landlord in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more first two 2.5 years of the following has occurred:option period that landlord may provide one years (1) notice to have the tenant vacate the premises in the event that;
4.2.1. Tenant (a) it intends to demolish the building;
(b) ownership control of the of the building has been late transferred to a bona fide third party;
(c) in the payment of Rent, which resulted in written notice from event that the tenant vacates under such Notice than the Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days upon the Tennent vacating the premises shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in pay the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Tennent $50,000.00.
Appears in 1 contract
Sources: Lease Agreement
Option to Extend. Tenant As additional consideration for the covenants of Lessee hereunder, Lessor hereby grants unto Lessee an option (the "Option") to extend the term of this Lease for two (2) additional consecutive terms of five (5) years each (the "First Option Term" or "Second Option Term" or together, the "Option Terms"). The Option shall have apply to all space then under the option, exercisable by written Lease at the time the respective Option Term would commence and shall be on the following terms and conditions:
A. Written notice of Lessee's interest in exercising the Option shall be given to Landlord given Lessor not earlier than nine (9) months and not later than 180 days six (6) months prior to the expiration of the primary lease term or first Option Term, as the case may be ("Lessee's Notice"). If Lessee gives such notice and provided the other conditions to the extension have been satisfied, the term of the Lease shall be automatically extended for the respective Option Term without requiring further action of the parties. However, at the request of either party, the parties shall execute an amendment to the Lease to confirm the terms of the extension.
B. Unless Lessor is timely notified by Lessee in accordance with subparagraph A above, the Option shall terminate and the Lease shall expire in accordance with its terms, at the end of the primary Lease term or the then current Option Term, as the case may be.
C. Lessee's option to extend shall continue only if as of the date of Lessee's Notice or as of the date of commencement of the respective Option Term, Lessee (i) shall not be in default under the Lease at the time of exercise of the Option or at the time of the commencement of the respective Option Term; (ii) shall not have sublet more than the square footage then equal to (a) 5,000 square feet of the originally demised Premises plus the square footage of the Expansion I Space as to the First Option Term for five or (5b) years on 5,000 square feet of the originally demised Premises plus the square footage of the Expansion I and II Space as to the Second Option Term; and (iii) shall not have assigned its interest in the Lease nor vacated the Premises.
D. The Option granted hereunder shall be upon the same terms and conditions as provided in this Lease (a “Lease Term Extension”)of the Lease, except for the rental to be paid by Lessee and the right to extend the term. Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year The Base Rent applicable during the extended Term, Base Rent for such extended first Lease year of each Option Term shall be the monthly Base Rent Lessee is paying the immediately preceding month increased by three percent (3%) each in the manner described in subparagraphs 3.A and B of this Addendum.
E. In the event Lessee exercises the Option as to the First Option Term, commencing at the beginning of the eighth Lease Year; , Lessor agrees to paint the painted surfaces and (c) there is no option to further extend recarpet the Term beyond carpeted areas of the Lease Term Extensionoriginally demised Premises that were painted and carpeted as part of Lessor's Work hereunder with paint and carpet of the same quality as Lessor originally used as part of Lessor's Work described on EXHIBIT B hereto. Notwithstanding anything to In the contrary herein, an option event Lessee does not exercise its Option to extend the Term may be deemed null and void in Landlord’s discretionterm for the Second Option Term, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at no later than the time Tenant exercises the option, if one or more expiration date of the following has occurred:
4.2.1First Option Term, Lessee shall pay to Lessor two-fifths (2/5) of Lessor's costs for providing the paint and carpet described in this subparagraph. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days Lessor shall not be counted provide Lessee with an invoice for purposes of this section;
4.2.2such amount. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Lessee's obligation to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to repay such amount shall survive the expiration of the then current Lease Term.
F. After exercise of the Option above described, there shall be no further rights on the part of Lessee to extend the term of the Lease. Lessee must exercise the Option for the first Option Term unless otherwise agreed to in writing by have the Landlord; or
4.2.4. Tenant has assigned its interest in and right to this Lease without Landlord’s written approval, except as may be permitted under Section 15exercise the Option for the Second Option Term.
Appears in 1 contract
Option to Extend. (a) Provided that Landlord has not given Tenant notice of default more than two (2) times during any twelve (12)‑month period, and provided that there then exists no uncured Event of Default by Tenant under this Lease, nor any event that with the giving of notice and/or the passage of time would constitute an Event of Default, and provided that Tenant is the sole 18 QB\129138.00037\24864053.9 occupant of the Premises, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right and option to extend the Term of this Lease for five two (52) years additional periods of sixty (60) months each, exercisable by giving Landlord prior written notice, on or before that date that is nine (9) months prior to the then current Expiration Date, but not prior to the date that is 18 months prior to the then current Expiration Date, of Tenant’s election to extend the Term of this Lease; it being agreed that time is of the essence and that this option may be exercised by and any successor to Tenant’s entire interest in the Premises through a Transfer permitted under Section 18.
(b) Such extensions shall be under the same terms and conditions as provided in this Lease except as follows:
(a “Lease Term Extension”). Tenant i) each additional term shall begin on the day after the then current Expiration Date and thereafter the Expiration Date shall be granted two deemed to be the date that is five (25) years after the then current Expiration Date;
(ii) all references to the Term in this Lease shall be deemed to mean the Term Extensions. If Tenant elects as extended pursuant to make a Lease Term Extensionthis Section;
(iii) there shall be only one (1) further option to extend following the first renewal, and no further option to extend after the second renewal;
(iv) the Minimum Annual Rent for each year of the additional term shall be equal to the fair market rental value of the Premises and annual increases in fair market rental value as determined based on comparable buildings in the surrounding market (including rent, concessions, tenant acknowledges: improvements, free rent and broker commissions) (acollectively, the “FMR”) Landlord shall have applicable at the time Tenant exercises such option (but in no obligation to make any improvements event prior to the Premises; date that is six (b6) for each Lease Year during months before the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and then current Expiration Date).
(c) there is no option to further extend Within thirty (30) days after Landlord receives notice of Tenant’s exercise of the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, Landlord will give notice to Tenant (the “Rent Notice”) of Landlord’s opinion of the FMR. If Tenant does not respond to the Rent Notice in writing within thirty (30) days after receiving it, Landlord’s opinion of the FMR shall be deemed accepted as the Minimum Annual Rent due for each Lease Year of the extension period. If, during such thirty (30) day period, Tenant gives Landlord notice that Tenant contests Landlord’s determination of the FMR (an “Objection Notice”), which Event notice must contain therein Tenant’s opinion of Default remains uncured the FMR, the parties will attempt to arrive at a mutually agreeable Minimum Annual Rent for each Lease Year of the extension period. When the parties come to an agreement, they will both execute an amendment to this Lease establishing the Minimum Annual Rent for each Lease Year of the extension period.
(d) If Landlord and Tenant cannot agree as to the FMR within fifteen (15) days after Landlord’s receipt of the Objection Notice, the FMR shall be determined by appraisal. Within ten (10) days after the expiration of all applicable notice such fifteen (15) day period, Landlord and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to shall give written notice to Landlord the other setting forth the name and address of an appraiser designated by the party giving notice. All appraisers shall be independent brokers, who are a member in good standing of the Society of Industrial and Office Realtors (“SIOR”) with experience in real estate activities, including at least one hundred ten (18010) days prior to years’ experience in valuing similar space in the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approvalPhoenix, except as may be permitted under Section 15.19 QB\129138.00037\24864053.9
Appears in 1 contract
Sources: Lease Agreement (Wageworks, Inc.)
Option to Extend. 11.1 The Tenant may extend this Lease for two (2) periods of five (5) years (each of which periods is called an “Extension”), commencing on the day following the date of expiration of the initial term or the expiry of the immediately preceding Extension, as the case may be, provided that the Tenant shall have only be entitled to extend this Lease in the option, exercisable by written notice event that it:
(a) the Tenant is not then in default of its obligations in this Lease;
(b) Intentionally Deleted;
(c) advises the Landlord in writing (the “Notice”) that it wishes to Landlord given extend this Lease not later more than 180 days 12 months and not less than 6 months prior to the expiration of the then current Terminitial term of this lease or the expiration of the immediately preceding extension, as the case may be, failing which this right of Extension shall be rendered null and void.
11.2 If the Tenant exercises its right to extend in accordance with the Term for five (5) years on foregoing, this Lease shall be extended upon the same terms and conditions herein contained, save and except as provided in this Lease follows:
(a “Lease Term Extension”). a) the Tenant shall only be granted entitled to two (2) Extensions so that there will be no further right to extend following the expiry of the second Extension granted herein. For greater certainty, it is hereby stipulated that if the Tenant exercises both its rights of Extension in accordance with this Lease, the Tenant shall be entitled to lease the Premises for a total of ten (10) years following the expiration of the initial term of this Lease, unless this Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; is sooner terminated;
(b) for each Lease Year during the extended TermLandlord will not be required to perform any Landlord’s Work, Base and the Tenant will not be required to perform any Tenant’s Work, and the Tenant will not be entitled to any leasehold improvement allowance, tenant inducement or Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and free period;
(c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, Net Rent payable during an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination Extension shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more current fair market rental value of the following has occurred:
4.2.1. Tenant has been late in Premises as established by the payment mutual agreement of Rent, which resulted in written notice from the Landlord on two (2) or more occasions within a single Lease Yearand the Tenant, provided that, isolated or minimal delays in no event shall the Net Rent during any one-year period of an Extension be less than three (3) business days the Net Rent which was payable by the Tenant during the last year of the initial term or the previous Extension as the case may be. In the event that the rent which shall be applicable during an Extension has not be counted for purposes been mutually agreed upon by the Landlord and the Tenant at least 3 months prior to the expiry of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after initial term or the expiration of all applicable notice and cure periodsthe immediately preceding Extension, by reason at the time Tenant exercises parties, inability to agree upon the option to extend or at the commencement current fair market rental of the extended Term;
4.2.3Premises, the said fair market rental shall be determined by arbitration by a single arbitrator chosen by the Landlord and the Tenant, and if they cannot agree upon the arbitrator within 5 days after a written request for arbitration by either party to the other, either party may apply to a judge for the appointment of an arbitrator in accordance with the provisions of the Arbitrations Act (Ontario). ▇▇▇▇▇▇ has failed The provisions of the Arbitrations Act shall govern the arbitration and the decision of the arbitrator shall be final and binding upon the parties and there shall be no appeal therefrom. The arbitrator shall be instructed to give written notice to Landlord at least one hundred (180) render its decision no later than 15 days prior to the expiration commencement of an Extension. All documents and proceedings with respect to the arbitration are to be kept confidential by each of the parties;
(d) the Maintenance Fee which shall apply at the time that an Extension takes effect shall be the then current Term unless otherwise agreed to in writing Maintenance Fee charged by the Landlord; orLandlord for premises in the Building which shall be adjusted from time to time in accordance with the applicable provisions of this lease;
4.2.4. (e) the Landlord may require the Tenant has assigned its interest in to execute and deliver to this Lease without the Landlord prior to the commencement of an Extension, the Landlord’s written approvalthen standard form of extension agreement, except as may be permitted under Section 15together with a further Security Deposit sufficient to increase the Security Deposit, if any, held by the Landlord to an amount equal to the Rent (plus applicable Sales Taxes) payable during the last month of the Extension.
11.3 The exercise of the within right of Extension is solely within the control of the Tenant and nothing contained in this Lease, including, without limitation, this Schedule, obligates or requires the Landlord to remind the Tenant to exercise the within right of Extension or any part thereof.
Appears in 1 contract
Option to Extend. Subject to the terms of this Section 1.B, Tenant shall have two (2) options to extend the optionTerm for additional periods of five (5) years each (together, exercisable by the “Option Terms” and each an “Option Term”), such Option Terms to begin upon the expiration of the Term, or the first option term (“First Option Term”), as the case may be, on the same terms and conditions set forth herein, except that (i) an Option Term, once exercised cannot be exercised again, (ii) no Rent concessions, abatements, lease buyouts, tenant allowances or limitations on tax or expense pass-throughs granted with respect to the Term hereof shall be applicable to an Option Term, (iii) Annual Minimum Rent and Monthly Minimum Rent for an Option Term shall be as set forth in Items 4 and 5 of the Schedule. If Tenant desires to extend the Term for an Option Term, Tenant shall deliver written notice (“Extension Notice”) to Landlord given not to such effect no later than 180 days nine (9) months prior to the expiration of the then current initial Term, or the First Option Term, as the case may be, time being of the essence. If not so exercised, Tenant’s option to extend shall thereupon automatically expire. Once Tenant delivers the Extension Notice to the Landlord, as provided above, Tenant’s election to extend the Term for five (5) years shall be irrevocable by Tenant. In order to exercise its option to extend, on the same terms date that Tenant exercises its option as well as on the date that the Option Term is to commence, no event of default shall exist and conditions as provided in this Lease (a “Lease Term Extension”). Tenant no event shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionexist which, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to by the Premises; (b) for each Lease Year during giving of notice or the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, passage of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditionedtime, or delayedboth, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within would mature into a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15default.
Appears in 1 contract
Option to Extend. a. Tenant shall have the optionoptions to extend the Term (each, exercisable by an "Extension Option") for two (2) additional periods of five (5) Lease Years each (each, an "Extension Period"), provided that: (i) Tenant delivers written notice (the "Extension Notice") to Landlord given not of Tenant's election to exercise an Extension Option no later than 180 days twelve (12) months, nor earlier than fifteen (15) months, prior to the expiration of the then current Term, time being of the essence; and (ii) no Monetary Default shall have occurred and remain uncured at the time of the exercise of an Extension Option.
b. Except as otherwise expressly provided below in this paragraph, Tenant may not elect to extend the Term for five an Extension Period with respect to less than all of the rentable area of the Premises. Tenant may elect to extend the Term for an Extension Period with respect to a portion of the Premises which (5i) years comprises an aggregate rentable area of no less than fifty percent (50%) of the total rentable area of the Building, and (ii) contains no less than the entire rentable area on contiguous floors of the same Building. For purposes of example only, Tenant would be permitted to extend the Term for an Extension Period with respect to all of floors 2, 3 and 4 of the Building assuming the total rentable square footage of such floors equaled or exceeded 50% of the total rentable area of the Building, but Tenant would not be permitted to extend the Term with respect to only floors 1, 2 and 4 of the Building even if the total rentable area of such floors comprised 50% of the total rentable area of the Building). Furthermore, it is understood and agreed that in no event shall Tenant be permitted to extend the Term with respect to any portion of the Premises which comprises less than a full floor of the Building.
c. All terms and conditions as provided of this Lease, including, without limitation, all provisions governing the payment of Additional Rent, shall remain in this Lease full force and effect during the applicable Extension Period, except that (a “Lease Term Extension”i) the Annual Base Rent payable during the applicable Extension Period shall equal the Relevant Renewal Rate (hereafter defined). Tenant ; (ii) the Base Year for the applicable Extension Period shall be granted two the calendar year in which occurs the first day of the applicable Extension Period, and (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (aiii) Landlord shall have no obligation not be obligated to make any improvements or alterations in or to the Premises; (b) for each Lease Year Premises nor shall there be any improvement allowance, rental abatement or other tenant concessions provided by Landlord in connection with the applicable Extension Period.
d. With respect to the first Extension Period and provided Tenant is leasing all of the rentable area of the Building during the extended Termfirst Extension Period, Base Rent the "Relevant Renewal Rate" for such extended Term the first Extension Period shall be increased by one hundred three percent (3103%) of the Annual Base Rent payable by Tenant in the Lease Year immediately preceding the first Extension Period. With respect to the second Extension Period and provided Tenant is a Full Building Tenant during the second Extension Period, the "Relevant Renewal Rate" for the second Extension Period shall be ninety-five percent (95%) of the Fair Market Rental Rate (hereinafter defined). In the event that Tenant is not a Full Building Tenant during the first Extension Period or the Second Extension Period, then the "Relevant Renewal Rate" shall be one hundred percent (100%) of the Fair Market Rental Rate.
e. The term "Fair Market Rental Rate" shall mean one hundred percent (100%) of the fair market rental rate that would be agreed upon between a landlord and a tenant entering into a lease renewal for a comparable term in comparable office space as to build-out, location, configuration and size, in a Comparable Building assuming the following: (A) the landlord and tenant are informed and well-advised and each Lease Yearis acting in what it considers its own best interests; and (cB) there is no option Tenant will continue to further extend pay its share of Operating Expenses as described in Section 4.b. of this Lease subject to a new Base Year as provided hereinabove. The Fair Market Rental Rate shall reflect the economic equivalent of any tenant improvement allowance, free rent periods or any other special concessions (for example, design fees, refurbishing allowances, etc.) which Landlord may agree to provide Tenant in connection with any extension of the Term beyond pursuant to this Section 31 (it being understood that the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, determination of which such determination Fair Market Rental Rate shall be made reasonably reduced by the economic equivalent of any tenant improvement allowance, free rent periods or any other special concessions not provided to Tenant and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late which are otherwise reflected in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15comparable fair market rental rates being obtained).
Appears in 1 contract
Sources: Deed of Lease (Vse Corp)
Option to Extend. (A) Provided that Tenant shall have not be in default of this Lease at the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration time of the then current giving of the “Extension Notice” (defined below) or at the time of commencement of the “Extension Term” (defined below) beyond any applicable notice and cure period, Landlord grants to Tenant an option (the “Extension Option”) to extend the Term of this Lease for five one (51) years period of ten (10) Lease Years, commencing on the day immediately following the Expiration Date of the original Term (such ten (10) year period being referred to herein as the “Extension Term”), upon the same terms terms, covenants and conditions as provided prescribed in this Lease, except that the Base Rent payable pursuant to Section 1.10 of the Basic Lease (a “Information of this Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended first year of the Extension Term shall be increased by three equal to ninety-five percent (395%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in Fair Market Rental Value for the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or Demised Premises at the commencement of the extended Term;
4.2.3Extension Term (the “Extension Term Commencement Date”), to be determined in the manner described below. ▇▇▇▇▇▇ has failed to give written The Extension Option, if exercised by Tenant, must be exercised by notice (the “Extension Notice”) to Landlord at least one hundred in writing not less than fourteen (18014) days months prior to the expiration Expiration Date of the then current Term unless otherwise agreed original Term, with time being of the essence with respect to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15such Extension Notice.
Appears in 1 contract
Option to Extend. Tenant shall have the option, exercisable (a) Provided that there is no Breach by written notice to Landlord given not later than 180 days prior to the expiration Lessee of the then current Lease at the time of either Lessee's delivery of the "Option Notice" (as hereinafter defined) or the commencement date of the Option Term, lessor hereby grants to Lessee one (1) option ("the Option") to extend the Term Lease for an additional period of five (5) years on ("the same terms Option Term"). The Option must be exercised, if at all, by written notice delivered by Lessee at Lessor (the "Option Notice") not earlier than six (6) months, nor later than four (4) months, prior to the end of the Original Term. Provided Lessee has properly and timely delivered the Option Notice, the Original Term shall be extended by the Option Term, and all of the terms, covenants and conditions as provided of the Lease shall remain unmodified and in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionfull force and effect, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to except that the Premises; (b) for each Lease Year Base Rent Payable by Lessee during the extended Term, Base Rent for such extended Option Term shall be increased at the then "Market Rate". The "Market Rate" will be determined by three percent Lessor, who will use the U.S. Labor Department , Bureau of Labor Statistics, plus the local Industrial/Commercial Real Estate rates as a determinate for the increase.
(3%b) each Lease Year; Lessor and Lessee shall execute an amendment to the lease promptly after Lessee's exercise of the Option in order to incorporate the Option Term and any other lease terms thereof into the Lease.
(c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary hereinset forth in this Paragraph 50, an option in no event shall the Base Rent payable by Lessee for the Premises during the Option Term ever be less than the Base Rent payable by Lessee to extend Lessor for the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more last month of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Original Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 1 contract
Option to Extend. (a) Landlord hereby grants Tenant one (1) option to extend the Term of the Lease for an additional period of three (3) years (the "Option Term"), as to all (but not part) of the Premises as such may then exist, upon and subject to the terms and conditions set forth in this Section 6 (the "Option To Extend").
(b) The Option Term shall commence immediately after the expiration of the Term of the Lease, as extended hereby. Tenant's hiring of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (a) the Rent shall be equal to the "Option Term Base Rent," defined and determined in the manner set forth below; (b) Tenant shall have accept the optionPremises, exercisable by written notice the Building and the Project in an "AS IS" condition without any obligation of Landlord to repaint, remodel, improve or alter the Premises, Building or Project or to provide Tenant any allowance for any of the foregoing, and (c) there shall be no further option or right to extend the Term of the Lease, or any right to renew this Lease during the Option Term. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the Option Term unless the context clearly requires otherwise.
(c) Tenant's election to exercise the Option To Extend must be given to Landlord given not in writing no later than 180 days six (6) months prior to the expiration of the then current TermTerm of the Lease, to extend the Term for five as extended hereby.
(5d) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary contained herein, an option all rights of Tenant pursuant to extend the Term may be deemed null Option To Extend shall automatically terminate without notice and void in Landlord’s discretion, of which such determination shall be made reasonably of no further force and in good faitheffect, and whether or not unreasonably withheldTenant has timely exercised the option granted herein, conditioned, or delayed, if, if (a) at the time Tenant exercises the option, if one or more of exercise of the following Option To Extend or at the time of commencement of the Option Term, there exists a default hereunder, or any act or omission on the part of Tenant which, with the passage of time or the giving of notice, or both, would constitute a default under hereunder, or (b) Landlord has occurred:
4.2.1. given Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within notices of the existence of a single Lease Yeardefault hereunder, provided that, isolated or minimal delays during the initial Term of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event as extended hereby, whether or not such default is subsequently cured, or (c) a late charge has become payable pursuant to the Lease two (2) or more times during the initial Term of Default remains uncured after the expiration Lease, as extended hereby, or (d) Tenant does not occupy all of all applicable notice and cure periods, the Premises at the time Tenant exercises of exercise of the option to extend Option To Extend or at the time of commencement of the Option Term. In the event of a termination of the Option To Extend pursuant to this Section 6, Tenant shall reimburse Landlord for all cost and expense Landlord incurs in connection with Tenant's exercise of the Option, including, without limitation, with respect to any brokerage commissions.
(e) The Option Term Rent for the Premises for the Option Term shall mean the greater of (a) the Rent payable by Tenant under this Lease for the twelve (12) month period immediately prior to the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed applicable Option Term (the "Preceding Base Rent"), or (b) the "Market Rent", which as used herein shall mean the amount of Rent that Landlord could obtain from a third party desiring to give written notice to Landlord at least one hundred (180) days prior to lease the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in Premises under a lease containing terms and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.conditions substantially
Appears in 1 contract
Sources: Lease (Adept Technology Inc)
Option to Extend. Tenant shall have the optionoption to extend the Term of this Lease (the "Extension Option") with respect to the Premises for the "Extended Term" (as hereinafter defined) upon and subject to the following terms and conditions:
(a) Tenant shall not be entitled to exercise the Extension Option if, exercisable at the time of the exercise of such Extension Option, there exists an uncured Event of Default by Tenant under this Lease.
(b) Tenant has the option to extend the Term of this Lease for one (1) extended term of five (5) years (the "Extended Term") by giving written notice of its election to extend to Landlord given not no earlier than fifteen (15) months and no later than 180 days twelve (12) months prior to the expiration of the then current Term. The Extended Term shall commence immediately upon the expiration of the Term (as the same may have been extended for the Expansion Extension Term, if applicable). If Tenant does not give notice of its election to extend exercise the Extension Option in a timely manner, the Tenant's rights with respect to the Extended Term shall expire and Tenant shall be conclusively deemed to have waived its right to any Extended Term.
(i) Base Rent for five the Premises for the Extended Term shall be an amount equal to the "Fair Market Value Base Rent" ( as hereinafter defined) for the Premises for the Extended Term. Tenant acknowledges that the method of escalating Base Rent and the lack of a requirement that Tenant pay its share of increases in "Operating Expenses" (5as defined in Exhibit "G," attached hereto and by this reference made a part hereof) years on and "Taxes" (as defined in Exhibit "G") for the original Term of the Lease (as the same terms may be extended for the Expansion Extension Term) is a special concession to Tenant. If Tenant exercises its Extension Option, Landlord may require other methods of payment of Base Rent, escalation of Base Rent, payment of Operating Expenses and conditions Taxes and other economic terms, and the Landlord shall not be obligated to continue the methods applicable for the original Term. If Tenant exercises its Extension Option, Landlord shall notify Tenant of "Landlord's Determination" (as provided hereinafter defined) as to whether or not Landlord is willing to continue to escalate Rent in the same manner as set forth in this Lease for the original Term (i.e. by escalating gross rent by a “Lease Term Extension”fixed percentage each year and not utilizing a pass through of increases in Operating Expenses and Taxes or an expense stop). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects In the alternative, Landlord may elect to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, escalate Base Rent for such extended the Extended Term on a fixed percentage or other basis and to require Tenant to pay its pro rata share of increases in Operating Expenses over a base year. If Landlord elects to require Tenant to pay its pro rata share of increases in Operating Expenses during the Extended Term, the provisions of Exhibit "G" attached hereto shall govern the calculation and payment of Tenant's pro rata share of increases in Operating Expenses.
(ii) Within thirty (30) days after Landlord's receipt of written notice of Tenant's election to exercise its Extension Option, Landlord shall give Tenant a written notice setting forth Landlord's determination, in its reasonable discretion, of the Fair Market Value Base Rent of the Premises for the Extended Term and the method Landlord has chosen under Paragraph 36(c)(i) above for calculating and escalating Rent ("Landlord's Determination").
(iii) If Tenant rejects Landlord's Determination, Landlord and Tenant shall negotiate in good faith in an attempt to reach agreement as to the Fair Market Value Base Rent. The escalation method chosen by Landlord under Paragraph 36(c)(i) above shall be binding on Tenant and Landlord shall not be required to negotiate that determination. If Landlord and Tenant are not able to agree as to the Fair Market Value Base Rent within sixty (60) days after Landlord's notice to Tenant of Landlord's Determination (the "Negotiation Period"), Fair Market Value Base Rent for the Extended Term shall be increased determined by three percent arbitration as set forth in Paragraph 36 (3%j) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extensionbelow. Notwithstanding anything to the contrary hereincontrary, an option in the event the determination of Fair Market Value Base Rent is submitted to arbitration, Landlord and Tenant shall be bound by such determination, and Tenant shall not be entitled to revoke its exercise of the Extension Option after submission of such determination to arbitration.
(d) For the purposes of this Paragraph 36, the phrase "Fair Market Value Base Rent" shall mean: the fair market rental which a tenant would pay upon leasing space similar to the space in question in the Building, or if no comparable space is available in the Building, in buildings of comparable quality within a ten (10) mile radius of the Building ("Comparable Buildings"), taking into consideration that Tenant is exercising a right to extend the Term may be deemed null Term, and void all other relevant factors, including, without limitation: (i) the aggregate number of square feet of Net Rentable Area then leased by Tenant in Landlord’s discretion, the Building; (ii) the length of the lease in question; (iii) the market improvement allowances (which such determination shall be paid by Landlord to Tenant); (iv) any increases or decreases in Base Rent over the Extended Term that are then being included in comparable leases, including adjustments made reasonably and in good faith, and not unreasonably withheld, conditionedannually, or delayedon some other periodic basis, ifor based on changes in consumer price, at cost of living, or similar indexes or periodic market adjustments; (v) any tenant concessions then being included (or not included) in comparable leases; (vi) the time Tenant exercises the option, if one or more location and quality of the following has occurred:
4.2.1. Tenant has been late in Project; (vii) the credit standing of Tenant; (viii) the method of payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice taxes and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing operating expenses by the Landlordtenant under comparable leases; or
4.2.4. Tenant has assigned its interest (ix) changes in measurement standards for the office space in question; and to this Lease without Landlord’s written approval, except as may be permitted under Section 15(x) differences in building rules and regulations between the building and such Comparable Buildings.
Appears in 1 contract
Sources: Lease Agreement (Synquest Inc)
Option to Extend. Landlord grants to Tenant shall have the optionright to extend the Lease Term (“Renewal Option”) for two (2) successive periods of up to seven (7) years each (“Option Term”), exercisable upon the following terms and conditions.
(a) Tenant must exercise each Renewal Option, if at all by providing Landlord with written notice to Landlord given thereof at least nine (9) months but not later more than 180 days twenty four (24) months prior to the expiration date of the then then-current Lease Term (“Renewal Notice”), which Renewal Notice shall specify the length of the Option Term, to extend the . The Option Term for may not be less than five (5) years on and if Tenant fails to specify the Option Term in the Renewal Notice, the Option Term shall be deemed to be seven (7) years. If Tenant does not provide Landlord with the Renewal Notice as and when herein specified, the Renewal Option shall terminate and be of no further force or effect. If Tenant exercises a Renewal Option, the Lease Term shall be extended for an additional period determined as provided above, upon the same terms and conditions as provided set forth in the Lease, except the Basic Rent and this Lease (a “Lease Renewal Option. The Basic Rent for such Option Term Extension”). Tenant shall be granted at ninety-five percent (95%) of the then-current “Market Rate” as defined below. Each of the two (2) Lease Term Extensions. If Tenant elects to make a Lease Term ExtensionRenewal Options may be exercised only once and once exercised, tenant acknowledges: (a) Landlord such Renewal Option shall have no obligation to make not be effective during any improvements to the Premises; subsequent Option Term.
(b) for The Renewal Option shall apply to the entire Demised Premises, as amended or expanded as of the commencement date of each Lease Year during the extended Option Term, Base Rent for and may not be exercised only as to a portion of the Demised Premises, Upon exercise of a Renewal Option, Landlord and Tenant shall enter into an amendment to the Lease memorializing the terms and conditions of the Lease during such extended Option Term. If there is a Default by Tenant at any time between the date it exercises a Renewal Option and the date upon which such Option Term is to commence, then Landlord at its option may elect to treat the exercise of such Renewal Option as ineffective in which case this Lease shall be increased by three percent (3%) each terminate upon expiration of the then-current Lease Year; and Term.
(c) there The Renewal Option is no option personal to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Tenant and to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably any successor transferee under a Permitted Transfer and in good faiththe event of any Transfer by Tenant, and other than a Permitted Transfer, whether or not unreasonably withheldwith the consent of Landlord, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more any Renewal Options which have not been exercised as of the following has occurred:
4.2.1. Tenant has been late in the payment date of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days such Transfer shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15automatically terminate.
Appears in 1 contract
Option to Extend. At the expiration of the original Term hereof, Tenant shall have may extend this Lease for (i) one (1) extended term of sixty (60) months, and (ii) if the optionoption to extend described in the preceding clause (i) is first exercised and is continuing, exercisable one (1) additional extended term of sixty (60) months by giving Landlord unequivocal written notice of its intention to Landlord given not later than 180 days do so at least nine (9) months prior to the expiration of such applicable term. Tenant will provide six (6) months notice to Landlord of its intent to exercise its option to extend this Lease. Notwithstanding the then current Termforegoing, Tenant shall have no right to extend the Term for five (5) years of this Lease if Tenant is in material default beyond any applicable cure period under the Lease on the same date of giving such notice or on the date of commencement of such extended term. The extended term shall be upon all of the terms and conditions as provided in of this Lease, except that the following rights of Tenant during the original Term of this Lease (a “Lease Term Extension”). Tenant if and to the extent expressly provided for in this Lease) shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledgesnot apply during such option period: (a) Landlord shall have no obligation to make any improvements right to the Premises; initial rent-free possession, (b) for each any right to further extension of the term of the Lease Year during beyond the extended Termterm set forth herein above, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option any right to further extend continue to pay the Term beyond same Base Rent. Landlord and Tenant hereby acknowledge and agree that the Lease Term Extension. Notwithstanding anything Base Rent during any extended term shall be according to the contrary hereinfollowing schedule: Months 124-153 to be $3.00 fully serviced, an option per rentable square foot; Months 154-183 to extend the Term may be deemed null and void in Landlord’s discretion$3.10 fully served per rentable square foot; Months 184-213 to be $3.20 fully serviced, of which such determination per rentable square foot; Months 214-243 to be $3.30 fully serviced per rentable square foot. The new Base Year shall be made reasonably and the calendar year in good faith, and not unreasonably withheld, conditioned, or delayed, if, at which the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15respective extension begins.
Appears in 1 contract
Option to Extend. Tenant As additional consideration for the covenants of Lessee hereunder, Lessor hereby grants unto Lessee for two (2) additional terms of five (5) years (the “Option Term(s)”). The Option shall have apply only to the option, exercisable by written original space leased hereunder and shall be on the following terms and conditions:
A. Written notice of Lessee’s interest in exercising the Option shall be given to Landlord given not lessor no earlier than twelve (12) months and no later than 180 days six (6) months prior to the expiration of the then current Original Term or First Option Term, as applicable (“Lessee’s Notice”). Not later than thirty (30) days after receiving Lessee’s Notice, Lessor shall give to extend Lessee notice of the terms, conditions and rental rate applicable during the Option Term, in accordance with subparagraph E below (“Lessor’s Notice”).
B. Lessee shall have fifteen (15) days following lessee’s receipt of lessor’s Notice within which to exercise the Option by delivering written notice of such exercise to Lessor under the terms, conditions and rental rate set forth in Lessor’s Notice. If Lessee timely exercises the Option, the Lease shall be deemed extended and thereafter the parties shall execute an amendment to the Lease setting forth the terms of the extension.
C. Unless Lessor is timely notified by Lessee in accordance with subparagraphs A and B above, it shall be conclusively deemed that lessee does not desire to exercise the Option, and the Lease shall expire in accordance with its terms, at the end of the Original Term or current Option Term, as applicable.
D. Lessee’s right to exercise its Option shall be conditioned on: (i) lessee not being in default under the Lease at the time of exercise of the Option or at the time of the commencement of the Option Term; and (ii) Lessee not having subleased more that twenty-five percent (25%) of the Premises or assigned its interest under the Lease as of the commencement of the Option Term or having vacated more than twenty-five percent (25%) of the Premises.
E. The Option granted hereunder shall be upon the terms and conditions contained in the Lease except that the rental to be paid by lessee to Lessor during the Option Term shall be 95% of the rate which Lessor would quote to third parties for the Premises, if it were to become available for leasing, for a lease term scheduled to commence at the time of commencement of the Option Term, but in no event shall the rental rate be less than the rent which Lessee is paying immediately prior to the commencement of the respective Option Term, exclusive of any Special Improvement Rent. Such rental rate may include escalations and pass-throughs. If Lessee, by written notice delivered no later than five (5) years business days after the date lessor notifies Lessee of the Base Rent, objects to the Base Rent determined by Lessor and elects to submit the rate determination to appraisal, then, within seven (7) days of the later of the date of lessee’s objection or the expiration of the five (5) day period, each party shall appoint a real estate office broker that has at least five (5) years’ full-time commercial office experience to determine the Market Base Rent, such process to be completed within twenty (20) days after the date of the appointment of the last broker. If a party does not appoint a qualified broker within five (5) days after the other party has given notice of the name of the broker, then the single broker shall be the sole broker and shall set the Market Base Rent. The brokers appointed by the parties shall meet promptly and attempt to set the Market Base Rent. If they are unable to agree on the same terms and conditions as provided Market Base Rent within twenty (20) days after the date the second broker has been appointed, they shall elect a third broker meeting the qualifications stated in this Lease paragraph within seven (a “Lease Term Extension”). Tenant shall be granted 7) days after the last day the two (2) Lease Term Extensionsbrokers are to set the Market Base Rent. If Tenant elects the brokers are unable to make a Lease Term Extensionagree on the third broker, tenant acknowledges: either of the parties to this Lease, after giving five (a5) Landlord shall have no obligation to make any improvements days’ prior written notice to the Premises; (b) for each Lease Year during the extended Termother party, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything may apply to the contrary hereinthen president of the real estate board of Denver, an option to extend Colorado for the Term may be deemed null and void selection of a third broker who meets the qualifications stated in Landlord’s discretionthis Article, of which such determination selection shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more within three (3) days. Each of the following parties shall pay for the broker appointed by it and shall bear one-half of the cost of appointing the third broker and of paying the third broker’s fee. The third broker, however selected, shall be a person who has occurred:
4.2.1not previously acted in any capacity for either party. Tenant has been late The brokers shall be instructed to consider the criteria above stated in determining the payment Market Base Rent. Within twenty (20) days after the selection of the third broker, a majority of the brokers shall set the Market Base Rent. If a majority of the brokers are unable to agree on the market Base Rent within the stipulated period of time, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays the average of less than the three brokers shall be the applicable Market Base Rent. Within three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement receipt of the extended Term;
4.2.3Market Base Rent, lessee may reject the Base Rent determination. ▇▇▇▇▇▇ has failed to give written notice to Landlord Said rejection shall be in writing. In the event that lessee rejects said determination, then Lessee shall surrender the Premises in accordance with the terms of the Lease at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed and, notwithstanding anything hereinabove to the contrary, pay, upon demand, the costs of all brokers engaged in writing by connection with the Landlord; ormarket rate determination.
4.2.4. Tenant has assigned its interest in and F. After exercise of the Options above described, there shall be no further rights on the part of Lessee to this Lease without Landlord’s written approval, except as may be permitted under Section 15extend the term of the Lease.
Appears in 1 contract
Sources: Lease Agreement (Wells Real Estate Investment Trust Inc)
Option to Extend. (a) Tenant shall have the right and option, exercisable by written ----------------- which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the Initial Term for one (1) additional consecutive period of three (3)years (hereinafter referred to as the "Extension Period"), provided that (a) Tenant shall give Landlord notice to Landlord given not later than 180 days of Tenant's exercise of such option at least thirteen (13) full calendar months prior to the expiration of the then current Term, to extend Initial Term (b) there shall exist no Default of Tenant arising under any of the Term for five (5) years terms and provisions of the Lease on the same terms part of Tenant to be performed or observed both at the time of giving the applicable notice and conditions as provided the commencement of the Extension Period (c) the original Tenant named in this Lease (a “Lease Term Extension”). or any assignee of Tenant permitted pursuant to Article VI shall be granted two in occupancy of the Premises both at the time of giving such notice and upon commencement of the applicable Extension Period. Except for the amount of Basic Rent (2) which is to be determined as hereinafter provided), all the terms, covenants, conditions, provisions and agreements in the Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord contained shall have no obligation to make any improvements be applicable to the Premises; (b) for each additional period through which the Term of this Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) extended as aforesaid, except that there is shall be no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may nor shall Landlord be deemed null obligated to make or pay for any improvements to the Premises nor pay any inducement payments or allowances of any kind or nature. If Tenant shall give notice of its exercise of such option to extend in the manner and void within the time period provided aforesaid then, subject to the provisions of the remainder of this Section 14.28, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant. Landlord hereby reserves the right, exercisable by Landlord in Landlord’s its sole discretion, of which such determination to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more fail to give timely notice of the following has occurred:
4.2.1. exercise of such option as aforesaid, Tenant has been late in shall have no right to extend the payment Term of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement being of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration essence of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4foregoing provisions. Tenant has assigned its interest in and to Any termination of this Lease without Landlord’s written approval, except as may be permitted under Section 15Agreement shall terminate the rights hereby granted Tenant.
Appears in 1 contract
Sources: Lease (Desktop Data Inc)
Option to Extend. (a) If the term of this lease shall then be in full force and effect and Tenant has complied fully with its obligations hereunder, Tenant shall have the optionoption to extend the term of this lease for a period of 5 years (the "Extension Term") commencing on the day immediately following the Expiration Date, exercisable by written provided however that Tenant shall give Owner notice of its election to Landlord given not later extend the term no earlier than 180 days fifteen (15) months prior to the expiration Expiration Date nor later than twelve (12) months prior to the Expiration Date of the then current Terminitial term Time shall be of the essence in connection with the exercise of Tenant's option pursuant to this Article.
(b) Such extension of the term of this lease shall be upon the same covenants and conditions, as herein set forth except for the Fixed Annual Rent (which shall be determined in the manner set forth below), and except that Tenant shall have no further right to extend the Term for five term of this lease after the exercise of the single option described in paragraph (5a) years on the same terms and conditions as provided in of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term ExtensionsSection. If Tenant elects shall duly give notice of its election to make extend the term of this lease, the Extension Term shall be added to and become a Lease Term Extensionpart of the term of this lease (but shall not be considered a part of the initial term), tenant acknowledges: (a) Landlord and any reference in this lease to the "term of this lease", the "term hereof". or any similar expression shall be deemed to include such Extension Term, and, in addition, the term "Expiration Date" shall thereafter mean the last day of such Extension Term. owner shall have no obligation to make perform any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, alteration or delayed, if, at the time Tenant exercises the option, if one preparatory or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest other work in and to this Lease without Landlord’s written approval, except the demised premises and Tenant shall continue possession thereof in its "as may be permitted under Section 15is" condition.
Appears in 1 contract
Sources: Loft Lease (Lifecodes Corporation)
Option to Extend. Tenant shall have the optionright and option to extend the Term for one (1) additional period of five (5) years (“Extension Term”), exercisable by written commencing the day after the expiration of the Initial Term, and ending on the fifth (5th) anniversary thereof, provided that (a) Tenant shall give Landlord notice to Landlord given not later of Tenant’s exercise of such option no more than 180 days fifteen (15) months and no less than twelve (12) months prior to the expiration of the then current Initial Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Tenant has not assigned this Lease Year during or sublet more than 25% of the extended TermPremises (in either case other than as part of a Permitted Transaction), Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term Tenant shall not be in default beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, any applicable notice or delayed, if, cure periods at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written giving such notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the Extension Term in the performance or observance of any of the terms and provisions of this Lease on the part of the Tenant to be performed or observed. Prior to the exercise by Tenant of such option, the expression “Term” shall mean the Initial Term, and after the exercise by Tenant of such option, the expression “Term” shall mean the Term as it has been then extended. All of the terms, covenants, conditions, provisions and agreements in this Lease contained shall be applicable to the then extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may hereinafter set forth. If Tenant shall give notice of its exercise of this option to extend in the manner and within the time period provided aforesaid, the Term shall be permitted extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. The Basic Rent payable during each Extension Term shall be the greater of (a) 100% of the Basic Rent for the last year of the Initial Term, or (b) the Fair Market Rent determined in accordance with Section 15.1 above. This option shall be personal to Tenant and its Affiliates or to any party that acquired the interest of Tenant under Section 15this Lease as part of a Permitted Transaction, and shall not be exercisable by any other party.
Appears in 1 contract
Sources: Lease Agreement (TechTarget Inc)
Option to Extend. Tenant shall have the optionright to be exercised as ---------------- hereinafter provided, exercisable to renew this Lease for one (1) additional term (the "Extension Term") of five (5) years, commencing on the day following the then expiration date, upon the following terms and conditions:
a. Tenant's right to renew is subject to the requirement that at the same time of the exercise of the option and at the time of the commencement of the Extension Term, Tenant shall not then be in default under any of the terms and conditions of this Lease beyond the expiration of any applicable notice and/or cure periods.
b. The renewal shall be upon the same terms and conditions as are in effect immediately prior to the expiration of the current Term, except that:
(i) during the Extended Term, effective as of the commencement thereof, the Base Year for Operating Expenses shall be changed to the calendar year in which the Extended Term commences ("New Base Year for Operating Expenses");
(ii) the Base Rent during each Extended Term, effective as of the commencement thereof, shall be as follows: an amount equal to the "Prevailing Market Rental Rate" (as hereinafter defined) for leases for comparable space in the Glenhardie Corporate Center, as of the date which is six (6) months prior to the commencement of such Extended Term plus the amount of the New Base Year for Operating Expenses.
(iii) Landlord shall provide the Premises in "as-is" condition.
c. There shall be no further privilege of renewal beyond the Extension Term expressly set forth above.
d. Tenant may exercise its renewal option only by giving written notice to Landlord given not later than 180 days Landlord, at least nine (9) months prior to the expiration of the then current Term, to extend the Term for five (5) years on the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretionterm, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises exercise of its renewal right (the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent"Notice"), which resulted in written notice from shall then be binding on both Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15Tenant.
Appears in 1 contract
Sources: Lease (Covalent Group Inc)
Option to Extend. Tenant (a) In the event Lessee shall not then be in ---------------- default hereunder and shall have made all previous rental payments in a timely manner (no more than one payment in each calendar year being delinquent, as defined in Paragraph 3 hereof), Lessee shall have the optionright, exercisable by written notice to Landlord given not later earlier than 180 days nine (9) months prior to the date of the expiration of the then current Termterm of this Lease and not later than six (6) months prior to the date of the expiration of the term of this Lease, to extend renew the Term term of this Lease for a further term of five (5) years on from the same date of expiration of the term of this Lease.
(b) Such election shall be made by Lessee by serving upon Lessor a notice in writing to the effect that Lessee elects to renew and extend the term of this Lease for such extended term.
(c) In the event Lessee shall elect to renew this Lease and shall serve notice of such election, upon the expiration of the term of this Lease, it shall be automatically extended for an additional term of five (5) years from the date of expiration of the original term of this Lease.
(d) Except for the redetermination of the base rental in accordance with this Paragraph 45, all other terms and conditions of the original lease agreement shall apply to the extended term.
(i) During the first year of extended term of this Lease, if any, Lessee shall pay to Lessor as provided Monthly Base Rent for the Premises monthly rent in this Lease (a “Lease Term Extension”)an amount equal to the then current fair market value of the Premises. Tenant Such Monthly Base Rent shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year increased annually during the extended Termterm in proportion to the increase in the Consumer Price Index, All Items, San Francisco-Oakland-San ▇▇▇▇, All Urban Consumers, 1982-84=100. The base index shall be the index for August, 2003. The adjustment index shall be the index for August, 2004. The percentage increase between those two indexes shall be applied to the Monthly Base Rent for such the first year of the extended Term term to determine the Monthly Base Rent for the next year of the extended term. The same procedure shall be increased by three percent (3%) used for each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more subsequent year of the following has occurred:
4.2.1extended term. Tenant has been late in In no event, however, shall the payment Monthly Base Rent for the first year of Rent, which resulted in written notice from Landlord on two (2) the extended term or more occasions within a single Lease Year, provided that, isolated or minimal delays of for any subsequent year be less than three that of the immediately preceding year.
(3ii) business Lessor and Lessee shall have thirty (30) days after service of Lessee's notice of election to renew on Lessor to agree on such monthly fair market rental value of the Premises. If Lessor and Lessee agree on such amount during such thirty (30) day period, then they shall not be counted immediately execute an amendment to this Lease setting forth the Monthly Base Rent for purposes the first year of the extended term of this section;
4.2.2Lease. Tenant has caused an Event If Lessor and Lessee are unable to agree on such amount within such thirty (30) day period, then they shall each, within thirty (30) days of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periodssuch period, at the time Tenant exercises the option to extend or at the commencement appoint a real estate broker knowledgeable of the extended Term;monthly rentals charged for similar commercial space in the Sunnyvale area and such brokers shall then endeavor to agree on the monthly fair market rental value of the Premises. If the two brokers agree on the monthly fair market rental value of the Premises, their decision shall be binding on the parties. If either party hereto does not appoint a broker within such second thirty (30) day period, then the single broker appointed shall be the sole broker and shall establish such amounts alone.
4.2.3(iii) If the brokers so appointed are unable to agree on the monthly fair market rental value of the Premises within thirty (30) days after the second broker has been appointed, then the two brokers shall attempt to select a third broker meeting the qualifications set forth above within ten (10) days after the last day the two brokers are given to establish such amount. ▇If the two brokers are unable to agree on a third broker, either party hereto, after giving ten (10) days' notice to the other party, can apply to the then President of the Real Estate Board of Santa ▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior County, or to the expiration presiding judge of the Superior Court of Santa ▇▇▇▇▇ County, for the selection of a third broker. The three brokers shall then current Term unless otherwise agreed to in writing establish the monthly fair market rental value of the Premises by majority vote. Lessor and Lessee shall each bear the Landlord; or
4.2.4. Tenant has assigned its interest in cost of their own broker and to this Lease without Landlord’s written approval, except as may be permitted under Section 151/2 of the cost of appointing the third broker and of the third broker's fee.
Appears in 1 contract
Option to Extend. Tenant shall have Provided that (i) the option, exercisable by written notice Premises are not then subject to Landlord given not later a sublease of more than 180 days prior to the expiration fifty percent (50%) of the Premises (whether the term of the sublease has commenced or is to be commenced thereafter) and Tenant will not be exercising the rights hereinafter set forth with the intent of assigning the Lease or subleasing any portion of the Premises, and (ii) Tenant is not in then current Termdefault, beyond any applicable notice or cure periods, of any of the terms, conditions and covenants of this Lease Agreement and any Amendment made thereto during the term hereof, Landlord shall grant Tenant the right to extend the Lease Term for one (1) five (5) years year period (the “Extension Period”), at a Fixed Minimum Rent equal to the greater of (i) the last Base Rent paid for the Premises or (ii) then Current Market Rent and otherwise on the same terms and conditions as provided in this Lease (Lease, except that there will be no further rights to extend the term. Rent for any fraction of a “month at the commencement or expiration of each year of the Lease Term Extension”)shall be prorated on a per diem basis. The rental, as determined, shall be paid in equal monthly installments. Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased exercise this option by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred not more than fifteen (18015) days prior to months not less than twelve (12) months before the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4Lease Term. Tenant has assigned its interest in and to Thereupon, this Lease without Landlord’s written approvalshall be deemed extended for an additional period of five (5) years, except upon all of the same terms and conditions of this Lease and any Amendments made thereto with the exception of the annual rent as may be permitted under Section 15stipulated hereinabove.
Appears in 1 contract
Sources: Lease Agreement (Icad Inc)
Option to Extend. Landlord hereby grants to Tenant shall have an option ("the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, "Fifth Amendment Extension Option") to extend the Fifth Amendment Extended Term for an additional period of five (5) years (the "Fifth Amendment Option Term"), on the same terms terms, covenants, and conditions as provided for in this the Lease during the initial Term, except for the Monthly Base Rent, which shall initially be equal to the "fair market rental rate" for the Premises for the Fifth Amendment Option Term as defined and determined in accordance with the provisions of the Fair Market Rental Rate Rider attached to the Original Lease as Rider No. 2, subject to fair market annual rent adjustments, if any, during the Fifth Amendment Option Term. The Fifth Amendment Extension Option must be exercised, if at all, by written notice (a “"the Fifth Amendment Extension Notice") delivered by Tenant to Landlord no sooner than that date which is twelve (12) months and no later than that date which is nine (9) months prior to the New Expiration Date. Provided Tenant has exercised the Fifth Amendment Extension Option within the times frames and pursuant to the terms set forth herein, the then current Term of the Lease Term Extension”). Tenant shall be granted two (2) extended by the Fifth Amendment Option Term, and all terms, covenants, and conditions of the Lease Term Extensions. If shall remain unmodified and in full force and effect, except that the Monthly Base Rent shall be as set forth above, and except that Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements further Fifth Amendment Extension Option remaining. The Fifth Amendment Extension Option shall be applicable to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void Premises in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditionedits entirety, or delayed, if, at the time Tenant exercises the Tenant's sole option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to ▇▇▇ ▇▇ ▇▇▇▇▇ ▇▇▇ individually, with or without Suite 162 in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15either case.
Appears in 1 contract
Option to Extend. Landlord hereby grants to Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, one (1) option to extend the Lease Term (the “Option”), for a period of five (5) years (the “Option Term”) commencing upon the expiration of the initial Lease Term, upon each of the following conditions and terms:
(a) Tenant shall give to Landlord, and Landlord shall actually receive, on a date which is at least two hundred seventy (270) days and not more than three hundred sixty-five (365) days prior to the same terms then-scheduled expiration date of the Lease Term, a written notice of T▇▇▇▇▇’s exercise of the Option (“Option Notice”), time being of the essence. If the Option Notice is not timely so given and conditions as provided in received, the Option, and any subsequent Option (if any), shall automatically expire.
(b) Tenant shall have no right to exercise the Option, notwithstanding any provision hereof to the contrary, (1) during the time commencing from the date Landlord gives to Tenant a notice of default pursuant to this Lease (a “Lease Term Extension”). Tenant shall be granted two and continuing until the noncompliance alleged in said notice of default is cured, or (2) Lease Term Extensions. If Tenant elects to make during the period of time commencing on the day after a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no monetary obligation to make Landlord is due from Tenant and unpaid (without any improvements necessity for notice thereof to Tenant) and continuing until the obligation is paid, or (3) if, during the 12 month period of time immediately prior to the Premises; (b) for each Lease Year during time that Tenant attempts to exercise the extended TermOption, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option Landlord has given to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more notices of default under this Lease, whether or not the following has occurred:
4.2.1. defaults are cured, or Tenant has been late on three or more occasions in the payment of Renta monetary obligation to Landlord (without any necessity for notice thereof to Tenant), which resulted in written notice from Landlord on two or (24) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇if T▇▇▇▇▇ has failed committed any non-curable breach, or is otherwise in default of any of the terms, covenants or conditions of this Lease or (5) if as of the date of Tenant’s exercise of the Option, T▇▇▇▇▇’s financial condition is not as strong as T▇▇▇▇▇’s financial condition as of the date of this Lease, as reasonably determined by Landlord (with Tenant to give written provide Landlord with such information as may be reasonably requested by Landlord to verify the same).
(c) The period of time within which the Option may be exercised shall not be extended or enlarged by reason of Tenant’s inability to exercise the Option because of the provisions of Paragraph 43(b) above.
(d) At Landlord’s sole election, all Option rights of Tenant under this Paragraph 43 shall terminate and be of no further force or effect, notwithstanding Tenant’s due and timely exercise of the Option, if, after such exercise, but prior to the commencement of the Option Term, (i) an Event of Default occurs, or (ii) Landlord gives to Tenant one (1) or more notices of monetary or material non-monetary default under this Lease, whether or not the defaults are cured.
(e) The Option granted to Tenant in this Lease is personal to the original Tenant named in this Lease (the “Original Tenant”), or a Tenant Affiliate to whom this Lease has been assigned, and may be exercised only by the Original Tenant (or such Tenant Affiliate) while occupying the entire Premises who does so without the intent of thereafter assigning this Lease or subletting the Premises or any portion thereof, and may not be exercised or be assigned, voluntarily or involuntarily, by or to any person or entity other than Original Tenant or such Tenant Affiliate. The Option herein granted to Original Tenant is not assignable separate and apart from this Lease, nor may the Option be separated from this Lease in any manner, either by reservation or otherwise.
(f) All of the terms and conditions of this Lease except where specifically modified by this Paragraph 43 or as otherwise stated to be applicable only to the initial Lease Term shall apply during any extended Lease Term.
(g) The monthly Base Rent payable during any Option Term shall be equal to the greater of (x) the then current fair market value the Premises; or (y) the monthly Base Rent payable during the immediately preceding term of this Lease. The then current fair market value for the Premises shall be determined as of the beginning of the Option Term, as follows:
(1) Promptly following receipt by Landlord of Tenant’s Option Notice, Landlord and Tenant shall attempt to reach agreement on the Base Rent for the Option Term, which Base Rent shall be set in accordance with the criteria described above. If Landlord and Tenant are able to agree on the Base Rent for the Option Term, Landlord and Tenant shall immediately execute an amendment to this Lease stating the Base Rent for the Option Term.
(2) If the parties are unable to agree on the Base Rent for the Option Term within forty-five (45) days following Landlord’s receipt of the Option Notice, then each party, at its cost and by giving notice to the other party, shall have ten (10) days within which to appoint a licensed commercial real estate broker with at least seven (7) years’ experience in the California Avenue industrial submarket of Salt Lake City. Utah, to determine and set the Base Rent for the Option Term at the then current fair market monthly rental value for the highest and best use of the Premises (but not less than the monthly Base Rent payable during the immediately preceding term of this Lease) for a term equal to the Option Tenn. If a party does not appoint a broker within such ten (10) day period, the single broker appointed shall be the sole broker and shall set the Base Rent for the Option Term. If two brokers are appointed by the parties as stated in this paragraph, they shall meet promptly and attempt to set the Base Rent for the Option Term. If they are unable to agree within forty five (45) days after the second broker has been appointed, they shall attempt to select a third broker meeting the qualifications stated in this paragraph within ten (10) days after the last day the two brokers are given to set the Base Rent for the Option Term. If they are unable to agree on the third broker, either of the parties to this Lease, by giving ten (10) days notice to the other party, may apply to the presiding judge of the court of the County in which the Premises are located, for the selection of a third broker who meets the qualifications stated in this paragraph. Each of the parties shall bear the cost of its own broker and one-half (1/2) of the cost of appointing the third broker and of paying the third broker’s fee. The third broker, however selected, shall be a person who has not previously acted in any capacity for either party.
(3) Within twenty (20) days after the selection of the third broker, a majority of the brokers shall set the Base Rent for the Option Term. If a majority of the brokers are unable to agree upon the Base Rent within the stipulated period of time, the two closest brokers shall be added together and their total divided by two, and the resulting quotient shall be the Base Rent for the Premises during such Option Term. Notwithstanding the foregoing, in no event, however, shall the Base Rent for the Option Term be less than the Base Rent payable during the immediately preceding term of this Lease.
(h) If the Base Rent for the Option Term has not been determined by the commencement date of the Option Term, then until such Base Rent is determined, Tenant shall pay Base Rent to Landlord at least one hundred the rate in effect immediately preceding the Option Term, and if the actual Base Rent for the Option Term is determined to be higher, then within fifteen (18015) days prior after the determination of such higher Base Rent, Tenant shall pay to Landlord the expiration difference for each month of the then current Option Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant for which Base Rent has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15already become due.
Appears in 1 contract
Option to Extend. Tenant Sublessor hereby grants to Sublessee the option to ---------------- extend the Sublease Term for one additional three (3) year period ("Renewal Term"), which shall commence on October 1, 1998 and end on September 30, 2001, on all of the terms and provisions contained in the Sublease, except that the monthly rental payable under the Sublease shall be in the amount provided for in Section 2 below, and except that Sublessee shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, no further option or right to extend the Term for five (5) years on the same terms and conditions as provided in Sublease Term. By its execution of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term ExtensionAmendment, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for Sublessee hereby exercises such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extensionextend. Notwithstanding anything to the contrary herein, an Sublessor shall exercise its option to extend the Term may be deemed null and void in Landlord’s discretion, term of which such determination shall be made reasonably and in good faiththe Lease under Section 2.5 thereof, and not unreasonably withheldshall use diligent, conditioned, or delayed, if, at good faith efforts to cause the time Tenant exercises term of the optionLease to be extended in accordance with such exercise by Sublessor. Notwithstanding the foregoing, if one or more despite Sublessor's exercise of its option to extend the term of the following has occurred:
4.2.1. Tenant has been late in Lease, and if despite Sublessor's use of diligent, good faith efforts to cause the payment term of Rentthe Lease to be extended, which resulted in written notice from Landlord on two (2) or more occasions within a single the term of the Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes extended, or Master Lessor shall claim that the term of the Lease has not been extended, then this Sublease shall expire at the end of the Sublease Term. As used in the Sublease, the term "Sublease Term" shall mean the Sublease Term as the same may be extended pursuant to the provisions of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this LeaseSection 1, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15applicable.
Appears in 1 contract
Sources: Sublease Amendment (Memry Corp)
Option to Extend. The provisions of Lease Rider No. 1 entitled “Option to Extend Term”, as amended by the provisions of the Third Amendment, are hereby deleted in their entirety, and substituted therefor shall be the following: RIGHT TO EXTEND THIS LEASE. Provided that no Event of Default has occurred under any provision of this Lease, either at the time of exercise of the extension right granted herein or at the time of the commencement of such extension, and provided further that Tenant is occupying at least all or substantially all of either the 181 Technology Premises or the 185 Technology Premises and has not assigned its interest in this Lease (except in connection with an “Affiliate Assignment” as defined in the Lease), then Tenant may extend the Term of this Lease for one (1) period of sixty (60) months. Subject to the foregoing conditions, Tenant shall have the optionright to extend the Term of this Lease as to the 181 Technology Premises, exercisable as to the 185 Technology Premises or as to the entire Premises; provided, however, that Tenant shall notify Landlord concurrently with and as a part of the “Commitment Notice” (as hereinafter defined) if Tenant’s exercise of its extension right pursuant hereto is as to the 181 Technology Premises or the 185 Technology Premises only. Tenant shall exercise its right to extend the Term by written notice and only by delivering to Landlord given Landlord, not later less than 180 days seven (7) months or more than nine (9) months prior to the expiration date of the then current Term, Tenant’s irrevocable written notice of its commitment to extend (the “Commitment Notice”). The Basic Rent payable under the Lease during any extension of the Term for five (5) years on the same terms and conditions shall be determined as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensionsthe following provisions. If Landlord and Tenant elects have not by then been able to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to agree upon the Premises; (b) Basic Rent for each Lease Year during the extended extension of the Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions then within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred twenty (180120) and ninety (90) days prior to the expiration date of the Term, Landlord shall notify Tenant in writing of the Basic Rent that would reflect the prevailing market rental rate for a 60-month renewal of comparable space in the Project (together with any increases thereof during the extension period) as of the commencement of the extension period (“Landlord’s Determination”). Should Tenant disagree with the Landlord’s Determination, then current Tenant shall, not later than twenty (20) days thereafter, notify Landlord in writing of Tenant’s determination of those rental terms (“Tenant’s Determination”). In no event, however, shall Landlord’s Determination or Tenant’s Determination be less than the Basic Rent payable by Tenant during the final month of the initial Term. Within ten (10) days following delivery of the Tenant’s Determination, the parties shall attempt to agree on an appraiser to determine the fair market rental. If the parties are unable to agree in that time, then each party shall designate an appraiser within ten (10) days thereafter. Should either party fail to so designate an appraiser within that time, then the appraiser designated by the other party shall determine the fair market rental. Should each of the parties timely designate an appraiser, then the two appraisers so designated shall appoint a third appraiser who shall, acting alone, determine the fair market rental for the Premises. Any appraiser designated hereunder shall have an MAI certification with not less than five (5) years experience in the valuation of commercial industrial buildings in the vicinity of the Project. Within thirty (30) days following the selection of the appraiser and such appraiser’s receipt of the Landlord’s Determination and the Tenant’s Determination, the appraiser shall determine whether the rental rate determined by Landlord or by Tenant more accurately reflects the fair market rental rate for the 60-month renewal of the Lease for the Premises, as reasonably extrapolated to the commencement of the extension period. Accordingly, either the Landlord’s Determination or the Tenant’s Determination shall be selected by the appraiser as the fair market rental rate for the extension period. In making such determination, the appraiser shall consider rental comparables for the Project (provided that if there are an insufficient number of comparables within the project, the appraiser shall consider rental comparables for similarly improved space within the Irvine Spectrum with appropriate adjustment for location and quality of project), but the appraiser shall not attribute any factor for market tenant improvement allowances or brokerage commissions in making its determination of the fair market rental rate. At any time before the decision of the appraiser is rendered, either party may, by written notice to the other party, accept the rental terms submitted by the other party, in which event such terms shall be deemed adopted as the agreed fair market rental. The fees of the appraiser(s) shall be borne entirely by the party whose determination of the fair market rental rate was not accepted by the appraiser. Within twenty (20) days after the determination of the fair market rental, Landlord shall prepare an appropriate amendment to this Lease for the extension period, and Tenant shall execute and return same to Landlord within twenty (20) days. Should the fair market rental not be established by the commencement of the extension period, then Tenant shall continue paying rent at the rate in effect during the last month of the initial Term, and a lump sum adjustment shall be made promptly upon the determination of such new rental. If Tenant fails to timely comply with any of the provisions of this paragraph, Tenant’s right to extend the Term unless otherwise shall be extinguished and the Lease shall automatically terminate as of the expiration date of the Term, without any extension and without any liability to Landlord. Landlord’s failure to timely comply with any of the provisions of this paragraph, however, shall not affect or impair Tenant’s right to extend the Term as herein provided. Any attempt to assign or transfer any right or interest created by this paragraph (except in connection with an Affiliate Assignment) shall be void from its inception. Tenant shall have no other right to extend the Term beyond the single sixty (60) month extension period created by this paragraph. Unless agreed to in a writing signed by Landlord and Tenant, any extension of the Landlord; or
4.2.4. Tenant has assigned its interest in and Term, whether created by an amendment to this Lease without Landlord’s written approvalor by a holdover of the Premises by Tenant, except as may or otherwise, shall be deemed a part of, and not in addition to, any duly exercised extension period permitted under Section 15by this paragraph.”
Appears in 1 contract
Option to Extend. (a) Landlord hereby grants Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, a single option to extend the Extended Term of the Lease for an additional period of five (5) years on (such period may be referred to as the "Option Term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the "Option To Extend"), and provided that at the time of exercise of such right: (i) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant's financial position from such position as of the date of execution of the Lease, as certified by Tenant's independent certified public accountants, and as supported by Tenant's certified financial statements, copies of which shall be delivered to Landlord with Tenant's written notice exercising its right hereunder.
(b) Tenant's election (the "Election Notice") to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is two hundred and seventy (270) days before the Expiration Date and no later than the date which is two hundred and forty (240) days prior to the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the Extended Term of the Lease. Tenant's leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions as provided contained in this the Lease except that (i) the monthly base rent, plus payment of Tenant's proportionate share of Operating Expenses and Utilities charges pursuant to the Lease (a “Lease Term Extension”). in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant's obligation) shall be granted two (2) Lease amended to equal the "Option Term Extensions. If Tenant elects to make a Lease Term ExtensionRent", tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; defined and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late determined in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default manner set forth in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Termimmediately following Subsection;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 1 contract
Option to Extend. (a) Provided that Landlord has not given Tenant notice of default more than two (2) times during the Term, and such default was cured within the time periods specified in Section 22(a)(iii), that there then exists no Event of Default by Tenant under this Lease, nor any event that with the giving of notice and/or the passage of time would constitute an Event of Default (on the date of exercise or the date of delivery of possession), and that Tenant is the sole occupant of the Premises, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to right and option (the expiration of the then current Term, “Extension Option”) to extend the Term of this Lease for five one (51) additional period of two (2) years on (the “Extension Term”), exercisable by giving Landlord prior written notice, not earlier than fifteen (15) months, but not later than twelve (12) months, prior to the then upcoming Expiration Date, of Tenant’s election to extend the Term of this Lease; it being agreed that time is of the essence for Tenant’s exercise of the Extension Option and that the Extension Option is personal to Tenant and is non-transferable to any assignee or sublessee other than to an Affiliate (regardless of whether any such assignment or sublease was made with or without Landlord’s consent). Landlord is not obligated to notify Tenant of any upcoming need to timely exercise the Extension Option.
(b) The Extension Term shall be under the same terms and conditions as provided in this Lease except as follows:
(a “Lease i) the Extension Term Extension”). Tenant shall begin on the day after the initial Expiration Date and thereafter the Expiration Date shall be granted deemed to be the date that is two (2) Lease Term Extensions. If years after the initial Expiration Date;
(ii) there shall be no further options to extend or renew the Term;
(iii) the Premises shall be accepted by Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) in “as is” “where is” condition and Landlord shall have no obligation obligations whatsoever to make improve or pay to improve the Premises for Tenant’s use or occupancy, including, without limitation any improvements new HVAC or build-out obligations, or grant to Tenant any rent concessions or similar abatements;
(iv) the Premises; (b) Minimum Annual Rent for each Lease Year during year of the extended Term, Base Rent for such extended Extension Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurredas follows:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 1 contract
Option to Extend. 30.1 Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Lease Term for five two additional periods of 36 months each (5) years each an “Extension Term”), on the same terms and conditions as provided in the Lease, except that, for each Extension Term:
30.1.1 Upon exercise of the second option to extend the Lease Term, the Lease, as extended, shall not contain any further option to extend as provided in this Lease (a “Lease article;
30.1.2 If Tenant does not timely exercise its option as to the first Extension Term, the option as to the second Extension Term Extension”). Tenant shall terminate;
30.1.3 The Base Rent shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensiondetermined as set forth below, tenant acknowledges: (a) but in no event shall it be less than the Base Rent payable for the 12 month period immediately preceding the expiration of the original term of the Lease; and
30.1.4 Landlord shall have no obligation to make perform any alterations or tenant improvements or other work in the Premises and Tenant shall continue possession of the Premises in its “as is,” “where is,” and “with all faults” condition.
30.2 The exercise of the options set forth in this article shall only be effective on, and in strict compliance with, the following terms and conditions:
30.2.1 Each notice of Tenant’s exercise of the option (the “Extension Notice”) shall be given by Tenant to Landlord no earlier than 15 months and no later than twelve months prior to the Premises; (b) for each expiration date of the initial Lease Year during Term or the extended expiration date of the preceding Extension Term, Base Rent for such extended Term as the case may be. Time shall be increased of the essence as to the exercise of any election by three percent (3%) each Lease Year; and (c) there is no option Tenant under this article.
30.2.2 At the time of Tenant giving Landlord notice of its election to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed term, the Lease shall be in full force and effect and Tenant shall not be in default under any of the terms, covenants, and conditions of the Lease beyond any applicable grace period.
30.2.3 No portion of the Premises is sublet to anyone at the expiration date of the Lease Term.
30.2.4 The Lease has not been assigned by Tenant at the expiration date of the Lease Term.
30.3 The Base Rent shall be a sum equal to the fair market rental value of the Premises for the Extension Term, taking into account the rentals at which extensions or renewals of leases are being concluded for comparable space in writing by the Landlord; orBuilding Project and in comparable buildings in the Deerfield Beach, Florida area at that time and for such a term and taking into account the terms and conditions of the Lease and anticipated inflation during the extended term (the “Fair Market Rental Value” or the “Value”).
4.2.430.3.1 Within 30 days after receipt of the Extension Notice, Landlord shall advise Tenant of the applicable Base Rent for the Extension Term. Tenant, within 30 days after the date that Landlord advises Tenant has assigned of the applicable Base Rent for the Extension Term, shall either (a) give Landlord final binding notice (“Binding Notice”) of Tenant’s exercise of its interest in and to this Lease without option, or (b) if Tenant disagrees with Landlord’s written approvaldetermination of the Fair Market Rental Value, except provide Landlord with notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within the 30 day period, Tenant’s election of the option to extend the Lease Term shall, at Landlord’s option, be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into an amendment to the Lease extending the Lease Term on the terms and conditions of this subsection.
30.3.2 If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree on the Fair Market Rental Value for the Premises during the Extension Term. On agreement, Landlord and Tenant shall enter into an amendment to the Lease extending the Lease Term in accordance with the terms and conditions of this subsection. If Landlord and Tenant cannot agree on the Value within 30 days after receipt of the Rejection Notice, Tenant’s election to extend the Lease Term shall be deemed withdrawn and Tenant’s right to extend the Lease Term shall be null and void and of no further force and effect.
30.4 All options to extend the Lease Term as may set forth in this article shall be permitted under Section 15null and void if Landlord and Tenant enter into any agreement extending the Lease Term on terms different than those set forth in this article.
Appears in 1 contract
Sources: Lease (Health Benefits Direct Corp)
Option to Extend. Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior Subject to the expiration of terms and conditions set forth below, Landlord hereby grants Tenant the then current Term, right to extend the Term term of the Lease for one additional period of five (5) years (such extended period is hereinafter referred to as the "Extended Term") on the same terms and conditions contained in the Lease, except that (i) Base Rent for the Extended Term shall be as provided in set forth hereinbelow, and (ii) no additional options to extend shall apply following the expiration of the Extended Term. Written notice of Tenant's exercise of its option to extend ("Option to Extend") the Term of this Lease for the Extended Term must be given to Landlord no less than nine (9) months prior to the date the Term of the Lease would otherwise expire. If an Event of Default is then occurring under this Lease, Tenant shall have no right to extend the Term of this Lease until such default is cured; provided, that the period of time within which said Option to Extend may be exercised shall not be extended or enlarged by reason of Tenant's inability to exercise said Option to Extend because of a “material default. In addition, Tenant’s right to exercise the Option to Extend shall be conditioned upon Landlord’s review and approval of Tenant’s credit at the time of exercise of said Option and, if required by Landlord, Tenant’s posting and maintaining of a Letter of Credit or other security satisfactory to Landlord during the Extended Term; provided, however, in the event Tenant satisfies the financial criteria set forth in the last paragraph of Section 5.05 at the time of exercise of Tenant’s Option to Extend, the Letter of Credit required to be posted for the Extended Term shall not exceed $700,000. Subject to the above conditions, in the event Tenant validly exercises its Option to Extend the Term of this Lease as herein provided, Base Rent shall be adjusted as of the commencement date of the Extended Term Extension”as follows:
(a) Within thirty (30) days after exercise of its Option to Extend by Tenant, Landlord shall provide Tenant with Landlord's determination of the fair market Base Rent for the Extended Term, including periodic increases as dictated by the current market ("Landlord's Determination of Base Rent for Extended Term"). Tenant shall provide notice to Landlord within ten (10) days after receipt of such notice from Landlord as to whether Tenant accepts Landlord's Determination of Base Rent for Extended Term. In the event Tenant does not agree to Landlord's Determination of Base Rent for Extended Term, Landlord and Tenant shall attempt to agree upon Base Rent for the Premises for the Extended Term, such rent to be granted the fair market rental value of the Premises for the Extended Term, as defined in Subsection (c) below. If the parties are unable to agree upon the Base Rent for the Extended Term by the date six (6) months prior to the commencement of the Extended Term, then within ten (10) days thereafter each party, at its own cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years full-time commercial real estate appraisal experience in the area in which the Premises are located to appraise and set Base Rent for the Extended Term. If a party does not appoint an appraiser within ten (10) days after the other party has given notice of the name of its appraiser, the single appraiser appointed shall be the sole appraiser and shall set Base Rent for the Extended Term. If each party shall have so appointed an appraiser, the two appraisers shall meet promptly and attempt to set the Base Rent for the Extended Term. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, they shall attempt to select a third appraiser meeting the qualifications herein stated within ten (10) days after the last day the two appraisers are given to set Base Rent. If the two appraisers are unable to agree on the third appraiser within such ten (10) day period, either of the parties to this Lease, by giving five (5) days notice to the other party, may apply to the then presiding judge of the Superior Court of King County for the selection of a third appraiser meeting the qualifications stated in this paragraph. Each of the parties shall bear one-half (1/2) of the cost of appointing the third appraiser and of paying the third appraiser's fee. The third appraiser, however selected, shall be a person who has not previously acted in any capacity for either party.
(b) Within thirty (30) days after the selection of the third appraiser, a majority of the appraisers shall set Base Rent for the Extended Term. If a majority of the appraisers are unable to set Base Rent within the stipulated period of time, the three appraisals shall be added together and their total divided by three (3). The resulting quotient shall be the Base Rent for the Premises during the Extended Term. If, however, the low appraisal and/or the high appraisal is/are more than ten percent (10%) lower and/or higher than the middle appraisal, the low appraisal and/or the high appraisal shall be disregarded. If only one (1) appraisal is disregarded, the remaining two (2) Lease appraisals shall be added together and their total divided by two (2), and the resulting quotient shall be Base Rent for the Premises during the Extended Term.
(c) For purposes of the appraisal, the term "Fair Market Base Rent" shall mean the price that a ready and willing tenant would pay, as of the Extended Term Extensions. If Tenant elects commencement date, as a base rent to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements ready and willing landlord of office/bio-tech premises of comparable to the Premises; (b) , in terms of size and quality in their then-improved state with new paint and carpet, for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the optiona comparable term, if one or more such premises were exposed for lease for a reasonable period of the following has occurred:
4.2.1. Tenant has been late time in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. Bothell/▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior ▇▇▇/Bellevue market; including any rent increases over the Extended Term as dictated by the current market. In no event shall there be deducted from such fair market rental the value of any concessions, including without limitation, tenant improvements, commissions, free rent and/or “down-time”. Notwithstanding anything above to the expiration contrary, Base Rent for any applicable Extended Term shall not be less than the Base Rent in effect during the month immediately preceding the commencement of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15such Extended Term.
Appears in 1 contract
Sources: Lease Agreement (Lumera Corp)
Option to Extend. Provided that (i) no Event of Default shall have occurred in the past twelve (12) months preceding the date on which Tenant gives timely notice that it is exercising its option to extend the Term, and (ii) there then exists no uncured Event of Default by Tenant under this Lease at the time of Tenant’s exercise, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, right and option to extend the Term for five that period of time which, when added to the initial Term of this Lease, shall cause the overall Term of this Lease to be twenty-nine (529) years on and eleven (11) months (the “Extension Term”), exercisable by giving Landlord prior written notice thereof at least eighteen (18) months in advance of the Expiration Date, it being agreed that time is of the essence. For the avoidance of doubt, the right to extend the term hereunder shall inure to the benefit of any Permitted Transferee who is the legal successor to, or the assignee of, all of Tenant’s rights under this Lease. The Extension Term shall be under the same terms and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: except as follows:
(a) Landlord The Extension Term shall have no obligation begin on the Expiration Date, and thereafter the Expiration Date shall be deemed to make any improvements to be the Premises; last day of the Extension Term;
(b) for each All references to the Term in this Lease Year shall be deemed to mean the Term as extended pursuant to this Section 29; and
(c) The Minimum Annual Rent payable during the extended Term, Base Rent for such extended Extension Term shall be increased by three percent (3%) each the Minimum Annual Rent for the last Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more Year of the following has occurred:
4.2.1. Tenant has been late in initial Term, increased (commencing on the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement first year of the extended Extension Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to by the expiration same annual percentage increases for Lease Years 10-20 of the then current initial Term unless otherwise agreed (as determined pursuant to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 151(m) above).
Appears in 1 contract
Option to Extend. Tenant (a) In lieu of any renewal or extension options contained in the existing Lease (all of which are hereby deleted in their entirety), Lessor hereby grants Lessee one (1) option (“Option”) to extend the Term of the Lease for the entire Premises for a period of five (5) years immediately following the New Expiration Date (the “Option Term”), which Option shall have the option, be exercisable only by written notice delivered by Lessee to Landlord given Lessor as set forth below. The rights contained in this Paragraph 4 shall be personal to the Lessee named in this Amendment and to an affiliate assignee of Lessee (as defined in Paragraph 71 of the Lease) and may not later be exercised by any assignee, sublessee or other transferee of Lessee’s interest in the Lease except for an affiliate assignee of Lessee (as defined in Paragraph 71 of the Lease).
(b) The Option shall be exercised by Lessee only in the following manner: (i) Lessee shall not be in default beyond all applicable notice and cure periods, and shall not previously have been in default beyond all applicable notice and cure periods under the Lease more than 180 days once, on the delivery date of the Interest Notice and the Acceptance Notice (as such terms are defined below); (ii) Lessee shall deliver written notice (the “Interest Notice”) to Lessor not more than nine (9) months nor less than six (6) months prior to the expiration of the then current Term, stating that Lessee is interested in exercising the Option; (iii) within thirty (30) days of Lessor’s receipt of the Interest Notice, Lessor shall deliver written notice (the “Option Rent Notice”) to extend Lessee setting forth the Initial Option Rent (as defined below) and the applicable monthly Base Rent for the remainder of the Option Term; and (iv) if Lessee desires to proceed with its exercise of the Option upon the terms set forth in the Option Rent Notice, Lessee shall deliver written notice (the “Acceptance Notice”) to Lessor within fifteen (15) business days of Lessee’s receipt of Option Rent Notice. Lessee’s failure to deliver the Interest Notice or Acceptance Notice on or before the dates specified above shall be deemed to constitute Lessee’s election not to exercise the Option and the termination of the Option. If Lessee properly exercises the Option within the dates specified above, the Term of the Lease shall be extended for five (5) years on the same Option Term upon all of the terms and conditions as provided set forth in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extensionthe Lease, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to except that the Premises; (b) for each Lease Year during the extended Term, monthly Base Rent for the Option Term shall be as indicated in the Option Rent Notice, and Lessee and Lessor shall promptly execute a Lease amendment to document said Option Term.
(c) The monthly Base Rent set forth in the Option Rent Notice and payable by Lessee during the first (1st) year of the Option Term (“Initial Option Rent”) shall be equal to the greater of (i) the Fair Market Rent (as defined below), or (ii) one hundred three percent (103%) of the monthly Base Rent for the Premises in effect immediately prior to the commencement of the Option Term. On the one (1) year anniversary of the commencement of the Option Term and on each anniversary of such extended Term date thereafter during the Option Term, the monthly Base Rent shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend ). The “Fair Market Rent” shall mean the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of applicable monthly Base Rent, including any rental abatement and any other monetary concessions (such as tenant improvements allowances) being provided to tenants by other landlords in comparable transactions, all common area operating expenses, additional rent and other charges at which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Yeartenants, provided that, isolated or minimal delays as of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Option Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior , are entering into leases or renewals for non-sublease space which is not encumbered by expansion rights and which is comparable in size, location and quality to the expiration Premises in renewal transactions for a term comparable to the Option Term which comparable space is located in the Project, taking into consideration the value of the then current Term unless otherwise agreed existing improvements in the Premises to Lessee, as compared to the value of the existing improvements in writing such comparable space, with such value to be based upon the age, quality and layout of the improvements and the extent to which the same could be utilized by Lessee with consideration given to the Landlord; or
4.2.4. Tenant has assigned its interest fact that the improvements existing in and the Premises are specifically suitable to this Lease without Landlord’s written approval, except as may be permitted under Section 15Lessee.
Appears in 1 contract
Sources: Lease (CAPSTONE TURBINE Corp)
Option to Extend. Tenant shall have the option, exercisable right to extend this Lease (“Option to Extend”) for one (1) five (5) year period (“Extended Term”) by giving Landlord written notice of its intention to Landlord given not later than 180 days do so at least nine (9) months prior to the expiration of the then current Termoriginal term, to extend as extended for the Term for five Additional Year, if applicable, under Section 36 above (5) years “Option Notice”); provided, however, that Tenant is not in material default beyond any applicable cure period under the Lease on the same terms date of giving such notice or on the date of commencement of the Extended Term. The Option to Extend is personal to Tenant and conditions may not be exercised or assigned, voluntarily or involuntarily, by, or to, any person or entity other than Tenant. The Option to Extend is not assignable separate and apart from the Lease. In the event that, at the time the Option to Extend is exercisable by Tenant, the Lease has been assigned, or a sublease exists (as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by thirty-three percent (333%) each Lease Year; and (cor more of the Premises) there is no option other than as permitted by the Lease, the Option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may Extend shall be deemed null and void and Tenant, any assignee, or any subtenant, shall not have the right to exercise the Option to Extend. The Extended Term shall be upon all of the terms and conditions of this Lease, except that the following rights of Tenant shall not apply during such extension terms: (a) any right to rent-free possession, (b) any right to further extension of the term of the Lease, and (c) the monthly Base Rent for the Premises shall be determined by Fair Market Rental Rate. Landlord shall determine the Fair Market Rental Rate by using its good faith judgment. Landlord shall use its good faith efforts to provide written notice of such amount within fifteen (15) days (but in no event later than thirty (30) days) after Tenant sends an Option Notice to Landlord exercising the Option to Extend. Tenant shall have thirty (30) days (the “Tenant’s Review Period”) after receipt of Landlord’s discretionnotice of the new rental within which to accept such rental or to object thereto in writing. In the event Tenant objects, of which Landlord and Tenant shall attempt to agree upon such Fair Market Rental Rate, using their good faith efforts. If Landlord and Tenant fail to reach agreement within ten (10) days following Tenant’s Review Period (the “Outside Agreement Date”), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be made reasonably submitted to arbitration in accordance with subsections (a) through (e) below. Failure of Tenant to so elect in writing within Tenant’s Review Period shall conclusively be deemed its approval of the new rental determined by Landlord. In the event that Landlord fails to timely generate the initial written notice of Landlord’s opinion of the Fair Market Rental Rate which triggers the negotiation period of this provision, then Tenant may commence such negotiations by providing the initial notice, in which event Landlord shall have ten (10) days (“Landlord’s Review Period”) after receipt of Tenant’s notice of the new rental within which to accept such rental. In the event Landlord does not affirmatively in writing consent to Tenant’s proposed rental, such proposed rental shall be deemed rejected and Landlord and Tenant shall attempt in good faithfaith to agree upon such Fair Market Rental Rate, using their best good faith efforts. If Landlord and not unreasonably withheldTenant fail to reach agreement within ten (10) days following Landlord’s Review Period (which shall be, conditionedin such event, or delayed, if, at the time Tenant exercises the option, if one or more “Outside Agreement Date” in lieu of the following has occurred:above definition of such date), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be submitted to arbitration in accordance with subsections (a) through (e) below.
4.2.1. (a) Landlord and Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two shall meet with each other within five (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (35) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3Outside Agreement Date and exchange the sealed envelopes and then open such envelopes in each other’s presence. ▇▇▇▇▇▇ has failed to give If Landlord and Tenant do not mutually agree upon the Fair Market Rental Rate within one (1) business day of the exchange and opening of envelopes, then, if Tenant does not revoke its Option Notice by providing written notice to Landlord within five (5) business days after the exchange and opening of the envelopes (in which event Tenant shall have no further right to extend the Lease and this Lease shall automatically terminate at least one hundred the end of the Initial Term or initial Option Term, as applicable), within ten (18010) business days after the exchange and opening of envelopes Landlord and Tenant shall agree upon and jointly appoint a single arbitrator who shall by profession be a real estate broker who shall have been active over the five (5) year period ending on the date of such appointment in the leasing of commercial properties in the vicinity of the Building. Neither Landlord nor Tenant shall consult with such broker as to his or her opinion as to Fair Market Rental Rate prior to the expiration appointment. The determination of the then current Term unless otherwise agreed arbitrator shall be limited solely to in writing the issue of whether Landlord’s or Tenant’s submitted Fair Market Rental Rate for the Premises is the closer to the actual Fair Market Rental Rate for the Premises as determined by the Landlord; orarbitrator, taking into account the requirements of this Section regarding same. Such arbitrator may hold such hearings and require such briefs as the arbitrator, in his or her sole discretion, determines is necessary.
4.2.4. Tenant has assigned its interest in and (b) The arbitrator shall, within thirty (30) days of his or her appointment, reach a decision as to this Lease without whether the parties shall use Landlord’s written approvalor Tenant’s submitted Fair Market Rental Rate, except as may and shall notify Landlord and Tenant thereof.
(c) The decision of the arbitrator shall be permitted under Section 15binding upon Landlord and Tenant.
(d) If Landlord and Tenant fail to agree upon and appoint an arbitrator, then the appointment of the arbitrator shall be made by the Presiding Judge of the Alameda County Superior Court, or, if he or she refuses to act, by any judge having jurisdiction over the parties.
(e) The cost of arbitration shall be paid by Landlord and Tenant equally.
Appears in 1 contract
Sources: Net Lease Agreement (Singulex Inc)
Option to Extend. (a) Provided that, at the time of such exercise, (i) there exists no Default of Tenant beyond applicable cure periods; (ii) this Lease is still in full force and effect and Tenant actually occupies the entire Premises; and (iii) Tenant shall not have assigned this Lease or sublet any or all of the Premises, and (iv) Tenant shall not have exercised its option to terminate this Lease, Tenant shall have the optionright to extend the Term of this Lease as to the Premises originally leased hereunder for one extended term (the “Extended Term”) of five (5) years. The Extended Term shall commence on the day immediately following the expiration date of the Initial Term, exercisable and shall end on the day immediately preceding the fifth anniversary of the first day of the Extended Term. Tenant shall exercise such option by giving Landlord written notice of its desire to Landlord given do so, not later than 180 days six (6) months prior to the expiration of the then current Initial Term, it being agreed that time shall be of the essence with respect to the giving of such notice. The giving of such notice shall automatically extend the Term of this Lease for the Extended Term of this Lease for the Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord within such time, the Term of this Lease shall automatically terminate at the end of the Initial Term, and Tenant shall have no further right or option to extend the Term for five (5) years of this Lease, time being of the essence. The Extended Term shall be on all the same terms and conditions as provided in of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term ExtensionLease, tenant acknowledgesexcept that: (ai) Landlord shall have no obligation to make perform or pay for any construction or improvements to the Premises, with respect to the Extended Term unless otherwise expressly agreed at the time; and (ii) the Basic Rent for the Extended Term shall be determined in accordance with Paragraph 36(b).
(b) for each Lease Year during the extended Term, Base The Basic Rent for such extended the Extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything at a rental rate equal to the contrary herein, an option to extend Fair Market Rental Value (in the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more North Suburban Boston area) of the following has occurred:
4.2.1. Tenant has been late in the payment Premises as of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Extended Term;
4.2.3. ▇▇▇▇▇▇ has failed , determined without regard to give written notice Tenant’s right to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise extend, as agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest parties, it being understood that during the Extended Term, Additional Rent shall continue to be calculated in and to accordance with Paragraph 7 of this Lease without Landlord’s written approval, except as may be permitted under Section 15Lease.
Appears in 1 contract
Option to Extend. (a) Tenant hereby grants Subtenant a single option to extend the Term through February 28, 2006 (the “Option Term”) as to the Sublease Premises as it may then exist, upon and subject to the terms and conditions of this Section 4.2 (the “Option to Extend”), and provided that at the time of exercise of such right there has been no material adverse change in Subtenant’s financial position from such position as of the date of execution of the Sublease Agreement, as certified by Subtenant’s independent certified public accountants and by Subtenant’s certified financial statements, copies of which shall be delivered to Tenant with Subtenant’s written notice exercising its right hereunder.
(b) Subtenant’s election (the “Election Notice”) to exercise the Option to Extend must be given to Tenant in writing no later than six (6) months before the expiration of the Term. If Subtenant either fails or elects not to exercise its Option to Extend by not giving its Election Notice, then the Option to Extend shall be null and void.
(c) The Option Term shall commence immediately after the expiration of the Term. Subtenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Sublease Agreement except there shall be no further option or right to extend the Term of the Sublease Agreement and the Rent shall be as follows: Period Amount Per Month June 1, 2004 – February 28, 2005 $123,007.68 per month March 1, 2005 – February 28, 2006 $127,776.96 per month If Subtenant timely and properly exercises the Option to Extend, references in the Sublease Agreement to the Term shall be deemed to mean the then-current Term as extended by the Option Term unless the context clearly requires otherwise.
(d) This Option to Extend is personal to Genomic Health, Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity.
(e) Upon the occurrence of any of the following events, Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days at any time prior to the expiration commencement of the then current Option Term, to extend terminate all of the Term for five (5) years on the same terms and conditions as provided in provisions of this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements Section with respect to the Premises; Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect:
(bi) for each Lease Year during Subtenant’s failure to timely exercise the extended Term, Base Rent for such extended Term shall be increased by three percent Option to Extend in accordance with the provisions of this Section.
(3%ii) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, The existence at the time Tenant Subtenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option Option to extend Extend or at the commencement of the extended Term;Option Term of any default on the part of Subtenant under the Sublease Agreement.
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180iii) days Subtenant’s third default under the Sublease Agreement prior to the expiration commencement of the then current Term unless otherwise agreed option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Tenant’s termination of the Option to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and Extend pursuant to this Lease without Landlordsubsection subsequent to Subtenant’s written approvalexercise of the Option to Extend, except as may Subtenant shall reimburse Tenant for all reasonable costs and expenses Tenant incurs in connection with Subtenant’s exercise of the Option to Extend.
(f) Without limiting the generality of any provision of the Sublease Agreement, time shall be permitted under Section 15of the essence with respect to all of the provisions of this Section.
Appears in 1 contract
Option to Extend. Tenant shall have (a) Lessor hereby grants to Lessee an option to extend the option, exercisable term of this Lease for one (1) period of sixty (60) calendar months immediately following the expiration of the initial term (the “option extension period”). Lessee may exercise the foregoing option to extend by giving written notice of exercise to Landlord given Lessor at least six (6) months, but not later more than 180 days nine (9) months, prior to the expiration of the then current Terminitial term of this Lease (“the option exercise period”), to extend time being of the Term for five essence; provided that if an event of default by Lessee (5as “Event of Default is defined in Paragraph 22) years under this Lease remains uncured after the expiration of notice and cure periods, if applicable at the time of exercise of the option or on the commencement date of the option extension period, such notice shall be void and of no force or effect. Such option extension period, if exercised, shall be upon the same terms and conditions as provided in the initial term of this Lease Lease, including the payment by Lessee of the Operating Expenses and Taxes pursuant to Paragraph 5, except that (a “Lease Term Extension”). Tenant 1) the Monthly Base Rent during the option extension period shall be granted two determined as set forth in Paragraph 3(c) hereof, (2) Lease Term Extensionsthere shall be no additional option to extend, and (3) Lessee shall accept the Premises in their then “as is” condition subject to Paragraphs 2(c) and 13(e) which shall also apply to the option extension period. If Tenant elects to make Lessee does not exercise the option in a Lease Term Extensiontimely manner, tenant acknowledges: (a) Landlord the option shall have no obligation to make any improvements lapse, time being of the essence. Subject to the Premises; foregoing, neither Lessor nor Lessee shall be required to perform any Tenant Improvement Work with respect to the option extension period.
(b) The option to extend granted to Lessee by this Paragraph 3 is granted for each Lease Year during the extended Termpersonal benefit of Lumenis Inc. (“Lumenis”) only, and shall be exercisable only by Lumenis or by an assignee or sublessee referred to in Paragraph 17(g) as a “Permitted Affiliate.” Said option may not be assigned or transferred by Lumenis to, or exercised by, any assignee or sublessee, except as provided in Paragraph 17(g).
(c) The initial Monthly Base Rent for such extended Term the Premises during the option extension period shall be increased by three percent (3%) each Lease Year; and determined pursuant to the provisions of this subparagraph (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more equal ninety-five percent (95%) of the following has occurred:
4.2.1. Tenant has been late in then current fair market monthly base rental value of the payment Premises on the commencement date of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after option extension period as determined by agreement between the Lessor and Lessee reached prior to the expiration of all applicable notice and cure periods, at the time Tenant exercises the option exercise period, if possible, or by the process of appraisal if the parties cannot reach agreement. Upon the written request by Lessee to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least Lessor received by Lessor no earlier than sixty-one hundred (18061) days and no later than thirty (30) days prior to the expiration of the then option exercise period (e.g., between May 1, 2012 and June 1, 2012, if the Commencement Date is January 1, 2007) and prior to the exercise by Lessee of the option to extend, Lessor shall give Lessee written notice of Lessor’s good faith opinion of the amount equal to ninety-five percent (95%) of the fair market monthly base rental value of the Premises as of the commencement of the option extension period. Thereafter, upon the request of Lessee, Lessor and Lessee shall enter into good faith negotiations for thirty (30) days in an effort to reach agreement on ninety-five percent (95%) of the fair market monthly base rental for the Premises on the commencement date of the option extension period. If Lessor and Lessee are unable to agree upon the amount equal to ninety-five percent (95%) of the initial fair market monthly base rent for the Premises, and thereafter, prior to the expiration of the option exercise period, Lessee exercises the option to extend, said amount of the initial monthly base rental shall be determined by appraisal. The appraisal shall be performed by one appraiser if the parties are able to agree upon one appraiser. If the parties are unable to agree upon one appraiser, each party shall appoint an appraiser and the two appraisers shall select a third appraiser. Each appraiser selected shall be a member of the American Institute of Real Estate Appraisers (AIREA) with at least five (5) years of full-time commercial real estate appraisal experience in the Santa Clara, California office/R&D/manufacturing rental market. If only one appraiser is selected, that appraiser shall notify the parties in simple letter form of its determination of the amount equal to ninety-five percent (95%) of the fair market monthly base rental for the Premises on the commencement date of the option extension period within fifteen (15) days following its selection. Said appraisal shall be binding on the parties as the appraised current Term unless otherwise agreed ninety-five percent (95%) of the “fair market monthly base rental” for the Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for premises comparable to the Premises determined with reference to comparable premises in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in vicinity of the Premises of similar age, size, quality of construction and specifications (excluding the value of any improvements to the Premises made at Lessee’s cost) for a lease of similar duration to this Lease without Landlordand taking into consideration that there will be no free rent, improvement allowance, or other concessions. Premises which are “comparable to the Premises” shall not mean premises which are subleased, subject to another tenant’s written approvalexpansion rights, except or leased to a tenant under a renewal or extension right. If multiple appraisers are selected, each appraiser shall within ten (10) days of being selected make its determination of the amount equal to ninety-five percent (95%) of the initial fair market monthly base rental for the Premises in simple letter form. If two (2) or more of the appraisers agree on said amount, such agreement shall be binding upon the parties. If multiple appraisers are selected and two (2) appraisers are unable to agree on said amount, the amount equal to ninety-five percent (95%) of the initial fair market monthly base rental for the Premises shall be determined by taking the mean average of the appraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10%) of the middle appraisal, shall be disregarded in calculating the average. Said initial monthly base rental shall be adjusted annually on the anniversary of the commencement of the option extension period in the manner determined by the appraiser or appraisers to be consistent with the then prevailing market practice for comparable space in the Santa Clara, California office/R&D/manufacturing rental market. If only one appraiser is selected, then each party shall pay one-half of the fees and expenses of that appraiser. If three appraisers are selected, each party shall bear the fees and expenses of the appraiser it selects and one-half of the fees and expenses of the third appraiser.
(d) Thereafter, provided that Lessee has previously given timely notice to Lessor of the exercise by Lessee of the option to extend the term, Lessor and Lessee shall execute an amendment to this Lease stating that the initial monthly base rental for the Premises during the option extension period, and any annual adjustments thereto, if applicable, shall be in the amounts as may be permitted under Section 15determined by appraisal.
Appears in 1 contract
Sources: Lease (Lumenis LTD)
Option to Extend. Tenant shall have the optionright and option to extend the Term for one (1) additional period of five (5) years (the "Extension Term") commencing upon the expiration of the original Term, exercisable by written provided that Tenant shall give Landlord notice to Landlord given not later than 180 days of Tenant's irrevocable exercise of such option at least twelve (12) months prior to the expiration of the then current Original Term, and provided further that Tenant shall not be in default, after written notice and beyond the expiration of any applicable cure period, at either the time of giving such notice or at the time of the commencement of the Extension Term in the performance or observance of any of the terms and provisions of this Lease on the part of the Tenant to be performed or observed. Prior to the exercise by Tenant of such option, the expression "Term" shall mean the Original Term, and after the exercise by Tenant of such option, the expression "Term" shall mean the Original Term as it has been extended by the Extension Term. Except for the increase in Annual Base Rent and updated Operating Cost and Property Tax base amounts pursuant to Section 4.2 hereof, all of the terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the Extension Term. If Tenant shall give notice of its exercise of said option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the Term for of this Lease, time being of the essence of the foregoing provisions. Within five (5) years on business days of request to do so by either party, the same terms other party shall execute and conditions as provided in this Lease (a “Lease Term Extension”). Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements deliver written confirmation to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no requesting party of Tenant's exercise of its option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Extension Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 1 contract
Option to Extend. 15.1 So long as Equinix or an Affiliate as defined herein is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant or such Affiliate shall have one (1) option to extend the optionLease Term with respect to the entirety of the Leased Premises (the "Option"), exercisable for a period of five (5) years from the expiration of the initial Lease Term (the "Extension Period"), subject to the following conditions:
(a) The Option shall be personal to Equinix or an Affiliate as defined herein and shall not be transferable, and shall be exercised, if at all, by written notice of exercise given to Landlord given by Tenant or such Affiliate not later more than 180 days twelve (12) months nor less than six (6) months prior to the expiration of the then current initial Lease Term;
(b) Anything herein to the contrary notwithstanding, to extend the Term for if Landlord determines within a period of forty-five (545) years on days from the same terms date Landlord receives Tenant's or an Affiliate's notice of exercise ("Landlord's Election Period"), that Landlord will utilize all or any portion of the Leased Premises for Landlord's own use, Landlord shall have, in addition to all of Landlord's other rights and conditions as remedies provided in this Lease Lease, the right to terminate the Option as to all of the Leased Premises, at Landlord's sole option, upon forty-five (a “Lease Term Extension”). 45) days written notice to Tenant shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premisesor such Affiliate; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and and
(c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything Anything herein to the contrary hereinnotwithstanding, an option to extend if Tenant is in default under any of the Term may be deemed null and void in Landlord’s discretionterms, covenants or conditions of which such determination shall be made reasonably and in good faiththis Lease, and not unreasonably withheld, conditioned, or delayed, if, either at the time Tenant exercises the option, if one Option or more on the commencement date of the following has occurred:
4.2.1. Tenant has been late Extension Period, Landlord shall have, in the payment addition to all of Rent, which resulted Landlord's other rights and remedies provided in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable right to terminate the Option upon notice to Tenant.
15.2 In the event the Option is exercised in a timely fashion and cure periodsLandlord does not elect to terminate pursuant to clauses (b) or (c) above, at the time Tenant exercises Lease shall be extended for the option to extend or at the commencement term of the extended Term;
4.2.3Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Period shall be the "Fair Market Rent" for the Leased Premises, increased as set forth below. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent reasonably determined pursuant to the expiration process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the then current Base Monthly Rent for the Leased Premises below the amount due from Tenant for the preceding portion of the initial Lease Term unless otherwise agreed to in writing by for which Base Monthly Rent had been fixed. At the Landlord; or
4.2.4. Tenant has assigned its interest in and to this end of the Lease without Landlord’s written approval, except as may be permitted under Section 15.Year coinciding with the first 12 month period of the Extension Period,
Appears in 1 contract
Sources: Sublease (Equinix Inc)
Option to Extend. (a) Subject to the terms of this Section 37, Tenant shall have two options to extend the optionTerm of this Lease for a period of 36 months each (each, exercisable an “Extended Term”). The first extension shall commence, if at all, upon the expiration of the initial 48 month Term (the “Initial Term”) and end 36 months later (“First Extended Term”). The second extension shall commence, if at all, upon the expiration of the First Extended Term and end 36 months later (“Second Extended Term”). If the first extension does not commence, the second option to extend shall automatically terminate. In no event, however, shall any extension commence if Tenant is in an Event of Default under this Lease or the 30 ▇▇▇▇▇▇▇▇ Lease at the time that the extension would otherwise commence. Any reference to “Term” in this Lease shall include the Extended Term if Tenant properly exercises its option(s) to extend pursuant to this Section 37.
(b) So long as Tenant is not then in an Event of Default under this Lease or the 30 ▇▇▇▇▇▇▇▇ Lease and has not been in such an Event of Default at any time during the preceding 12 month period, Tenant shall exercise an option to extend, if at all, by giving written notice to Landlord given not later Landlord. Notice of exercise shall be given, if at all, no more than 180 days 12 months, and no fewer than 6 months, prior to the expiration of the then current Term, to extend .
(c) Each Extended Term shall be upon all of the Term for five (5) years on the same terms and conditions of this Lease, except as follows:
(i) To the extent that this Lease provides for any right to abated or rent-free possession or tenant improvement allowance, such provisions shall not be applicable to any Extended Term.
(ii) Tenant shall not be entitled to any further extensions of the Term. The only extensions available to Tenant are the extension option(s) provided for in this Section 37.
(d) The Base Rent during the first Lease Year of each applicable Extended Term (a “Lease Term Extension”Month 37 – Month 48 or Month 73 – Month 84, as applicable) shall be the amount determined in accordance with this Section 37(d). Tenant The Base Rent during the second Lease Year of each applicable Extended Term (Month 49 – Month 60 or Month 85 – Month 96, as applicable) shall be granted two (2) Lease Term Extensions. If Tenant elects to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to 103% of the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended the first Lease Year of each applicable Extended Term. The Base Rent during the third Lease Year of each applicable Extended Term (Month 61 – Month 72 or Month 97 – Month 108, as applicable) shall be 103% of the Base Rent for the second Lease Year of each applicable Extended Term.
(i) For the first Lease Year of each applicable Extended Term, the Base Rent shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an option to extend greater of 103% of Base Rent for the Term may be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more last Lease Year of the following has occurred:
4.2.1. Tenant has been late in then-Term and “Fair Market Rental” of the payment Premises as of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended applicable Extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days For purposes of this Lease, “Fair Market Rental” shall mean the then prevailing base rent per square foot of rentable area then being charged for comparable office space in the City of San Francisco based upon comparable transactions recently completed, exclusive of allowances and concessions, multiplied by the rentable square footage of the Premises. In no event shall the Fair Market Rental of the Premises for any Extended Term be less than the 103% of Base Rent in effect immediately prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15applicable extension.
Appears in 1 contract
Option to Extend. (a) If (i) Tenant is not then in Default hereunder, and (ii) Tenant has simultaneously exercised its option to extend the term of the 3333 Lease, then Tenant shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term for an additional five (5) years year period commencing on the day next following the Expiration Date and ending on the fifth (5th) anniversary of the Expiration Date ("First Extended Term") by giving written notice of said extension to Landlord not later than nine (9) months prior to the Expiration Date, time being of the essence.
(b) If (i) Tenant is not then in Default hereunder, and (ii) Tenant has previously exercised its option to extend the Term for the First Extended Term and has simultaneously exercised its option to extend the term of the 3333 Lease for a like period, then Tenant shall have the option to extend the Term for an additional five (5) year period commencing on the day next following the fifth (5th) anniversary of the Expiration Date and ending on the tenth (10th) anniversary of the Expiration Date ("Second Extended Term") by giving written notice of said extension to Landlord not later than nine (9) months prior to the end of the First Extended Term, time being of the essence.
(c) If (i) Tenant is not then in Default hereunder, and (ii) Tenant has previously exercised its option to extend the Term for the Second Extended Term and has simultaneously exercised its option to extend the term of the 3333 Lease for a like period, then Tenant shall have the option to extend the Term for an additional five (5) year period commencing on the day next following the tenth (10th) anniversary of the Expiration Date and ending on the fifteenth (15th) anniversary of the Expiration Date ("Third Extended Term") by giving written notice of said extension to Landlord not later than nine (9) months prior to the end of the Second Extended Term, time being of the essence. The First Extended Term, Second Extended Term and Third Extended Term are hereinafter individually and collectively referred to as the "Extended Term".
(d) If the Term is extended it shall be so extended on the same terms and conditions as provided then set forth in this Lease Lease, including the annual Base Rent as set forth in Rider A.
(a “Lease Term Extension”). e) Landlord and Tenant shall be granted two (2) enter into a written supplement to this Lease confirming the terms, conditions and provisions applicable during the Extended Term Extensionsas determined in accordance with the provisions of this Section S.2. If Tenant elects fails to make a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements to the Premises; (b) for each Lease Year during the extended Term, Base Rent for such extended Term shall be increased by three percent (3%) each Lease Year; and (c) there is no option to further extend the Term beyond the Lease Term Extension. Notwithstanding anything to the contrary herein, an timely exercise its option to extend the Term may be deemed null and void in Landlord’s discretionfor the applicable Extended Term, of which such determination then this Lease shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, or delayed, if, at the time Tenant exercises the option, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord expire by its terms on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an Event of Default in the performance of any of its obligations under this Lease, which Event of Default remains uncured after the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement of the extended Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by or the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approvalFirst Extended Term or the Second Extended Term, except as the case may be permitted under Section 15be.
Appears in 1 contract
Sources: Office Lease (May & Speh Inc)
Option to Extend. 28.1 Provided that on the Expiration Date and on the first day of the Extension Term (defined below) no Event of Default shall have occurred and be continuing, provided that an Event of Default shall not have occurred at any time after the fifth (5th) anniversary of the Rent Commencement Date, and provided that the Tenant named herein or any Affiliate of the named Tenant is in direct occupancy of not less than 100% of the entire usable area of the Premises, the Tenant named herein or any Affiliate thereof only shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then current Term, option to extend the Term for one (1), five (5) years on 5)-year period only (the same terms and conditions as provided in this Lease (a “Lease Term ExtensionExtension Term”). The Extension Term shall commence on the day after the Expiration Date and shall expire on the last day of the calendar month in which the day immediately prior to the fifth (5th) anniversary of the Expiration Date shall occur unless the Extension Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law. Tenant shall give Landlord written notice (“Tenant’s Extension Notice”) of Tenant’s intention to exercise such option at least fifteen (15) months prior to the Expiration Date, the time of exercise being of the essence (the date that is fifteen (15) months prior to the Expiration Date hereinafter known as the “Exercise Date”), and upon the giving of such notice, this Lease and the Term shall be granted extended without execution or delivery of any other or further documents, with the same force and effect as if the Extension Term had originally been included in the Term, and the Expiration Date shall thereupon be deemed to be the last day of the Extension Term. All of the terms, covenants and conditions of this Lease shall continue in full force and effect during the Extension Term, including items of Additional Rent and escalation which shall remain payable on the terms herein set forth (but excluding, in relation to the Extension Term, the provisions for rent concession set forth in Section 4.1 and for Landlord’s Contribution), except that the Base Rent for the Extension Term shall be as determined in accordance with Section 28.2 and Tenant shall have no further right to extend the Term.
28.2 The Base Rent payable by Tenant for the Premises during the Extension Term shall be the greater of (i) the then-existing escalated gross Rent hereunder; and (ii) fair market rental value of the Premises as of the day immediately preceding the commencement of the Extension Term (“FMRV”), based on the fair market rental value of space comparable to the Premises in midtown Manhattan, taking into account all relevant factors such as free rent, build out, brokerage commissions, tax and operating expense base years (which shall be adjusted during the Extension Term) and other market conditions. The FMRV shall be determined as follows:
(a) Promptly after the delivery to Landlord of Tenant’s Extension Notice, Landlord and Tenant shall use good faith efforts to agree upon the FMRV. In the event that Landlord and Tenant agree upon the FMRV, such agreed value shall be deemed to be the FMRV. In the event Landlord and Tenant cannot reach agreement within thirty (30) days after the delivery of Tenant’s Extension Notice, Landlord and Tenant shall each select a reputable qualified, licensed real estate broker having an office in New York County with at least ten (10) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (respectively, “Landlord’s Broker” and “Tenant’s Broker”) who shall confer promptly after their selection by Landlord and Tenant and shall attempt to agree upon the FMRV. If Landlord’s Broker and Tenant’s Broker cannot reach agreement within sixty (60) days after their selection, then within thirty (30) days after the lapse of such sixty (60) day period, they shall designate a third reputable, licensed real estate broker having an office in New York County with at least ten (10) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (the “Independent Broker”). Upon the failure of Landlord’s Broker and Tenant’s Broker to timely agree upon the designation of the Independent Broker, then the Independent Broker shall be appointed by the President of the Real Estate Board of New York. The Independent Broker shall not be an individual who had represented Landlord or Tenant as a broker nor been employed by either Landlord or Tenant within the two (2) Lease Term Extensionsyear period prior to appointment of the Independent Broker, nor shall the Independent Broker be an individual who had represented Landlord or Tenant in the determination of fair market rental value in the two (2) year period prior to appointment of Independent Broker. If Tenant elects to make Concurrently with such appointment, Landlord’s Broker and Tenant’s Broker shall each submit a Lease Term Extension, tenant acknowledges: (a) Landlord shall have no obligation to make any improvements letter to the Premises; Independent Broker, with a copy to Landlord and Tenant, setting forth such broker’s estimate of the FMRV, taking into consideration the duration of the Extension Term and all other terms and conditions of this Lease which are applicable to the Extension Term (respectively, “Landlord’s Broker’s Letter” and “Tenant’s Broker’s Letter”).
(b) for each Lease Year The Independent Broker shall conduct such investigations and hearings as he or she may deem appropriate and shall, within sixty (60) days after the date of his or her designation, choose either the rental set forth in Landlord’s Broker’s Letter or Tenant’s Broker’s Letter to be the FMRV during the extended TermExtension Term and such choice shall be binding upon Landlord and Tenant. Landlord and Tenant shall each pay the fees and expenses of its respective broker. The fees and expenses of the Independent Broker shall be shared equally by Landlord and Tenant.
28.3 In the event the Extension Term shall commence prior to a determination of the Base Rent during the Extension Term as herein provided, then the Base Rent to be paid by Tenant to Landlord until such determination has been made shall be the Base Rent for the twelve (12) month period immediately preceding the commencement of the Extension Term plus all escalations and Additional Rent payable under this Lease for such extended period. After such determination has been made for the Base Rent during the Extension Term, any excess rental for the Extension Term theretofore paid by Tenant to Landlord shall be credited by Landlord against the next ensuing monthly Base Rent payable by Tenant to Landlord and any deficiency in Base Rent due from Tenant to Landlord during the Extension Term shall be increased by three percent (3%) each Lease Year; immediately paid to Landlord.
28.4 Promptly after the Base Rent has been determined, Landlord and (c) there is no option Tenant shall execute, acknowledge and deliver an agreement setting forth the Base Rent for the Extension Term, as finally determined, provided the failure of the parties to further extend the Term beyond the Lease Term Extension. Notwithstanding anything do so shall not affect their respective rights and obligations hereunder.
28.5 Anything herein to the contrary hereinnotwithstanding, an option to extend the Term may (i) Tenant’s Extension Notice shall not be deemed null and void in Landlord’s discretion, of which such determination shall be made reasonably and in good faith, and not unreasonably withheld, conditioned, valid or delayed, effective if, at the time Tenant exercises the optionTenant’s Extension Notice is given, if one or more of the following has occurred:
4.2.1. Tenant has been late in the payment of Rent, which resulted in written notice from Landlord on two (2) or more occasions within a single Lease Year, provided that, isolated or minimal delays of less than three (3) business days shall not be counted for purposes of this section;
4.2.2. Tenant has caused an any Event of Default in the performance of shall have occurred and/or shall be continuing and (ii) Tenant’s Extension Notice, if effectively given, shall be voidable by Landlord if any of its obligations under this Lease, which Event of Default remains uncured after shall have occurred and/or shall be continuing on the expiration of all applicable notice and cure periods, at the time Tenant exercises the option to extend or at the commencement first day of the extended Extension Term;
4.2.3. ▇▇▇▇▇▇ has failed to give written notice to Landlord at least one hundred (180) days prior to the expiration of the then current Term unless otherwise agreed to in writing by the Landlord; or
4.2.4. Tenant has assigned its interest in and to this Lease without Landlord’s written approval, except as may be permitted under Section 15.
Appears in 1 contract