Common use of Option to Extend Clause in Contracts

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 3 contracts

Sources: Lease Agreement (Emeritus Corp\wa\), Lease Agreement (Emeritus Corp\wa\), Lease Agreement (Emeritus Corp\wa\)

Option to Extend. Provided that Tenant is shall have the option, exercisable by written notice to Landlord given not later than 180 days prior to the expiration of the then in Default (as defined in Section 18 below) hereundercurrent Term, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period 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 "Option Period")Premises; (b) for each Lease Year during the extended Term, commencing upon 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 of this Lease, and provided that Tenant complies with all of unless otherwise agreed to in writing by the terms and conditions set forth in this paragraphLandlord; or 4.2.4. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire has assigned its interest in and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodwithout 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. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) right to extend the Term of this the Lease (the “Option to Extend”) for one (1) additional period of five (5) year period years (the "“Extension Term 2”) on the same terms and conditions contained in the Lease, as amended hereby, except that (i) Base Rent for the Extension Term 2 shall be as set forth below, (ii) no additional Option Period"), commencing upon to Extend shall apply following the expiration of the Extension Term of this Lease2, and provided that Tenant complies with all (iii) Landlord shall have no obligation to make any improvements to the Premises or contribute any amounts therefor to prepare the same for Tenant’s occupancy during the Extension Term 2. Written notice of ▇▇▇▇▇▇’s exercise of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior Extend must be given to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more Landlord no less than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement 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 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 default. For the avoidance of doubt, it is agreed and understood that Tenant may exercise the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability Extend with respect to this Lease 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 Option PeriodExtension 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. Provided that 6.18.1 Tenant shall have and is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an granted the option (the AOption@) to extend the Lease Term of this Lease hereof for one (1) additional period of five (5) year period years (the "Option “Extension Period"), commencing upon provided that (i) Tenant gives written notice to Landlord of Tenant’s irrevocable exercise of such extension option (the “Renewal Notice”) no later than twelve (12), months prior to the expiration of the Term Lease Term; (ii) no Event of this Lease, and provided that Tenant complies with all Default remains uncured at the time of the terms exercise by Tenant of its extension option; (iii) no Event of Default exists at the commencement of the Extension Period; and conditions set forth (iv) Tenant has not assigned its interest in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not Lease or sublet more than twelve twenty percent (12) months, a written notice (ATenant=s Notice@20%) of the exercise Premises, except as part of the Option a Permitted Transfer or to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. a Qualified Tenant Affiliate. 6.18.2 All of the terms and conditions of this Lease Lease, including without limitation all provisions governing the payment of Additional Rent and annual increases in Base Rent, shall apply remain in full force and effect during the Option Extension Period, except provided that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) Base Rent payable during the “Prevailing Extension Period shall equal one hundred percent (100%) of the then-current Fair Market Rent” Rental Rate (as defined in Paragraph 4.2 belowhereinafter defined) for at the Premises as time of six (6) months prior to the commencement of the Option Period or Extension Period; (ii) Landlord shall not be obligated to make any improvements or alterations in or to the Monthly Rent calculated as Premises; and (iii) Landlord shall provide standard “market” tenant concessions (including improvement allowance, rental abatement and brokerage commissions) then being provided to tenants renewing leases of similar space (including size, build-out and condition), in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) belowsimilar buildings for similar length terms. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under used in this Lease, and any guarantor of Tenant's performance hereunder the term “Fair Market Rental Rate” shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.mean

Appears in 2 contracts

Sources: Deed of Lease (Opower, Inc.), Deed of Lease (Opower, Inc.)

Option to Extend. (a) Provided that 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 then in Default have assigned this Lease or currently sublet more than fifty percent (50%) of the Premises, other than to an affiliated entity or successor as defined described in Section 18 below20(b) hereunderabove (all of which conditions are for the benefit of, Landlord hereby grants to and may be waived by, Landlord), Tenant an option (shall have the AOption@) right to extend the Term of this Lease as to the Premises originally leased hereunder for one extended term (1the “Extended Term”) additional of five (5) year period years. The Extended Term shall commence on the day immediately following the expiration date of the Initial Term, and shall end on the day immediately preceding the fifth (5th) anniversary of the "Option Period")first day of the Extended Term. Tenant shall exercise such option by giving Landlord written notice of its desire to do so, commencing upon not later than nine (9) months prior to the expiration of the 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 of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option The Extended Term shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease shall apply during the Option PeriodLease, except that the initial Monthly Rent during the Option Period shall be equal to the greater ofthat: (i) Landlord shall have no obligation to perform or pay for any construction or improvements to the “Prevailing 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) The Basic Rent for the Extended Term shall be at a rental rate equal to the Fair Market Rent” Rental Value (as defined in Paragraph 4.2 belowthe North Suburban Boston area) for of the Premises as of six (6) months prior to the commencement of the Option Period or 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. (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. 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 notice (the “Determination Notice”) to the other setting forth their respective determinations of the Fair Market Rental Value, and, subject to the provisions of paragraph (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and 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 adjusted annually thereafter a real estate appraiser or consultant who shall have at least ten (10) years’ continuous experience as provided a commercial real estate broker or appraiser, and having significant experience with property similar to the Building in Paragraph 4.1(cthe north suburban Boston area. The arbitrator shall conduct such hearings and investigations as the arbitrator shall deem appropriate and shall, within thirty (30) below. As a further condition to Tenant=s exercise days after having been appointed, choose one of the Optiondeterminations set forth in either Landlord’s or Tenant’s Determination Notice, and that choice by the arbitrator shall be binding upon Landlord and Tenant. Each party shall pay its own counsel fees and expenses, if any, in connection with any prior tenant that has not been expressly released from liability arbitration under this Leaseparagraph (c), and the parties shall share equally all other expenses and fees of any guarantor such arbitration. The determination rendered in accordance with the provisions of Tenant's performance hereunder this paragraph (ii) shall expressly reaffirm be final and binding in writing fixing the extension Fair Market Rental Value. The arbitrator shall not have the power to add to, modify, or change any of their liability with respect to the provisions of this Lease for the Option PeriodLease.

Appears in 2 contracts

Sources: Lease (ConforMIS Inc), Lease Agreement (ConforMIS Inc)

Option to Extend. Provided that Section 21.1 Tenant is not then in Default (shall have the right to be exercised as defined in Section 18 below) hereunderhereafter provided, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term term of this Lease for one two (12) additional consecutive periods of five (5) year period years each (the "each, an “Option Period"to Extend”), commencing upon on the expiration of the Term of this Lease, and provided that Tenant complies with all of the following terms and conditions and subject to the limitations hereafter set forth. Section 21.2 That at the time hereafter set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of for the exercise of the Option to extend Extend, and at the time the Extended Term commences, this Lease for shall be in full force and effect and Tenant shall not be in default in the Option Period, time being performance of any of the essence. If Landlord fails terms, covenants and conditions herein contained in respect to receive Tenant=s Notice a matter as to which notice of default has been given hereunder which has not been remedied within the time period 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 Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Annual Base Rent during the Option Period for such Extended Term shall be equal to the greater of: of (i) the “Prevailing Base Rent then in effect in this Lease; or (ii) the Market Rent” 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 notifying Landlord, in writing, of its election to exercise the right to extend the term of this Lease on or before the date which is twelve (as defined in Paragraph 4.2 below) for the Premises as of six (612) months prior to the expiration of the Initial Term, with respect to the first Option to Extend, and on or before the date which is twelve (12) months prior to the expiration of the Extended Term, with respect to the second Option to Extend. Prior to commencement of the Extended Term, Landlord and Tenant agree to execute an amendment to this Lease incorporating the amended terms referred to in this Article XXI. Section 21.5 Notwithstanding any provision contained herein, Tenant’s right 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 Period or to Extend, Landlord and Tenant shall have a period of thirty (ii30) days in which to agree on the Monthly Market Rent calculated 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 Paragraph 4.1(c) belowthis 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 adjusted annually thereafter 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 Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under 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 guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodappraisal decision rendered may be entered by any Court having jurisdiction thereof.

Appears in 2 contracts

Sources: Lease Agreement (Accentia Biopharmaceuticals Inc), Lease Agreement (Biovest International Inc)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an Lessee shall have the option (the AOption@) to extend the Term for a period of sixty (60) months immediately following the expiration of the initial Term (the "Extended Term"), 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 for one as are specifically or by their operation limited to the initial Term only (1including, without limitation, Exhibit "C" attached hereto and provisions respecting construction of Lessee Improvements and payment of a Lessee Improvement Allowance) additional five (5) year period (and except that Lessee shall have no further right or option to extend the "Option Period"), commencing term upon the expiration of the Term Extended Term), by giving notice of this Lease, and provided that Tenant complies with all exercise of the terms and conditions set forth in this paragraph. Tenant shall exercise each option (the "Option by delivering Notice") to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by Lessor at least nine twelve (912) months but not more than twelve eighteen (1218) months, a written notice (ATenant=s Notice@) months before the expiration of the exercise then applicable Term. Lessor's ability to plan for the orderly transaction of its rental business, to accommodate the Option 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 this Lease for contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the Option Periodnotification provisions contained herein, time being of the essence. If Landlord fails to receive Tenant=s Notice within and Lessee's strict compliance with the time period providedfor such notification contained herein, are material elements of the Option 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 expire null, void and be of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. All 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 terms and conditions contrary, notwithstanding any other actions of Lessee during the Term of this Lease shall apply or any statements, written or oral, of Lessee to Lessor to the contrary during the Option PeriodTerm of this Lease. Notwithstanding the foregoing, except that if Lessee is in default (after the initial Monthly Rent during expiration of any applicable period for cure pursuant to Article 22 below) on the date of giving the Option Period Notice, the Option Notice shall be equal totally ineffective, or if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the greater 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, the Extended Term shall not commence, and this Lease shall expire at the end of the Term. The option to 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 (ivoluntarily, involuntarily, by operation of law or otherwise) the “Prevailing Market Rent” including, without limitation, to any assignee or subtenant permitted under Article 13, other than a "Permitted Transferee" (as defined in Paragraph 4.2 below) for Article 13). All of Lessee's rights under this Article 3.b. shall terminate upon the Premises as of six (6) months prior to the commencement expiration of the Option Period initial Term or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise sooner termination of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 2 contracts

Sources: Office Lease (Doubleclick Inc), Office Lease (Netgravity Inc)

Option to Extend. Provided that (i) Tenant is has not then in sublet any portion of the Premises other than Suite 120, and (ii) no monetary Default (as defined in Section 18 below) hereunderor material non-monetary Default by Tenant exists at the time of exercise or at the time of commencement of the Extended Term, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for shall be subject to one (1I) extension option for an additional five period of sixty (560) year period months (the "Option Period"“Extension Option”), commencing upon as of the expiration of the Term of Initial Tern, 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 contained in this Lease, and provided except that Tenant complies with all of (i) the terms and conditions 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 this paragraph. Tenant Section 2.2(b)(3) below, (ii) on each anniversary of the commencement date of the Extended Term, the Monthly Base Rent shall exercise each Option by delivering to Landlordincrease three and one-half percent (3\/,%), on a date that is cumulative basis, and (iii) 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 the Lease). (2) Tenant’s election to exercise the Extension Option must be given to Landlord in writing no less than three hundred and sixty-five (365) days prior to the date upon expiration of the Initial Term (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 Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) monthsPremises are situated and the like, a written notice (ATenant=s Notice@) of situated in buildings in Berkeley and Emeryville, California. Notwithstanding anything to the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period providedcontrary contained herein, the Extension Option shall automatically expire terminate and be of no further force or effect. All , whether or not Tenant has timely exercised the Extension Option, if a monetary Default or material non-monetary Default exists at the time of exercise of the terms and conditions Extension Option or at the time of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodExtended Term.

Appears in 2 contracts

Sources: Office/Laboratory Lease (Caribou Biosciences, Inc.), Office/Laboratory Lease (Caribou Biosciences, Inc.)

Option to Extend. Provided that the Tenant: (i) is ▇▇▇▇▇▇.▇▇▇ Co. and/or Tucows (Delaware) Inc.; (ii) is in actual, physical possession of the whole of the Leased Premises; and (iii) pays the Rent as and when due and punctually observes and performs the terms, covenants and conditions to be observed and performed by it in accordance with the terms of this Lease, the Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (shall have the AOption@) right to extend the Term of this Lease for one (1) additional further period of five (5) year period years (the "Option Period"), commencing “Extension Term”) upon giving the expiration Landlord written notice of its election to extend the Term of this Lease, and provided that Tenant complies with all of (the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised“Extension Notice”) by at least nine (9) but months and not more than twelve (12) months, a written notice (ATenant=s Notice@) months prior to the expiration of the exercise of Term. The Extension Term shall be upon the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of as this Lease except that: (a) There shall apply be no further right to extend; (b) The Landlord shall have no obligation to pay to the Tenant any Tenant allowance, provide any Fixturing Period, rent free period or any other period of early occupancy, do or perform any Landlord’s Work or provide any other inducement or incentive; and (c) The Basic Rent payable during the Option Period, except that the initial Monthly Rent during the Option Period Extension Term shall be equal to the greater of: (i) the “Prevailing Fair Market Rent” (as defined in Paragraph 4.2 below) Rent for the Leased Premises as of the date which is six (6) months prior to the commencement expiry of the Option Period Term as negotiated between the parties or (ii) as otherwise determined in accordance with the Monthly provisions of this Section, provided that the Basic Rent calculated payable during the Extension Term, whether negotiated between the parties or determined as provided aforesaid, shall not, in Paragraph 4.1(c) belowany event, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise less than the Basic Rent payable during the last year of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodimmediately preceding Term.

Appears in 2 contracts

Sources: Third Lease Extension and Amending Agreement (Tucows Inc /Pa/), Third Lease Extension and Amending Agreement (Tucows Inc /Pa/)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an Lessee shall have the option (the AOption@) to extend the Term for ---------------- a period of this Lease for one (1) additional five (5) year period years immediately following the expiration of the initial Term (the "Option PeriodExtended Term"), commencing on all provisions contained in this Lease (except for Base Rent and such other terms and conditions as are specifically or by 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 Term Extended Term), by giving notice of this Lease, and provided that Tenant complies with all exercise of the terms and conditions set forth in this paragraph. Tenant shall exercise each option (the "Option by delivering Notice") to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by Lessor at least nine twelve (912) months but not more than twelve fifteen (1215) months, a written notice (ATenant=s Notice@) months before the expiration of the exercise then applicable Term. Lessor's ability to plan for the orderly transaction of its rental business, to accommodate the Option 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 this Lease for contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the Option Periodnotification provisions contained herein, time being of the essence. If Landlord fails to receive Tenant=s Notice within and Lessee's strict compliance with the time period providedfor such notification contained herein, are material elements of the Option 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 expire null, void and be of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. All 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 terms and conditions contrary, notwithstanding any other actions of Lessee during the Term of this Lease shall apply or any statements, written or oral, of Lessee to Lessor to the contrary during the Term 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 PeriodNotice, except that the initial Monthly Rent 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, the Extended Term shall not commence, and this Lease shall expire at the end of the Term. Further, the option to extend granted pursuant hereto and this entire Article 3.b. shall be null and void and of no further force or effect if during the Option Period shall be equal twelve (12) month period prior to the greater delivery of the Option Notice, Lessee has incurred two or more late charges pursuant to Article 40.a. below, due to late payment of Base Rent (regardless of whether such late payment was subsequently cured). The option to 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 (ivoluntarily, involuntarily. by operation of law or otherwise) the “Prevailing Market Rent” including, without limitation, to any assignee or subtenant permitted under Article 13, other than a "Permitted Transferee" (as defined in Paragraph 4.2 below) for Article 13). All of Lessee's rights under this Article 3.b. shall terminate upon the Premises as of six (6) months prior to the commencement expiration of the Option Period initial Term or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise sooner termination of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 2 contracts

Sources: Net Office Lease (Chordiant Software Inc), Net Office Lease (Chordiant Software Inc)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an shall have the option (the AOption@) to extend the Term of this Lease for one (1) additional five period of three (53) year period years (the "Option PeriodPremises Option") at the then current Fair Market Rent (Exhibit E), commencing upon the expiration . The period of the Term of this Lease, and provided that Tenant complies with all of Premises Option is referred to herein as the terms and conditions set forth in this paragraph"Option Term". Tenant shall have no right or interest to exercise each the Premises Option by delivering to Landlord, on a date that is prior to unless: (a) Tenant gives the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a Landlord written notice (ATenant=s Notice@) of the its intent to exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of Option no sooner than six (6) months and no later than three (3) months prior to the end of the Term (the "Extension Notice"); (b) Tenant is not in default at the time of the extension notice of any of the terms or conditions under this Lease prior to the commencement of the Option Period Term, nor are there any conditions which with the passage of time could result in a default by Tenant at any time with the exception of cured late rental payments; and (c) (i) Tenant has not filed for or sought protection under any bankruptcy statute, (iiii)Tenant has not failed to obtain a vacation from any involuntary bankruptcy proceeding within sixty (60) days of such filing, (iii)Tenant has not defaulted or there are no events which may cause a default under any of Tenant's debt or indenture obligations. Annual Base Rent during the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and Option Term shall be adjusted annually thereafter as provided set forth in Paragraph 4.1(c) Section 4.03 below. As a further condition Time is of the essence with respect to Tenant=s 's exercise of the Premises Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of . Tenant's performance hereunder failure to exactly comply with any of the time or other requirements herein, shall expressly reaffirm cause the Premises Option to automatically expire and, in writing the extension of their liability with respect to such event, this Lease shall terminate upon the expiration of the Term. The option to extend the Term pursuant hereto for the Option PeriodTerm shall be personal to Tenant and shall not be exercisable by or for the benefit of any assignee, subtenant or other transferee of Tenant.

Appears in 1 contract

Sources: Lease Agreement (Open Energy Corp)

Option to Extend. Provided that (i) the Premises are not then subject to a sublease of more than 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 in Default (as defined in Section 18 below) hereunderdefault, 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 hereby grants to shall grant Tenant an option (the AOption@) right to extend the Lease Term of this Lease for one (1) additional five three (53) year period (the "Option “Extension Period"), commencing upon at 95% then Current Market Rent and otherwise on the expiration of the Term of this Lease, and provided that Tenant complies with all of the same terms and conditions set forth as this Lease.. Rent for any fraction of a month at the commencement or expiration of each year of the Lease Term shall be prorated on a per diem basis. The rental, as determined, shall be paid in this paragraphequal monthly installments. Tenant shall exercise each Option this option by delivering written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more than fifteen (15) months not less than twelve (12) months, a written notice (ATenant=s Notice@) months before the expiration of the exercise Lease Term. Thereupon, this Lease shall be deemed extended for an additional period of three (3) years, upon all of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of this Lease shall apply during and any Amendments made thereto with the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement exception of the Option Period or (ii) the Monthly Rent calculated annual rent as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodstipulated hereinabove.

Appears in 1 contract

Sources: Lease Agreement (Icad Inc)

Option to Extend. Provided (a) The Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of this Lease for one such notice to each of the Lenders of the applicable Existing Term Loan Class) (1a “Term Loan Extension Request”) additional five setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (5x) year period (A) the "Option Period"), commencing upon scheduled final maturity date shall be extended and (B) all or any of the expiration scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of this Leasesuch Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in the applicable Joinder Agreement with respect to the Existing Term Loan Class from which such Extended Term Loans were converted, and provided that Tenant complies with all of the terms and conditions in each case as more particularly set forth in paragraph (d) of this paragraph. Tenant shall exercise Section 2.15 below), (A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each Option by delivering case, to Landlordthe extent provided in the applicable Extension Amendment and (z) notwithstanding anything to the contrary in this Section 2.15 or otherwise, on a date that is Extended Term Loans may be optionally prepaid prior to the date upon on which the Option Period would commence Existing Term Loan Class from which they were converted is repaid in full. No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (if such option is exercisedb) by The Borrower may at least nine (9) but not more than twelve (12) months, any time and from time to time request that all or a written notice (ATenant=s Notice@) portion of the exercise of the Option to extend this Lease for the Option PeriodRevolving Credit Commitments, time being of the essence. If Landlord fails to receive Tenant=s Notice within any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time period providedof such request (each, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the an Prevailing Market RentExisting Revolving Credit Commitment(as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related -95-

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. Provided that (i) Tenant is not in default hereunder, after any applicable notice and cure periods have expired, at the time Tenant gives its Extension Notice or at the time the applicable Option Term would commence, or (ii) no sublets of more than 50% of the Premises are then in Default (as defined in Section 18 below) hereundereffect that required Landlord’s consent under Article 13, Landlord hereby grants to Tenant an option (shall have the AOption@) right, at its election, to extend the Term original term of this Lease for one two (12) additional periods of five (5) year period years each (the "each, an “Option Period"), Term”) commencing upon the expiration of the Term of this Leaseoriginal term or first Option Term, and as applicable, provided that Tenant complies with all of the terms and conditions shall give Landlord an irrevocable (except as expressly set forth in this paragraph. Tenant shall Section 22.04) written notice (an “Extension Notice”) in the manner provided in Section 18.01 of the exercise each Option by delivering of its election to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by so extend at least nine (9) but not more than twelve (12) months, a and no more than fifteen (15) months prior to the expiration of the term (as the same may have been extended) of this Lease. Except for this Article 22 with respect to the second such Option Term, the provisions of the Work Letter, and as expressly otherwise provided in this Lease, all the agreements and conditions in this Lease contained shall apply to the applicable Option Term, including without limitation the obligation to pay Additional Rent for Tenant’s Pro Rata Share of Taxes and Tenant’s Pro Rata Share of Operating Expenses. If Tenant shall give written notice (ATenant=s Notice@) as provided in Section 18.01 of the exercise of the Option to extend this Lease for election in the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice manner and within the time period providedprovided aforesaid, the Option term shall automatically expire and be of no further force or effect. All extended upon the giving of the terms and conditions notice without the requirement of this Lease shall apply during any action on the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as part of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodLandlord.

Appears in 1 contract

Sources: Lease (Alkermes Inc)

Option to Extend. Provided that Tenant is not then in Default shall have two (as defined in Section 18 below2) hereunder, Landlord hereby grants options to Tenant an option extend (the AOption@---------------- "EXTENSION OPTIONS") to extend the Initial Term of this Lease for one (1) additional five consecutive five- (5) year period periods (the foregoing option terms shall be referred to hereinafter sometimes as the "Option PeriodOPTION TERMS"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering a binding written notice of exercise to LandlordLandlord ("Extension Notice"), on a date so that is Landlord receives the EXTENSION NOTICE with respect to the first Option Term at least three hundred sixty (360) days prior to the date upon which end of the Initial Term and with respect to the second Option Period would commence (if such option is exercised) by Term, at least nine three hundred sixty (9360) but not more than twelve (12) months, a written notice (ATenant=s Notice@) days prior to the end of the first Option Term. Tenant may exercise the Extension Options only if this Lease is in full force and effect and there is no uncured Event of Default, or any breach of Tenant's obligations under this Lease which with the passage of time or the giving of notice, or both, would constitute an Event of Default if not cured within any applicable cure period (an "Incipient Default"), at the time of exercise of the Option to extend this Lease for the Option Period, time being right of the essence. If Landlord fails to receive Tenant=s Notice within renewal or at the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period Term, but Landlord shall have the right at its sole discretion to waive the non-default conditions herein; provided, however, that if an Event of Default or (ii) Incipient Default exists at the Monthly Rent calculated as provided in Paragraph 4.1(c) belowtime Tenant exercises the Extension Option and Landlord does not elect to waive, Landlord shall provide written notice to Tenant of the existence and nature of such Event of Default or Incipient Default and Tenant shall be adjusted annually thereafter allowed an amount of time to cure such Event of Default or Incipient Default as is otherwise provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise for curing defaults of the Option, any prior tenant that has not been expressly released from liability type under this Lease, and any guarantor of and, if timely cured, Tenant's performance hereunder exercise of the Extension Option shall expressly reaffirm be reinstated effective as of the time of exercise. The Initial Term, together with any Option Term, are referred to in writing the extension of their liability with respect to this Lease for as the Option Period"Term."

Appears in 1 contract

Sources: Lease (Applied Micro Circuits Corp)

Option to Extend. Provided that that: (1) Tenant is not in default pursuant to this Lease beyond any notice and cure period, either at the date of exercise or the date when an Additional Term would otherwise commence; and (2) Tenant and/or an assignee and/or a subtenant(s) permitted pursuant to Section 48.6 without the consent of Landlord is then in Default (as defined in Section 18 below) hereunderpossession of the entire then Premises, Landlord hereby grants to Tenant an option shall have the right (the AOption@“Option”) to extend the Term term of this Lease for the entire Premises for one (1) additional term of five (5) year period years (the "“Additional Term”). In no event may the Option Period"), commencing be exercised for less than the entire Premises. The Option and Additional Term shall be subject to and upon the expiration following terms: (a) Such Option must be exercised, if at all, by written notice of the Term of this Lease, and provided that exercise by Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord given not more than twelve (12) months, a written notice months and not less than nine (ATenant=s Notice@9) months prior to the expiration of the initial Lease Term. (b) If Tenant is not entitled to exercise of the Option, or is entitled to exercise the Option to extend this Lease for the Option Period, time being of the essence. If Landlord but fails to receive Tenant=s Notice within the time period providedtimely and properly exercise, the Option shall automatically expire lapse and thereafter not be exercisable by Tenant. (c) If Tenant is entitled to exercise the Option, and timely and properly does so, then the Additional Term shall be upon all of the terms and provisions of this Lease, except that: (i) There shall be no further options to extend the term of this Lease beyond the Option set forth in this Section. (ii) The Additional Term shall commence immediately upon the expiration of the initial term. (iii) All provisions of this Lease relating to the abatement or partial abatement of Basic Rent or any other rental concession at the commencement of the term shall not apply during the Additional Term. (iv) The provisions of Sections 2.1, 2.2, 2.3, 32, 38, 48.3, 48.4, 48.7 and 48.8 and all provisions as to the commencement of the Lease Term shall not be applicable with respect to the Additional Term. (v) Basic Rent for the Additional Term shall be determined pursuant to the provisions of this paragraph. (A) Within fifteen (15) days after Landlord’s receipt of Tenant’s notice of exercise, Landlord shall notify Tenant in writing of Landlord’s determination of the fair market Basic Rent for the Additional Term, as of the commencement of the Additional Term, including any periodic increases therein. Such fair market Basic Rent shall be determined by reference to the comparable spaces and the disproportionate weight factor identified in clause (C)(II) below. Within fifteen (15) business days after Tenant’s receipt of Landlord’s notice as to Landlord’s determination of the fair market Basic Rent for the Additional Term, Tenant shall approve or reasonably disapprove of Landlord’s determination by written notice to Landlord. Tenant’s failure to approve or reasonably disapprove of such determination in such manner and within such time shall be deemed approval thereof. If Tenant shall timely and properly accept such fair market Basic Rent, then such fair market Basic Rent rate, as determined by Landlord, including any periodic increases therein, shall be the Basic Rent for the Additional Term. (B) In the event that Tenant reasonably disapproves of Landlord’s determination of the fair market Basic Rent rate for the Additional Term within the time and in the manner set forth in clause (A) above, then Landlord and Tenant shall meet (the “Meeting”) within fifteen (15) business days after the date of Tenant’s notice of reasonable disapproval pursuant to clause (A) above, and attempt to agree on the Basic Rent for the Additional Term, including any periodic increases therein. The parties shall exchange, in writing, their respective last, best and final offer to one another prior to the conclusion of the Meeting. In the event that Landlord and Tenant so agree, such agreement shall be reduced to writing, shall be executed by Landlord and Tenant, and shall be binding and conclusive upon them as to such determination. If Landlord and Tenant are unable to agree upon the Basic Rent for the Additional Term, including any periodic increases therein, then Tenant may within five (5) business days thereafter on written notice to Landlord either rescind its exercise of the Option, in which case it shall be of no further force or effect, or it may elect to initiate the resolution process described herein. All A failure by Tenant to so elect shall be deemed a election to proceed with the resolution process. If Tenant gives written notice of its election to initiate the resolution process, then Landlord and Tenant shall each, by written notice to each other given within thirty (30) days after Tenant’s notice, select an independent real estate broker with at least five (5) years of experience in commercial brokerage for buildings comparable to the Building in the area of the terms Building to determine the fair market Basic Rent for the Additional Term. The fair market Basic Rent determined by the brokers who shall select either the fair market rental determined by Landlord or that determined by the Tenant and conditions presented as their last, best and final offer pursuant to the Meeting and no other amount. Any discrepancies between the determinations of the two (2) brokers shall be resolved by the two (2) brokers and their resolution shall be binding on the parties hereto. If no such resolution is reached, then the two (2) brokers shall select a third broker of the same qualifications to determine the fair market Basic Rent for the Additional Term. In such event, the determination of the third broker shall be conclusive, however, in no event shall such determination be anything other than the fair market rental determined by Landlord or Tenant as their last, best and final offer pursuant to the Meeting and no other amount. (C) For the purposes of this Lease clause (v), the following shall apply during pertain: (I) If either party shall fail to designate its broker by written notice to the Option Periodother party within the thirty (30) day period specified herein, except then the broker timely selected by the other party shall be the sole broker and shall alone determine the fair market Basic Rent for the relevant Additional Term. (II) Each broker hereunder shall supply his or her determination within thirty (30) days after his or her appointment, and such determination may be in the form of a letter or memorandum rather than in the form of a formal report or appraisal. Each broker shall make his or her determination based upon the rents for recent (i.e., within the last year) leases of comparable space in the Center and in other master-planned projects of comparable size, quality, location, improvements and with comparable parking in the Irvine Business Complex and South Coast Metro areas. Provided, however, that in making such determinations the brokers shall give disproportionate weight to rental data with respect to comparable space in the Center and shall take account of the fact that the Center, due to its unique attributes, may be able to command above-market rents. (III) The third broker hereunder shall be appointed if the first two (2) brokers cannot agree as to the fair market Basic Rent for the Additional Term within forty-five (45) days after the appointment of the second broker. (IV) If the two (2) brokers are unable to agree upon a third broker within fifteen (15) days after the expiration of the period specified in clause (III) above, or if neither party timely designates its initial Monthly broker, the third or sole broker shall be appointed by the Presiding Judge of the Orange County Superior Court or his or her designee upon application of either party. If neither party timely designates its broker, the fair market Basic Rent for the Additional Term shall be determined by a sole broker appointed as aforesaid. (D) Notwithstanding anything herein to the contrary, in no event shall the initial Basic Rent during the Option Period shall Additional Term be equal to less than the greater of: (i) rate of Basic Rent payable by Tenant during the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement last year of the Option Period or (ii) initial term. In addition, during the Monthly Rent calculated as provided in Paragraph 4.1(c) belowAdditional Term, and Tenant shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability pay all additional rent payable under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 1 contract

Sources: Building Lease (EPL Intermediate, Inc.)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon At the expiration of the Third Extended Term of this Lease, if this Lease shall then be in full force and provided that Tenant complies with all of effect and no default beyond the terms and conditions set forth in this paragraph. applicable cure period then exists, Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to have the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for an extended term of five (5) Lease Years (the Option Period“Fourth Extended Term”), time being of upon the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of stated in this Lease shall apply during the Option PeriodLease, except that the initial Monthly Annual Base Rent during the Option Period Fourth Extended Term shall be equal at the Market Rent as determined below, provided further, however, that (a) the Annual Base Rent payable during the Fourth Extended Term shall not be less than that payable during the final year of the Third Extended Term of this Lease; (b) Landlord shall have no obligation to do any work in the greater ofPremises or give any work allowance; (c) there shall be no rent abatement period; and (d) there shall be no further option to extend beyond the expiration of the Fourth Extended Term. In order to exercise the said option to extend, Tenant shall give Landlord written notice thereof not later than June 30, 2025. Tenant shall have no right to exercise its option to extend the Term, and any attempted exercise shall be void and of no effect, if: (i) the “Prevailing Market Rent” (as defined named Tenant has assigned this Lease or has at any time subleased, in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement aggregate, more than 50% of the Option Period Premises; or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and Tenant shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to default hereunder and such default shall not have been cured at the time of the attempted exercise or, if such default occurs after Tenant=s ’s attempted exercise of the Optionoption, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor at the time of Tenant's performance hereunder shall expressly reaffirm in writing the extension proposed commencement of their liability with respect to this Lease for the Option PeriodFourth Extended Term.

Appears in 1 contract

Sources: Lease Agreement (Nve Corp /New/)

Option to Extend. Provided that So long as no Event of Default by Tenant is not then in Default exists pursuant to the terms and conditions of this Lease (as defined in Section 18 below) at either the time of Tenant’s exercise of its option hereunder, Landlord hereby grants to or as of the commencement of any Extension Term as hereinafter defined), Tenant an shall have the option (the AOption@) to extend the Term term of this Lease for one two (12) additional five (5) year periods and a third period of approximately four (4) years and eleven (11) months ending at the "Option Period"end of the 11th full month after the 29th anniversary of the Commencement Date, (each an “Extension Term”), commencing upon when the expiration of the Initial Term of this Lease expires, upon the following terms and conditions. As used in this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraphword “Term” shall mean the Initial Term and, to the extent applicable, each Extension. Term. (a) Tenant shall exercise each Option by delivering give to Landlord, on a date that which is prior to the date upon which that the Option Period applicable Extension Term would commence (if such option is exercised) by at least nine three hundred sixty (9360) but not more than twelve (12) monthsdays, a written notice (ATenant=s Notice@) of the exercise of the Option option to extend this the Lease for said Extension Term. Such notice shall be given in accordance with the Option Period, time being requirements of Section 31 hereof. If notification of the essence. If exercise of an option is not so given and received, Landlord fails shall provide written notification that such Extension option will expire unless exercised within ten (10) business days thereafter, and if not thereafter exercised, all options granted to receive Tenant=s Notice within the time period provided, the Option Tenant pursuant to this Section 3.3 shall automatically expire and be of no further force or effect. expire. (b) All of the terms and conditions of this Lease the Lease, except where specifically modified by Section 5.2 below, shall apply during the Option Period, except that the initial Monthly Rent during the Option Period to each Extension Term. (c) Tenant shall be equal permitted to exercise its option to extend the greater ofTerm pursuant to this Section 3.3 as to less than the entire Building; provided, however, that: (i) Tenant’s notice in accordance with Section 3.3(a) must indicate the “Prevailing Market Rent” specific portion(s) of the Building to which the Extension Term shall relate; provided, however, that in no event shall Tenant be entitled to exercise its option to extend in accordance with this Section 3.3 as to less than any entire floor within the Building; (as defined in Paragraph 4.2 belowii) for all portions of the Premises to which the Extension Term shall not apply shall be tendered to Landlord by Tenant in a condition consistent with the requirements set forth at Section 16 of this Lease at the expiration of the then existing Term or Extension Term; and (iii) Landlord and Tenant shall execute an amendment to this Lease, which amendment shall, as of six (6) months prior to the commencement of the Option Period or Extension Term: (iiA) adjust Tenant’s Base Rent; (B) adjust the Monthly Rent calculated definition and depiction of the Premises; (C) establish the terms and conditions pursuant to which Tenant shall pay its pro-rata share of all Property Costs and Taxes (as provided in Paragraph 4.1(c) belowhereinafter defined at Section 5.3), and account for the creation of common areas upon the Premises and within the Building as may be necessary; and (D) establish all other requisite revisions hereto necessitated pursuant to Tenant’s extension of the Term as to less than all of the Premises in accordance with this Section 3.3. Such amendment to lease shall not be a condition to the exercise of such removal hereunder but shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise continuing obligation of the Option, any prior tenant that has not been expressly released from liability under this Lease, Landlord and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodTenant until completed.

Appears in 1 contract

Sources: Lease Agreement (Griffin Capital Net Lease REIT, Inc.)

Option to Extend. Provided that ‌ (a) If the Tenant is (i) not then in Default material default under the terms of this Lease throughout the Term and (as defined ii) in Section 18 belowoccupation of the whole of the Premises, the Tenant shall have the option exercisable upon no less than nine (9) hereunder, months written notice to the Landlord hereby grants prior to Tenant an option (the AOption@) expiry of the Term to extend the Term of this the Lease for one [●] (1[●]) additional five further period[s] of [●] (5[●]) year[s] (“Extended Term”) upon the same terms and conditions as contained herein, save and except: (i) there will be no further right to extend the Term; (ii) the Basic Rent for the Extended Term shall be the then fair market rental rate per square foot per annum (as at the date of the Tenant’s notice) for comparable premises located in the [●] Building and in comparable buildings in the vicinity of the [●] Building and leased for the same period as the Extended Term and shall be no less than the rate for the final year of the Term; (iii) there shall be no leasehold improvement allowance, rent free period or other inducements; (iv) if required by the "Option Period"Landlord, the parties shall execute a commercially reasonable Lease Extension Agreement prepared by the Landlord to reflect the terms of the Extended Term. (v) Tenant shall pay to the Landlord all costs and disbursements (including, without limitation, all consulting and legal costs on a solicitor and own client basis) arising from or in connection with Tenant exercising its right under this Section 20.1 (including, without limitation any cost associated with the drafting of any Lease Extension Agreement and/or any Amendment Agreement), commencing upon . (b) If the parties are unable to agree on the Basic Rent for the Extended Term on or before the date that is three (3) month prior to the expiration of the Term of this LeaseTerm, and provided that Tenant complies then the Basic Rent shall be determined by arbitration before a sole arbitrator in accordance with all Schedule “E“ hereto. The cost of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period arbitrator shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodborne equally by both parties.

Appears in 1 contract

Sources: Lease Agreement

Option to Extend. Provided (a) The Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Existing Term Loan Class) (a “Term Loan Extension Request”) setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (x) (A) the scheduled final maturity date shall be extended and (B) all or any of the scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in Section 2.5 or in the Joinder Agreement, as the case may be, with respect to the Existing Term Loan Class from which such Extended Term Loans were converted, in each case as more particularly set forth in paragraph (d) of this Lease Section 2.15 below), (y) (A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for one the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment and (z) notwithstanding anything to the contrary in this Section 2.15 or otherwise, Extended Term Loans may be optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full. No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (b) The Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (each, an “Existing Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Credit Commitments) (a “Revolving Credit Extension Request”) setting forth the proposed terms of the Extended Revolving Credit Commitments to be established, which terms shall be identical to those applicable to the Existing Revolving Credit Commitments from which they are to be extended (the “Specified Existing Revolving Credit Commitment”) except (x) all or any of the final maturity dates of such Extended Revolving Credit Commitments may be delayed to later dates than the final maturity dates of the Specified Existing Revolving Credit Commitments, (y) (A) the interest margins with respect to the Extended Revolving Credit Commitments may be higher or lower than the interest margins for the Specified Existing Revolving Credit Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Revolving Credit Commitments in addition to or in lieu of any increased margins contemplated by the preceding clause (A) and (z) the revolving credit commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, (1) additional the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to any Existing Revolving Credit Commitments shall be made on a pro rata basis with all other Extended Revolving Credit Commitments and (2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 14.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Borrower shall provide the applicable Extension Request at least five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is Business Days prior to the date upon on which Lenders under the Option Period would commence applicable Existing Class or Existing Classes are requested to respond. Any Lender (if such option is exercisedan “Extending Lender”) by at least nine (9) but not more than twelve (12) monthswishing to have all or a portion of its Term Loans, a written notice (ATenant=s Notice@) Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the exercise Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the Option to extend this Lease for the Option Periodamount of its Term Loans, time being Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the essenceExisting Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Term Loans or Extended Revolving Credit Commitments, as applicable. If Landlord fails to receive Tenant=s Notice within In the time period providedevent that the aggregate amount of Term Loans, the Option shall automatically expire and be of no further force Revolving Credit Commitments, New Revolving Credit Commitment or effect. All Extended Revolving Credit Commitment of the terms Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to the Extension Request, Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for purposes of the obligations of a Revolving Credit Lender in respect of Swingline Loans under Section 2.1(e) and conditions Letters of this Lease shall apply during the Option PeriodCredit under Article 3, except that the initial Monthly Rent during applicable Extension Amendment may provide that the Option Period Swingline Maturity Date may be extended and the related obligations to make Swingline Loans may be continued so long as the Swingline Lender has consented to such extensions in its sole discretion (it being understood that no consent of any other Lender shall be equal to required in connection with any such extension). Notwithstanding the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) foregoing, for the Premises as avoidance of six (6) months doubt, the Letter of Credit Commitments shall not be extended unless the prior to the commencement written consent of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise applicable Letter of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodCredit Issuer is obtained.

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. Provided that Subject to satisfaction of the conditions precedent set forth below, Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an shall have one option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option PeriodEXTENSION OPTION"), commencing upon or the period specified in Section 1, for twenty-four (24) months beginning the day after the expiration of the initial Term ("EXTENSION TERM"), on the following terms and conditions: (a) Each Extension Option shall be subject to satisfaction of this Leaseeach of the following conditions precedent, which are solely for the benefit of, and provided that may be waived unilaterally by, Landlord: (i) The Extension Option shall be exercised by written notice delivered by Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least Landlord not later than nine (9) but months prior to the end of the Term, as the same may have previously been extended ("Extension Deadline"); (ii) Tenant shall be in occupancy of the entire area of the Premises directly or through a wholly owned subsidiary (at any tier), and not more than twelve through an unaffiliated assignee or sublessee; and (12iii) months, a The Lease shall be in effect and Tenant shall not be in default of any material provision thereof both on the day such written notice (ATenant=s Notice@) is delivered to Landlord and on the last day of the Term; provided, however, if Tenant is in default but the cure period has not run, this condition shall be deemed satisfied if Tenant cures the default within the applicable cure period. (b) In the event the Term shall be extended following exercise by Tenant of the Option to extend this Lease for the Option PeriodExtension Option, time being then all of the essence. If Landlord fails to receive Tenant=s Notice within the time period providedterms, the Option shall automatically expire and be of no further force or effect. All of the terms covenants and conditions of this Lease shall apply remain in full force and effect during the Option PeriodExtension Term. Thereafter, except that the initial Monthly Base Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) periodically at the start of each Lease Year during the Extension Term pursuant to Section 5.3 below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 1 contract

Sources: Standard Industrial Lease (Redline Performance Products Inc)

Option to Extend. Provided that (a) If the Tenant is (i) not then in Default material default under the terms of this Lease throughout the Term and (as defined ii) in Section 18 belowoccupation of the whole of the Premises, the Tenant shall have the option exercisable upon no less than nine (9) hereunder, months written notice to the Landlord hereby grants prior to Tenant an option (the AOption@) expiry of the Term to extend the Term of this the Lease for one [●] (1[●]) additional five further period[s] of [●] (5[●]) year[s] (“Extended Term”) upon the same terms and conditions as contained herein, save and except: (i) there will be no further right to extend the Term; (ii) the Basic Rent for the Extended Term shall be the then fair market rental rate per square foot per annum (as at the date of the Tenant’s notice) for comparable premises located in the [●] Building and in comparable buildings in the vicinity of the [●] Building and leased for the same period as the Extended Term and shall be no less than the rate for the final year of the Term; (iii) there shall be no leasehold improvement allowance, rent free period or other inducements; (iv) if required by the "Option Period"Landlord, the parties shall execute a commercially reasonable Lease Extension Agreement prepared by the Landlord to reflect the terms of the Extended Term. (v) Tenant shall pay to the Landlord all costs and disbursements (including, without limitation, all consulting and legal costs on a solicitor and own client basis) arising from or in connection with Tenant exercising its right under this Section 20.1 (including, without limitation any cost associated with the drafting of any Lease Extension Agreement and/or any Amendment Agreement), commencing upon . (b) If the parties are unable to agree on the Basic Rent for the Extended Term on or before the date that is three (3) month prior to the expiration of the Term of this LeaseTerm, and provided that Tenant complies then the Basic Rent shall be determined by arbitration before a sole arbitrator in accordance with all Schedule “E“ hereto. The cost of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period arbitrator shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodborne equally by both parties.

Appears in 1 contract

Sources: Lease Agreement

Option to Extend. (a) Provided that that, at the time of each such exercise, (i) this Lease is in full force and effect, (ii) no Default of Tenant shall have occurred and be continuing (either at the time of exercise or at the commencement of an Extended Term), and (iii) Tenant shall not have assigned this Lease or vacated or sublet more than 20,000 rentable square feet in the Premises, other than in connection with a transfer for which Landlord’s consent is not then required under Article VI (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord’s sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease with respect to either the entire Premises, or only the portion of the Premises on the second floor, or only the portion of the Premises on the third floor, for one two extended terms (1each an “Extended Term”) additional of five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise years each Option by delivering giving written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more later than twelve (12) months, a written notice (ATenant=s Notice@) months prior to the expiration date of the exercise then current Term. The effective giving of such notice of extension by Tenant shall automatically extend the Option to extend Term of this Lease for the Option Periodapplicable Extended Term, time being and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, or if Tenant shall elect to extend the Term solely with respect to the second floor space or the third floor space, then this Lease shall automatically terminate with respect to the remainder of the essence. If Landlord fails to receive Tenant=s Notice within Premises at the time period providedend of the Initial Term, or the Option first Extended Term, as applicable, and Tenant shall automatically expire and be of have no further force option to extend the Term of this Lease with respect to such portion of the Premises. Each Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term, or effectthe expiration of the first Extended Term, as applicable, and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of the Extended Term. All of The Extended Terms shall be on all the terms and conditions of this Lease shall apply Lease, except: (i) during the Option Periodsecond Extended Term, except that Tenant shall have no further option to extend the Term, (ii) the Basic Rent for each Extended Term shall be ninety-five percent (95%) of the Fair Market Rental Value of the Premises as of the commencement of the Extended Term, taking into account all relevant factors, determined pursuant to paragraph (b) below; and (iii) if Tenant shall elect in such notice of extension to extend the Term for only the second floor space or the third floor space, the Premises thereafter shall solely refer to such space. (b) Promptly after receiving Tenant’s notice extending the Term of this Lease pursuant to paragraph (a) above, but in no event sooner than eleven months prior to the end of the then current Term, 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 first-class office similar in size, build-out, amenities and term in the Medford/Charlestown area. 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 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, then the two arbitrators thus appointed shall make their own determination of Fair Market Rental Value and shall meet and confer in an effort to reconcile their respective determinations. If, within thirty (30) days after the appointment of the second arbitrator, the two arbitrators have not reached agreement, and if the difference between the two (2) determinations is less than ten percent (10%), then the average of the two determinations shall be the Fair Market Rental Value. If, however, the difference between the two (2) determinations is ten percent (10%) or more, then the two arbitrators shall, within ten (10) days after the expiration of such thirty (30) day period, appoint a third arbitrator; in the event the two initial Monthly Rent during arbitrators are unable timely to agree on the Option Period third arbitrator, then either may, on behalf of both, request such appointment by the American Arbitration Association, or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. In such event, the third arbitrator shall conduct its own independent investigation of the applicable Fair Market Rental Value within fifteen (15) days of his/her appointment; neither Landlord’s arbitrator nor Tenant’s arbitrator shall notify the third arbitrator of its determination. After the third arbitrator has completed its determination, the third arbitrator shall notify Landlord and Tenant of the date on which said arbitrator will discloses its determination, which date shall be at least five (5) days after the giving of such notice. Such disclosure shall take place in Landlord’s office unless otherwise mutually agreed by the parties. In such case, the Fair Market Rental Value shall be the rent proposed by either Landlord’s arbitrator or Tenant’s arbitrator, whichever value is closer to the determination of the third arbitrator; if the two are equidistant from the third arbitrator, the Fair Market Rental Value shall be equal to the third arbitrator’s determination. 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 of: (i) Boston area. Each party shall pay the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for fees of its own arbitrator, and the Premises as of six (6) months prior to the commencement fees of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and third arbitrator shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of shared equally by the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodparties.

Appears in 1 contract

Sources: Lease Agreement (First Marblehead Corp)

Option to Extend. Provided that (a) So long as Biolase, Inc. is the Tenant is not then hereunder and occupies the entirety of the Leased Premises (subject to the assignment provisions contained in Default Article 7 herein), and subject to the conditions set forth in clauses (as defined in Section 18 belowi) hereunder, Landlord hereby grants to Tenant an option and (the AOption@ii) to extend the Term below of this Lease for subparagraph (a), Tenant shall have one (1) additional option to extend the term of this Lease with respect to the entirety of the Leased Premises, for a period of five (5) year period (the "Option Period"), commencing upon years from the expiration of the initial, unextended Lease Term of this Lease(the “Extension Term”), and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior subject to the date upon which the Option Period would commence following conditions: (i) The option to extend shall be exercised, if such option is exercised) at all, by at least nine (9) but notice of exercise given to Landlord by Tenant not more than twelve (12) months, a written notice months nor less than nine (ATenant=s Notice@9) months prior to the expiration of the exercise initial, unextended Lease Term; and (ii) Anything herein to the contrary notwithstanding, if Tenant is in default under any of the Option terms, covenants or conditions of this Lease, either at the time Tenant exercises the extension option or on the commencement date of the Extension Term, 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 this upon notice to Tenant. (b) In the event the option is exercised in a timely fashion, the Lease shall be extended for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All Extension Term upon all of the terms and conditions of this Lease shall apply during the Option PeriodLease, except provided that the initial Base Monthly Rent during for the Option Period Extension Term shall be equal to the greater of: (i) the “Prevailing Fair Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior Leased Premises. For purposes hereof, “Fair Market Rent” shall mean the Base Monthly Rent determined pursuant to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) process described below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 1 contract

Sources: Lease Agreement (Biolase, Inc)

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 not then in Default (as defined in Section the sole 18 below) hereunderQB\129138.00037\24864053.9 occupant of the Premises, Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease for two (2) 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: (i) each additional term shall begin on the day after the then current Expiration Date and thereafter the Expiration Date shall be deemed to be the date that is five (5) years after the then current Expiration Date; (ii) all references to the Term in this Lease shall be deemed to mean the Term as extended pursuant to this 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 five 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 (5including rent, concessions, tenant improvements, free rent and broker commissions) year period (collectively, the "Option Period"“FMR”) applicable at the time Tenant exercises such option (but in no event prior to the date that is six (6) months before the then current Expiration Date), commencing upon . (c) Within thirty (30) days after Landlord receives notice of Tenant’s exercise of the expiration of option to extend the Term of this Lease, and provided 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 complies with all contests Landlord’s determination of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to LandlordFMR (an “Objection Notice”), on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) must contain therein Tenant’s opinion of the exercise FMR, the parties will attempt to arrive at a mutually agreeable Minimum Annual Rent for each Lease Year of the Option extension period. When the parties come to extend this Lease for the Option Periodan agreement, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect they will both execute an amendment to this Lease establishing the Minimum Annual Rent for each Lease Year of the Option Periodextension 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 such fifteen (15) day period, Landlord and Tenant shall give written notice to 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 ten (10) years’ experience in valuing similar space in the Phoenix, 19 QB\129138.00037\24864053.9

Appears in 1 contract

Sources: Lease Agreement (Wageworks, Inc.)

Option to Extend. Provided (a) Landlord and Tenant confirms that Tenant is not then in Default the Option to Extend with respect to ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ (as defined set forth in Section 18 below26.21 of the Original Lease, as amended by Section 3 of the Fourth Amendment) hereundercontinues to be in effect. As provided in Sections 3 and 7(b)(iii) above, the following Options to Extend are terminated: (i) the Option to Extend with respect to the 200 & 220 Penobscot Space (as set forth in Section 26.21 of the Original Lease), (ii) the Option to Extend with respect to the Building 2 Space (as set forth in Section 26.21 of the Original Lease, as amended by Section 8 of the Third Amendment), and (iii) the Option to Extend with respect to the 640 Galveston Space (as set forth in Section 26.21 of the Original Lease, as amended by Section 7 of the Second Amendment). (b) Landlord hereby grants to Tenant two (2) consecutive options (individually an option (“Option” and collectively the AOption@“Options”) to extend the Term of this the Lease for one (1) an additional period of five (5) year years per Option (each such period (may be referred to as the "Option Period"Term”), commencing upon as to the expiration portion of the Term of this Lease, and provided that Tenant complies with all Premises consisting of the terms 200 & 220 Penobscot Space, Building 2 Space and conditions set forth 101 Saginaw Space (all references in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior Section 12 to the date “Premises” shall instead be deemed to mean such space only), as it may then exist, upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option and subject to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during Section (the Option PeriodTo Extend”), except and provided that at the initial Monthly Rent during time of exercise of the Option Period shall be equal to the greater ofapplicable Option: (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. (c) Tenant’s election (the “Prevailing Market Rent” Election Notice”) to exercise an Option must be given to Landlord in writing no earlier than the date which is twelve months (as defined in Paragraph 4.2 below12) for months before the expiration of the then-current Term and no later than the date which is nine (9) months before the expiration of the then-current Term. If Tenant either fails or elects not to exercise an Option by not timely giving its Election Notice, then the Option to Extend shall be null and void, including the then applicable Option and all further Options. (d) Each Option Term shall commence immediately after the expiration of the preceding Term of the Lease. Tenant’s leasing of the Premises as of six (6) months prior during an Option Term shall be upon and subject to the commencement 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 Period or Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) belowSecurity Deposit, and if any, shall be adjusted annually thereafter as provided in Paragraph 4.1(cincreased within fifteen (15) below. As a further condition days after the Prevailing Market Rent has been determined to Tenant=s exercise 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) following the exercise o the second Option, any prior tenant that has not been expressly released from liability under this there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises an Option, and any guarantor of Tenant's performance hereunder references in the Lease to the Term shall expressly reaffirm in writing be deemed to mean the extension of their liability with respect to this Lease for preceding Term as extended by the Option PeriodTerm unless the context clearly requires otherwise.

Appears in 1 contract

Sources: Lease (Codexis Inc)

Option to Extend. Provided that (i) Tenant is not in default hereunder, after any applicable notice and cure periods have expired, at the time Tenant gives its Extension Notice or at the time the applicable Option Term would commence, or (ii) no sublets of more than 50% of the Premises are then in Default (as defined in Section 18 below) hereundereffect that required Landlord’s consent under Article 13, Landlord hereby grants to Tenant an option (shall have the AOption@) right, at its election, to extend the Term original term of this Lease for one two (12) additional periods of five (5) year period years each (the "each, an “Option Period"), Term”) commencing upon the expiration of the Term of this Leaseoriginal term or first Option Term, and as applicable, provided that Tenant complies with all of the terms and conditions shall give Landlord an irrevocable (except as expressly set forth in this paragraph. Tenant shall Section 22.04) written notice (an “Extension Notice”) in the manner provided in Section 18.01 of the exercise each Option by delivering of its election to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by so extend at least nine (9) but not more than twelve (12) months, a and no more than fifteen (15) months prior to the expiration of the term (as the same may have been extended) of this Lease. Except for this Article 22 with respect to the second such Option Term, the provisions of the Work Letter, and as expressly otherwise provided in this Lease, all the agreements and conditions in this Lease contained shall apply to the applicable Option Term, including without limitation the obligation to pay Additional Rent for Tenant’s Pro Rata Share of Taxes and ▇▇▇▇▇▇’s Pro Rata Share of Operating Expenses. If Tenant shall give written notice (ATenant=s Notice@) as provided in Section 18.01 of the exercise of the Option to extend this Lease for election in the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice manner and within the time period providedprovided aforesaid, the Option term shall automatically expire and be of no further force or effect. All extended upon the giving of the terms and conditions notice without the requirement of this Lease shall apply during any action on the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as part of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodLandlord.

Appears in 1 contract

Sources: Lease (Mural Oncology PLC)

Option to Extend. Provided Tenant shall timely and faithfully perform all of its obligations under this Lease during the original Term and provided further that Tenant is (and not a sublessee or assignee) shall then be in Default occupancy of all of the Premises, Tenant shall have the right, exercisable by giving written notice thereof to Landlord, not more than fifteen (as defined in Section 18 below15) hereunder, Landlord hereby grants months nor fewer than twelve (12) months prior to Tenant an option the expiration of the original Term (time being of the AOption@essence thereof) to extend the Term for an additional term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing years upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms terms, covenants and conditions set forth contained in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option PeriodLease, except that the initial Monthly Base Rent during the Option Period additional term (hereinafter "Extension Monthly Base Rent") shall be equal to the greater ofrate of Monthly Base Rent prevailing as of the commencement date of the Additional Term, for new leases for space in buildings in Westchester, Oak Brook and Oakbrook Terrace, Illinois which are first class, high rise, multi-use office building having amenities similar to those in West▇▇▇▇▇ ▇▇▇porate Center. Within seven (7) business days of Landlord's receipt of Tenant's notice exercising the option to extend, Landlord shall advise Tenant in writing of Landlord's good faith estimate of the rate of STATE OF ILLINOIS ) ) SS: COUNTY OF COOK ) I, _______________________, a Notary Public in and for said County, in the State aforesaid, DO HEREBY CERTIFY that _____________________, personally known to me to be the _____ President of _____________________, a ____________ corporation, and __________________________, personally known to me to be the ________________ Secretary of said corporation and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that they signed and delivered the said instrument as ____________ President and ____________ Secretary of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and Notarial Seal this __ day of ______________, 19__. ____________________________ Notary Public 40 (iLANDLORD) STATE OF ILLINOIS ) ) SS: COUNTY OF COOK ) I, [ILLEGIBLE], a Notary Public in and for said County, in the “Prevailing Market Rent” State aforesaid, DO HEREBY CERTIFY that [ILLEGIBLE], personally known to me to be the Vice President of LaSalle National Trust, N.A. and NANC▇ ▇. ▇▇▇▇▇, ▇▇rsonally known to me to be the Asst. Secretary thereof and personally known to me to be the same persons whose names are subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that they signed and delivered the said instrument as Vice President and Asst. Secretary of said corporation to be affixed thereto, pursuant to authority given by the Board of Directors of said corporation, as their free and voluntary act and as the free and voluntary act and deed of said corporation, for the uses and purposes therein set forth. GIVEN under my hand and Notarial Seal this 10th day of January, 1997. ["OFFICIAL SEAL"] [ILLEGIBLE] [NOTARY PUBLIC STATE OF ILLINOIS] [MY COMMISSION EXPIRES __ __ __] /s/ [SIGNATURE ILLEGIBLE] -------------------------- Notary Public 41 EXHIBIT "A" [FLOOR PLAN] 42 EXHIBIT B PARCEL 4 OF LOT 1 IN WEST▇▇▇▇▇ ▇▇▇PORATE CENTER P.U.D. BEING A SUBDIVISION OF PART OF THE NORTHEAST 1/4 OF SECTION 30, TOWNSHIP 39 NORTH, RANGE 12 EAST OF THE THIRD PRINCIPAL MERIDIAN, ACCORDING TO THE SURVEY ATTACHED AS EXHIBIT C TO THE INSTRUMENT RECORDED JULY 27, 1990 AS DOCUMENT NUMBER 90-362917, IN COOK ▇▇▇NTY, ILLINOIS. 43 EXHIBIT C WORK LETTER AGREEMENT 1. The Tenant has specified certain improvements to be constructed within the Premises (hereinafter the "Work"), substantially as defined shown on the space plan and specifications to be prepared as provided in Paragraph 4.2 below) 2 hereof, to be approved in writing by the parties hereto. 2. All Work shall be performed at Landlord's sole cost. In addition, Tenant shall cause the preparation of a space plan and working drawings, causing them to be completed and approved by Landlord and Tenant on or before November 12, 1996. Landlord shall reimburse Tenant for the cost of the space plan and working drawings (exclusive of engineering), in an amount not to exceed $18,809. 3. The Tenant may request work additional to the Work specified herein ("Additional Work"). Additional Work is subject to the Landlord's prior approval, which shall not be unreasonably withheld, and if done shall be performed by the Landlord at the Tenant's sole expense. Before starting any Additional Work, the Landlord will provide the Tenant with a written statement of the cost of the Additional Work. Tenant agrees to promptly provide Landlord with a written authorization to proceed with the Additional Work and shall also then pay to the Landlord the amount set forth on the Landlord's statement. If Tenant delays in the providing of said authorization and payment, the Landlord will proceed with the Work without performing the Additional Work. 4. The Tenant may request access for its agents to enter the Premises as of six (6) months prior to the commencement of the Option Period or Term in order to perform other work required by Tenant. Landlord, in its reasonable discretion, may grant the Tenant and its agents a license to enter the Premises upon conditions that: A. Tenant shall give Landlord five (ii5) the Monthly Rent calculated as provided in Paragraph 4.1(c) belowdays' prior written notice of its request to have such access, and the notice shall be adjusted annually thereafter as provided in Paragraph 4.1(c) belowaccompanied by: 1. As a further condition A reasonably detailed description of and schedule for the work to Tenant=s exercise be performed; 2. Names and addresses of contractors and suppliers providing labor and material for the work; 3. Copies of contracts, plans and specifications for the work; and 4. Evidence of licenses, permits, insurance, and indemnification, if any, required for the work. All of the Optionabove shall be subject to Landlord's approval, which shall not be unreasonably withheld. B. Such early access shall be the subject to Landlord's scheduling. C. Tenant's agents shall work in harmony and not interfere with any Work or Additional Work in the Premises or Building. If said agents cause or threaten to cause any disharmony or interference (including labor disharmony), Landlord may withdraw such license upon 24 hours prior written notice to the Tenant. Any such early entry shall be deemed to be under all of the terms, covenants and conditions of the Lease, excluding only the covenant to pay Rent or Additional Rent under Section 7 of the Lease. Tenant shall be responsible for any damage to the Work, the Additional Work, the Premises, or the Building caused by its agents. 5. The terms and provisions of the Lease, insofar as they are applicable to this Work Letter Agreement, are hereby incorporated by reference. 6. All amounts payable by Tenant to Landlord hereunder shall be deemed to be Additional Rent under the Lease. 7. Tenant shall deliver to Landlord within ten (10) days after the execution and delivery of the Lease, any prior tenant that has not been expressly released from liability under this Leaseand all information, and any guarantor in addition to the attachments hereto which Landlord may require to cause the preparation of all working drawings. In addition, when Landlord submits working drawings to Tenant for Tenant's performance hereunder review, Tenant shall expressly reaffirm respond to Landlord within five (5) days after receipt thereof, approving or disapproving (setting forth in writing the extension of their liability with respect reasons for disapproval) the same. If Tenant does not so respond within said five (5) days, Tenant shall be deemed to this Lease for have approved the Option Periodsame.

Appears in 1 contract

Sources: Sublease (Quintus Corp)

Option to Extend. Provided that (i) Tenant is not then in Default default under the terms of ---------------- this Lease at the time this renewal is exercised or at the commencement of any Renewal Term (as defined below), (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 Section 18 belowany twelve (12) hereundermonth period for nonpayment of monetary obligations, Landlord hereby grants Tenant shall have the option to Tenant an option (the AOption@) to extend the Term of renew this Lease for one (1) additional five period of three (53) year period years (the "Option PeriodRenewal Term"), commencing upon the expiration of the . The Renewal Term of this Lease, and provided that Tenant complies with shall be on all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option PeriodLease, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) Base Rent for the “Prevailing Renewal Term shall be the Market Rent” Rent for the Premises (as defined in Paragraph 4.2 below). Tenant must exercise its option to renew this Lease by giving Landlord written notice (an "Extension Notice") for the Premises as of six its election to do so no later than one hundred eighty (6180) months nor earlier than two hundred ten (210) days prior to the commencement end of the Option Period or (ii) the Monthly Rent calculated as provided initial Term. Any notice not given in Paragraph 4.1(c) below, a timely manner shall be void; and Tenant shall be deemed to have waived its renewal rights. The renewal option set forth herein is personal to Tenant and shall not be adjusted annually thereafter as provided included in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise any assignment of the Option, any prior tenant that has not been expressly released from liability under this Lease, and except for any guarantor assignment or subletting to an entity described in Section 15(d) of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodLease.

Appears in 1 contract

Sources: Lease Agreement (International Wireless Communications Holdings Inc)

Option to Extend. A. Provided that Tenant at the time of such exercise (i) there then exists no Default of LESSEE beyond applicable notice and cure periods, and (ii) this Lease is not then in Default (as defined in Section 18 below) hereunderfull force and effect, Landlord hereby grants to Tenant an LESSEE shall have the right and option (the AOption@) to extend the Initial Term for Spaces A and B for two (2) successive periods of this Lease for one (1) additional five (5) year period years each (the each, an "Option PeriodAB Extended Term"), commencing upon . The first AB Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term of this Leasefor Spaces A and B, and provided that Tenant complies with all shall end on the day immediately preceding the fifth anniversary of the terms first day of such AB Extended Term, and conditions set forth in this paragraphthe second AB Extended Term shall commence on the day immediately succeeding the expiration date of the first AB Extended Term, and shall end on the day immediately preceding the fifth anniversary of the first day of such second AB Extended Term. Tenant LESSEE shall exercise each Option such options to extend by delivering giving written notice to Landlord, on a date that is prior LESSOR of its desire to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but do so not more later than twelve (12) monthsmonths prior to the expiration date of the Initial Term for Spaces A and B or the first AB Extended Term, a written notice as the case may be. Provided the conditions of clauses (ATenant=s Notice@i) and (ii) of this Section shall have been satisfied, the exercise giving of such notice by LESSEE shall automatically extend the Term for Spaces A and B for the particular AB 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 terminate at the end of the Option Initial Term for Spaces A and B or the first AB Extended Term, as the case may be, and LESSEE shall have no further option to extend this Lease the Term for the Option Period, Spaces A and B. It is agreed that time being is of the essenceessence with respect to the giving of such notice. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option The AB Extended Terms shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease shall apply during the Option PeriodLease, except that (I) the initial Monthly Rent option to extend the Term for Spaces A and B as set forth in this Section shall be deleted (except that the option to exercise the second AB Extended Term shall continue to be effective in accordance with this Section during the Option Period first AB Extended Term), (II) the Basic Rent for the AB Extended Terms shall be equal at 95% of fair market value as designated by LESSOR by written notice to LESSEE within sixty (60) days of 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 greater of: first AB Extended Term, and calendar year 2019 and fiscal year 2020, respectively, for the second AB Extended Term. If LESSEE disagrees with such designation of fair market value (the "Designation"), LESSEE shall by written notice, advise LESSOR of such disagreement; otherwise LESSEE shall conclusively be deemed to have agreed to such Designation. B. Provided that at the time of such exercise (i) there then exists no Default of LESSEE beyond applicable notice and cure periods, and (ii) this Lease is then in full force and effect, LESSEE shall have the “Prevailing Market Rent” right and option to extend the Initial Term for Space C for three (3) successive periods of five (5) years each (each, a "C Extended Term"). The AB Extended Terms and the C Extended Terms are sometimes referred to herein individually or collectively as defined in Paragraph 4.2 below) an "Extended Term" or the "Extended Terms". The first C Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term for Space C, and shall end on the Premises as day immediately preceding the fifth anniversary of six the first day of such C Extended Term. The second C Extended Term shall commence on the day immediately succeeding the expiration date of the first C Extended Term, and shall end on the day immediately preceding the fifth anniversary of the first day of such second C Extended Term. The third C Extended Term shall commence on the day immediately succeeding the expiration date of the second C Extended Term, and shall end on the day immediately preceding the fifth anniversary of the first day of such third C 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 (612) months prior to the commencement expiration date of the Option Period Initial Term for Space C or the first or second C Extended Term, as the case may be. Provided the conditions of clauses (i) and (ii) of this Section shall have been satisfied, the Monthly Rent calculated as provided in Paragraph 4.1(c) belowgiving of such notice by LESSEE shall automatically extend the Term for Space C for the particular C 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 be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise automatically terminate at the end of the OptionInitial Term for Space C or the first or second C Extended Term, any prior tenant as the case may be, and LESSEE shall have no further option to extend the Term for Space C. It is agreed that has not been expressly released from liability under time is of the essence with respect to the giving of such notice. The C Extended Terms shall -17- be on all the terms and conditions of this Lease, except that (I) the option to extend the Term for Space C as set forth in this Section shall be deleted (except that the option to exercise the second and any guarantor of Tenant's performance hereunder third C Extended Terms shall expressly reaffirm continue to be effective in writing accordance with this Section during the extension of their liability with respect to this Lease first and second C Extended Terms, respectively), (II) the Basic Rent for the Option PeriodC Extended Terms shall be at 95% of fair market value as designated by LESSOR by written notice to LESSEE within sixty (60) days of receipt of notice from LESSEE and (III) Base Operating Expenses and Base Taxes shall be calendar year 2009 and fiscal year 2010, respectively, for the first C Extended Term, calendar year 2014 and fiscal year 2015, respectively, for the second C Extended Term, and calendar year 2019 and fiscal year 2020, respectively, for the third C Extended Term. If LESSEE disagrees with such designation of fair market value (the "Designation"), LESSEE shall by written notice, advise LESSOR of such disagreement; otherwise LESSEE shall conclusively be deemed to have agreed to such Designation. C. In the event that the parties hereto are unable to agree within thirty (30) days after LESSOR'S receipt of LESSEE'S notice of disagreement, then each Party shall appoint a reputable, independent appraiser, who is a member of the Member Appraisal Institute of the American Institute of Real Estate Appraisers and who has at least ten (10) years of experience appraising commercial office space in Massachusetts. 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 fair market value acceptable to both parties within forty-five (45) days after their appointment, they shall appoint a third appraiser and deliver to said third appraiser their final fair market value calculations. The third appraiser shall select the calculation that it believes is the closest to the then fair market value of the Premises. The Designation of this appraiser shall be considered final.

Appears in 1 contract

Sources: Commercial Lease (First Marblehead Corp)

Option to Extend. Provided (a) The Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Existing Term Loan Class) (a “Term Loan Extension Request”) setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (x) (A) the scheduled final maturity date shall be extended and (B) all or any of the scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in the applicable Joinder Agreement with respect to the Existing Term Loan Class from which such Extended Term Loans were converted, in each case as more particularly set forth in paragraph (d) of this Lease Section 2.15 below), (y) (A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for one the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment and (z) notwithstanding anything to the contrary in this Section 2.15 or otherwise, Extended Term Loans may be optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full. No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (b) The Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (each, an “Existing US-DOCS\144294102.18 Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Credit Commitments) (a “Revolving Credit Extension Request”) setting forth the proposed terms of the Extended Revolving Credit Commitments to be established, which terms shall be identical to those applicable to the Existing Revolving Credit Commitments from which they are to be extended (the “Specified Existing Revolving Credit Commitment”) except (x) all or any of the final maturity dates of such Extended Revolving Credit Commitments may be delayed to later dates than the final maturity dates of the Specified Existing Revolving Credit Commitments, (y) (A) the interest margins with respect to the Extended Revolving Credit Commitments may be higher or lower than the interest margins for the Specified Existing Revolving Credit Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Revolving Credit Commitments in addition to or in lieu of any increased margins contemplated by the preceding clause (A) and (z) the revolving credit commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, (1) additional the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to any Existing Revolving Credit Commitments shall be made on a pro rata basis with all other Extended Revolving Credit Commitments and (2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 13.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Borrower shall provide the applicable Extension Request at least five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is Business Days prior to the date upon on which Lenders under the applicable Existing Class or Existing Classes are requested to respond. Any Lender (an “Extending Lender”) wishing to have all or a portion of its Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the amount of its Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the Existing Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Term Loans or Extended Revolving Credit Commitments, as applicable. In the event that the aggregate amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to the Extension Request, Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended US-DOCS\144294102.18 Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for purposes of the obligations of a Revolving Credit Lender in respect of Letters of Credit under Article 3. Notwithstanding the foregoing, for the avoidance of doubt, the Letter of Credit Commitments shall not be extended unless the prior written consent of the applicable Letter of Credit Issuer is obtained. (d) Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except to the extent expressly contemplated by the penultimate sentence of this Section 2.15(c) and notwithstanding anything to the contrary set forth in Section 13.1, shall not require the consent of any Lender other than the Extending Lenders with respect to the Extended Term Loans or Extended Revolving Credit Commitments, as applicable, established thereby) executed by the Credit Parties, the Administrative Agent and the Extending Lenders. No Extension Amendment shall provide for any tranche of Extended Term Loans or Extended Revolving Credit Commitments in an aggregate principal amount that is less than $75,000,000. In addition to any terms and changes required or permitted by Section 2.15(a) or Section 2.15(b), each Extension Amendment (x) shall amend the scheduled amortization payments pursuant the applicable Joinder Agreement with respect to the Existing Term Loan Class from which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) Extended Term Loans were converted to reduce each scheduled Repayment Amount for the Existing Term Loan Class in the same proportion as the amount of Term Loans of the exercise Existing Term Loan Class is to be converted pursuant to such Extension Amendment (it being understood that the amount of any Repayment Amount payable with respect to any individual Term Loan of such Existing Term Loan Class that is not an Extended Term Loan shall not be reduced as a result thereof) and (y) may, but shall not be required to, impose additional requirements (not inconsistent with the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions provisions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal Agreement in effect at such time) with respect to the greater of: (i) final maturity and weighted average life to maturity of New Term Loans incurred following the “Prevailing Market Rent” date of such Extension Amendment. Notwithstanding anything to the contrary in this Section 2.15 and without limiting the generality or applicability of Section 13.1 to any Section 2.15 Additional Amendments (as defined in Paragraph 4.2 below), any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.15 Additional Amendment”) for to this Agreement and the Premises as other Credit Documents; provided that such Section 2.15 Additional Amendments comply with and do not conflict with the requirements of six Section 2.15(a) or (6b) months and do not become effective prior to the commencement time that such Section 2.15 Additional Amendments have been consented to (including, without limitation, pursuant to (1) consents applicable to holders of New Term Loans or New Revolving Credit Commitments provided for in any Joinder Agreement and (2) consents applicable to holders of any Extended Term Loans or Extended Revolving Credit Commitments provided for in any Extension Amendment) by such of the Option Period or Lenders, Credit Parties and other parties (iiif any) the Monthly Rent calculated as provided may be required in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided order for such Section 2.15 Additional Amendments to become effective in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability accordance with respect to this Lease for the Option Period.Section

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. Provided that If, (a) The Tenant pays the rent (including Minimum Rent and Additional Rent) as and when due and punctually observes and performs the terms, covenants and conditions to be observed and performed by it in accordance with the terms of the Lease; (b) The Tenant is not in default under the Lease; (c) The Tenant gives the Landlord not less than six (6) months and not more then twelve (12) months written notice prior to the expiration of the Term of this Lease of the Tenant’s intention to extend the Term of the Lease; and (d) So long as the Tenant is Eloqua Corporation and itself in Default (as defined occupation and conducting business in Section 18 below) hereunderthe whole of the Leased Premises in accordance with the terms of the Lease, the Tenant expressly acknowledging and agreeing that the provisions of this section are personal to the Tenant, then the Landlord hereby grants will grant to the Tenant an option (the AOption@) right to extend the Term of this Lease upon the expiry of the initial Term for one (1) additional a period of five (5) year period years (the "Option Period"), commencing “Extended Term”) upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the same terms and conditions as set forth out in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: that: (i) There shall be no further right to extend the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or Term; (ii) The Landlord may at its option require the Monthly Tenant to enter into an Extension Agreement, as prepared by the Landlord at the Tenant’s expense to give effect to the Extended Term; and (iii) The Minimum Rent calculated as provided in Paragraph 4.1(c) below, and payable during each year of the Extended Term shall be adjusted annually thereafter as provided based on the fair market rent for similar premises in Paragraph 4.1(c) below. As a further condition the Building at the time the Tenant exercises this Option to Tenant=s exercise Extend, but in no event less than $10.31 per rentable square foot per annum in each year of the Optionextended term. SIGNED, any prior tenant that has not been expressly released from liability under this LeaseSEALED AND DELIVERED ) 674951 ONTARIO LIMITED in the presence of: ) (Landlord) ) Per: /s/ ▇▇▇▇ ▇▇▇▇▇▇ ) ▇▇▇▇ ▇▇▇▇▇▇ — Property Manager ) Per: ) ▇▇▇▇▇▇▇ ▇▇▇▇▇ — Vice President ) ELOQUA CORPORATION ) (Tenant) ) Per: /s/ ▇▇▇▇ Organ ▇▇▇▇ Organ, President ▇▇▇▇ ▇, ▇, ▇, ▇, ▇, ▇, ▇, ▇, 9, 10, 11, 12 and any guarantor 13, Block A, ▇▇▇ ▇▇, ▇▇▇▇ ▇▇, ▇▇, ▇▇, ▇▇, ▇▇, ▇▇, 21, 22, 23, 24 and 25, Block D, Blocks B and C, The ▇▇▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇ ▇-▇▇▇▇ and ▇▇▇ ▇▇, ▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇, in the City of Tenant's performance hereunder shall expressly reaffirm Toronto Municipality of Metropolitan Toronto, designated as Part 1, on Plan 63R-3261 (as described in writing the extension of their liability with respect to this Lease for the Option PeriodInstrument No. CT-807031).

Appears in 1 contract

Sources: Lease Agreement (Eloqua, Inc.)

Option to Extend. Sections 35.A and 35.B of the Original Lease are hereby deleted in their entirety, and the following is hereby inserted in their stead: A. Provided that Tenant at the time of such exercise (i) there then exists no Default of Lessee beyond applicable notice and cure periods, and (ii) this Lease is not then in Default (as defined in Section 18 below) hereunderfull force and effect, Landlord hereby grants to Tenant an Lessee shall have the right and option (the AOption@) to extend the Initial Term for two (2) successive periods of this Lease for one (1) additional five (5) year period years each (each, an “Extended Term”). The first Extended Term shall commence on the "Option Period"), commencing upon day immediately succeeding the expiration date of the Term of this LeaseInitial Term, and provided that Tenant complies with all shall end on the day immediately preceding the fifth anniversary of the terms first day of such Extended Term, and conditions set forth in this paragraphthe 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. Tenant LESSEE shall exercise each Option such options to extend by delivering giving written notice to Landlord, on a date that is prior LESSOR of its desire to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but do so not more later than twelve (12) monthsmonths prior to the expiration date of the Initial Term or the first Extended Term, a 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 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 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 95% of fair market value as designated by LESSOR by written notice to LESSEE within sixty (ATenant=s Notice@60) days 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 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 exercise of the Option to extend this Lease for the Option PeriodDesignation, time being of the essence. If Landlord fails ; otherwise LESSEE shall conclusively be deemed to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal have agreed to the greater of: (i) the such Designation. B. Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodIntentionally Omitted”.

Appears in 1 contract

Sources: Commercial Lease (First Marblehead Corp)

Option to Extend. Provided that Tenant is not then in Default (as defined default under the terms of this Lease after all applicable grace and cure periods, at the time it gives notice of its intent to exercise its option and at the time the new extended Term begins, and provided Tenant is not in Section 18 below) hereunderdefault beyond the applicable cure period on more than one occasion between the notice and the time the new extended Term begins, Landlord hereby grants to Tenant an option (shall have the AOption@) right to extend the Initial Term of this Lease for one three (13) additional five (5) year period periods ("Extended Term(s)"). "Term", as used herein, shall also include the Initial Term and Extended Term(s), if exercised. Tenant shall provide Landlord not less than ten (10) months written notice prior to the first day of said Extended Term of its intent to exercise each option for an Extended Term. Rent for each Extended Term shall be calculated at ninety-five percent (95%) of fair market rent for comparable space, including applicable tenant improvement allowances, rent escalations, rent concessions or rent abatements, then being offered in similar type buildings in the Albuquerque market, but such fair market rent for comparable space shall exclude real property taxes as long as the IRB is in place. In the event Landlord and Tenant cannot agree upon rent for an Extended Term, within three (3) months after Tenant exercises the option therefor, each party shall select one (1) experienced commercial agent/broker familiar with comparable properties in the Albuquerque area ("Commercial Broker"). Each party shall provide written notice to the other party within thirty (30) days after the impasse of said party's designated Commercial Broker and the two (2) Commercial Brokers shall select a third Commercial Broker (the "Option PeriodThird Commercial Broker"), commencing upon the expiration ) within fifteen (15) days after selection of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence other two (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.2)

Appears in 1 contract

Sources: Lease Agreement (SBS Technologies Inc)

Option to Extend. Provided that Tenant If the LESSEE is not then in Default (as defined in Section 18 below) hereunderdefault, Landlord LESSOR does hereby grants grant to Tenant an LESSEE the option (the AOption@) to extend the Term of this Lease for one 39 -39- two (12) additional five (5) year period (the "Option Period")term, commencing upon on the expiration of the Term of this Lease, initial term and provided that Tenant complies with all the expiration of the first extended term, as the case may be, upon the same terms and conditions as herein contained except the annual base rent set forth in this paragraphparagraph 4 hereof shall be at the rate set forth below. Tenant The annual rent for the first extended term shall exercise each Option be the sum of the following: (i) $317,484.00 per year (calculated as 24,268 square feet of space on the first and second floors at $13.00 per square foot plus 200 square feet of space in the basement at $10.00 per square foot); plus (ii) the annual fair value of the parking spaces made available to LESSEE, all to be reasonably determine by delivering LESSOR ("Outdoor Parking"); it being expressly understood and agreed by the parties that the first five (5) spaces taken by LESSEE shall be at no cost or charge to Landlord, on a date that is prior to LESSEE. The annual rent for the date upon which second extended term (the Option Period would commence "Second Extended Term") shall be adjusted at the commencement of the Second Extended Term and shall be ninety (if such option is exercised90k) by at least nine percent of the then fair market rental (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@the "Market Rent") of the exercise Leased Premises plus the annual fair value of LESSEE's Outdoor Parking spaces as reasonably determined by LESSOR; it being expressly understood and agreed by the parties that the first five (5) spaces taken by LESSEE shall be at no cost or charge to LESSEE. Market Rent shall be determined as set forth on Exhibit E to this Lease. 40 -40- Notwithstanding the foregoing, in no event shall the annual base rent for the second extended term be less than the annual base rent for the last year of the Option to extend this Lease for the Option Period, time being of the essencefirst extended term. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period The option shall be equal to the greater of: exercised by written notice from LESSEE and received by LESSOR at least four (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (64) months prior to the commencement expiration of the Option Period initial term or (ii) the Monthly Rent calculated first extended term, as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodcase may be.

Appears in 1 contract

Sources: Lease Agreement (Leukosite Inc)

Option to Extend. Provided (a) The Parent Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Parent Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Existing Term Loan Class) (a “Term Loan Extension Request”) setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (x) the scheduled final maturity date shall be extended and all or any of the scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in Section 2.5 or in the Joinder Agreement, as the case may be, with respect to the Existing Term Loan Class from which such Extended Term Loans were converted, in each case as more particularly set forth in paragraph (d) of this Lease Section 2.15 below) and (y) (A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for one the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, no Extended Term Loans may be optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full except in accordance with the last sentence of Section 5.1(a). No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (b) The Parent Borrower or the Foreign Subsidiary Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (each, an “Existing Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Parent Borrower or the Foreign Subsidiary Borrower shall provide a notice to the Administrative Agent (who shall (A) the interest margins with respect to the Extended Revolving Credit Commitments may be higher or lower than the interest margins for the Specified Existing Revolving Credit Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Revolving Credit Commitments in addition to or in lieu of any increased margins contemplated by the preceding clause (A) and (z) the revolving credit commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, (1) additional the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to any Existing Revolving Credit Commitments shall be made on a pro rata basis with all other Extended Revolving Credit Commitments and (2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 14.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Parent Borrower or the Foreign Subsidiary Borrower shall provide the applicable Extension Request at least five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is Business Days prior to the date upon on which Lenders under the Option Period would commence applicable Existing Class or Existing Classes are requested to respond. Any Lender (if such option is exercisedan “Extending Lender”) by at least nine (9) but not more than twelve (12) monthswishing to have all or a portion of its Term Loans, a written notice (ATenant=s Notice@) Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the exercise Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the Option to extend this Lease for the Option Periodamount of its Term Loans, time being Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the essenceExisting Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Term Loans or Extended Revolving Credit Commitments, as applicable. If Landlord fails to receive Tenant=s Notice within In the time period providedevent that the aggregate amount of Term Loans, the Option shall automatically expire and be of no further force Revolving Credit Commitments, New Revolving Credit Commitment or effect. All Extended Revolving Credit Commitment of the terms Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to the Extension Request, Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for purposes of the obligations of a Revolving Credit Lender in respect of Swingline Loans under Section 2.1(e) and conditions Letters of this Lease shall apply during the Option PeriodCredit under Article 3, except that the initial Monthly Rent during applicable Extension Amendment may provide that the Option Period Swingline Maturity Date may be extended and the related obligations to make Swingline Loans may be continued so long as the Swingline Lender has consented to such extensions in its sole discretion (it being understood that no consent of any other Lender shall be equal to required in connection with any such extension). Notwithstanding the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) foregoing, for the Premises as avoidance of six (6) months doubt, neither the U.S. Letter of Credit Commitments nor the Spanish Letter of Credit Commitments shall be extended unless the prior to the commencement written consent of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise applicable Letter of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodCredit Issuer is obtained.

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an shall have the option (the AOption@) to extend the Term of this Lease for one two (12) additional periods of five (5) year period (the "Option Period"), years each commencing upon the expiration of the Term of this Lease, and provided that then current Term. Such option shall be exercised only by Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option giving written notice thereof which is received by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more than fifteen (15) months and not less than twelve (12) months, a written notice (ATenant=s Notice@) months prior to the expiration of the exercise of the Option to extend this Lease for the Option Periodthen current Term, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period ; provided, however, Tenant shall be entitled to exercise the Option shall automatically expire option to extend granted herein, and be of no further force or effect. All of the terms and conditions Term of this Lease shall, in fact, be extended by reason of such exercise, only if this Lease is in full force and effect and Tenant is not in default hereunder after notice and any applicable cure period. Tenant’s failure to exercise the option granted herein in accordance with this Section shall apply during extinguish all subsequent options, if any. In the Option Periodevent the Term of this Lease is in fact extended pursuant to the foregoing, except that the initial Monthly Rent during the Option Period then any such extension shall be equal to upon all of the greater of: (i) same terms, covenants, provisions and conditions as contained in this Lease except the “Prevailing Monthly Base Rent shall be the Market Rent” Rent (as defined in Paragraph 4.2 belowhereinafter defined) for the Premises Premises. The rights hereby granted may only be transferred by Tenant in connection with a Permitted Transfer, or to an assignee of all of Tenant’s right, title and interest under this Lease approved in writing by Landlord pursuant to Section 23 of this Lease. Except as aforesaid, in the event of six (6) months prior to the commencement any assignment of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, the rights set forth in this Section shall automatically terminate and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodthereafter be null and void.

Appears in 1 contract

Sources: Single Tenant Office Lease (Bridgepoint Education Inc)

Option to Extend. (a) Provided that Tenant is has not then become bankrupt or insolvent or has not made an assignment for the benefit of creditors or has not taken the benefit of any statute in Default (as defined force for bankrupt or insolvent debtors, or a petition in Section 18 below) hereunderbankruptcy has not been filed against the Tenant or a receiving order has not been made against the Tenant, Landlord hereby grants to Tenant Primerica Life Insurance Company of Canada or its Permitted Transferee shall have an option (the AOption@) to extend the Term of this Lease for one two (12) additional further periods of five (5) year period years each (each of which shall be herein referred to as an “Extension Term”) on the "Option Period")same terms and conditions as contained in this Lease for the initial Term, commencing upon save and except: (i) there shall be no further right to extend after the expiration expiry of the second Extension Term; (ii) the Basic Rent for each Extension Term shall be the Market Rent; (iii) parking spaces shall be made available to Tenant at the ratios provided for herein for the initial Term and at the rates (if any) then in effect for the Project; (iv) there shall be no tenant’s allowance or rent-free period for either Extension Term; and (v) the Premises shall be accepted by Tenant in “as is” condition at the commencement of each Extension Term without Landlord being required to perform any work. (b) Such right to extend shall be exercisable by Tenant, provided Tenant is not in receipt of a written notice of default from Landlord or is not then in default for which no notice is required pursuant to the applicable provisions of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) Landlord by at least not later than nine (9) but months, and not more earlier than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement expiry of the Option Period original Term hereof or (ii) the Monthly Rent calculated as provided first Extension Term, in Paragraph 4.1(c) belowrespect of the second Extension Term, and failing which such right shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, null and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodvoid and forever extinguished.

Appears in 1 contract

Sources: Multi Tenant Office Lease (Primerica, Inc.)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunderdefault of its ---------------- obligations under this Lease beyond any applicable grace periods, Landlord hereby grants to Tenant an option (the AOption@) to may extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon the expiration by giving notice to Landlord of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering its election to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by extend at least nine (9) but not more than twelve months prior to the end of the original Term. The Yearly Fixed Rent payable by Tenant with respect to such extension period shall be equal to ninety-five percent (12) months, a written notice (ATenant=s Notice@95%) of the then fair market rental value of the Demised Premises (taking into account comparable first-class office space in the East Cambridge area) (1) as the same may be mutually agreed by Landlord and Tenant: provided, however that (2) if they have not so agreed in writing within two (2) months following the exercise of the Option option then said fair market value shall be determined by appraisers, one to extend this Lease for be chosen by Landlord. one to be chosen by Tenant, and a third to be selected by the Option Period, time being two first chosen. The unanimous written decision of the essencetwo 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. If Landlord fails to receive Tenant=s Notice and Tenant shall each notify the other of its chosen appraiser within the time period provided, the Option shall automatically expire and be of no further force or effect. All thirty (30) days following expiration of the terms aforesaid two (2) month period and, unless such two appraisers shall have reached a unanimous decision within seventy-five (75) days from said expiration, they shall within a further fifteen (15) days elect a third appraiser and conditions of this Lease notify Landlord and Tenant thereof. Landlord and Tenant shall apply during each bear the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement expense of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, appraiser chosen by it and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise equally bear the expense of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodthird appraiser (if any).

Appears in 1 contract

Sources: Lease (Mainspring Communications Inc)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an shall have the option (the AOption@) to extend the Term of this Lease (the “Option”) for one Two (12) additional five periods of Five (5) year Years (each such period (an “extension term”) provided Tenant gives Landlord and Landlord is in receipt thereof a written notice delivered by U.S. Postal Service, mail return receipt requested, of Tenant’s election to exercise the "Option Period"), commencing upon a minimum of 180 days and a maximum of 270 days prior to the expiration Expiration Date of the Term of this Lease (or the then applicable extension term, to the extent the Term has been previously extended by the terms of this Article). The terms and conditions governing each such extension term will be the same as those for the Initial Lease Term, except and to the extent modified by the terms of Paragraphs E and F, below. Time is of the essence with respect to each and every term of this article. A. The Option herein granted to Tenant may not be assigned without any permitted assignment of this Lease or sublease of the Premises (or any portion thereof). B. Tenant shall not have the right to exercise the Option, notwithstanding anything set forth above to the contrary: 1. During any period of time commencing from the date Landlord gives to Tenant a written notice that Tenant is in default under any provision of this Lease, and provided that continuing until the default alleged in said notice is cured; Landmark National Bank Revised 8-16-01 525-937-A,B and C ADDENDUM ▇▇. ▇ ▇▇▇▇▇▇▇▇ ▇▇. ▇ FINAL. 8-16-01 Addendum #1 rev 3.9.00 Landlord [ILLEGIBLE] Tenant complies with all [ILLEGIBLE] 2. During the period of time commencing on the day after a monetary obligation to Landlord is due from Tenant and unpaid (without any necessity for notice thereof to Tenant) and continuing until the obligation is paid; 3. At any time after the occurrence of any default described in Paragraph 26 of the terms and conditions set forth in this paragraphLease that remains occurred as of the date of exercise of the Option; or 4. In the event that Landlord has given to Tenant shall exercise each Option by delivering to Landlord, on a date that is two or more notices of default or two or more late charges have become payable under the Lease during the twelve-month period prior to the date upon time that Tenant intends to exercise the Option. C. The period of time within which the Option Period would commence (if such option is exercised) may be exercised shall not be extended or on enlarged by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) reason of Tenant’s inability to exercise the Option because of the foregoing provisions of Paragraph B, even if the effect thereof is to eliminate Tenant’s right to exercise of the Option Option. D. All rights with respect to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire terminate and be of no further force or effect. All effect even after Tenant’s due and timely exercise of the terms and conditions of this Lease shall apply during the Option PeriodOption, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months if, after such exercise, but prior to the commencement of the Option Period applicable extension term, (1) Tenant fails to pay to Landlord a monetary obligation of Tenant for a period of ten days after such obligation become due (without any necessity of Landlord to give notice thereof to Tenant); (2) Tenant fails to cure a non-monetary default within 30 days after the date the Landlord gives notice to Tenant of such default; or (ii3) the Landlord gives to Tenant two or more notices of default or a late charge becomes payable for any such default, whether or not such defaults are cured. E. The Basic Monthly Rent calculated shall be increased on the first day of each extension term (the “Rental Adjustment Date”) to the “fair rental value” of the Premises (including all improvements), determined in the following manner. 1. Not later than 120 days prior to the applicable Rental Adjustment Date, Landlord and Tenant shall meet in an effort to negotiate, in good faith, the fair rental value of the Premises as provided of such applicable Rental Adjustment Date. If Landlord and Tenant have not agreed upon the fair rental value of the Premises at least 90 days prior to the applicable Rental Adjustment Date, the fair rental value shall be determined by appraisal as described below. 2. If Landlord and Tenant are not able to agree upon the fair rental value of the Premises within the time period prescribed in Paragraph 4.1(c) below1, then Landlord and Tenant shall attempt to agree in good faith upon a single appraiser not later than 75 days prior to the applicable Rental Adjustment Date, if Landlord and Tenant are unable to agree upon a single appraiser within such time period, then Landlord and Tenant shall each appoint an appraiser not later than 65 days prior to the applicable Rental Adjustment Date. Within five days thereafter, the two appointed appraisers shall appoint a third appraiser. If Landlord and Tenant agree upon an appraiser, or if either Landlord or Tenant fails to appoint its appraiser within the prescribed time period, the single appraiser appointed shall determine the fair rental value of the Premises. If both parties fail to appoint appraisers within the prescribed time periods, then the first appraiser thereafter selected by a party shall determine the fair rental value of the Premises. Each party shall bear the cost of its own appraiser and the parties shall share equally the cost of the single or third appraiser if applicable. Each such appraiser must have at least five years experience in the appraisal of commercial/industrial real property in the area in which the Project is located and shall be adjusted annually thereafter members of a professional organization such as provided MAI or equivalent. 3. For the purposes of such appraisal, the term “fair rental value” shall mean the price that a ready and willing tenant would pay, as of the applicable Rental Adjustment Date, as monthly rent to a ready and willing Landlord of property comparable to the Premises if such property were exposed for lease on the open market for a reasonable period of time and taking into account all of the purposes for which such property may be used. If a single appraiser is chosen, then such appraiser shall determine the fair rental value of the Premises. Otherwise, the fair rental value of the Premises shall be the arithmetic average of the two of the three appraisals which are closest in Paragraph 4.1(camount, and the third appraisal shall be disregarded. In no event, however, shall the Basic Monthly Rent for the first year of the extension term be less than the Basic Monthly Rent Payable by Tenant during the last year of the proceding Lease term. Landlord and Tenant shall instruct the appraiser(s) belowto complete their determination of the fair rental value no later than 30 days prior to the applicable Rental Adjustment Date. As a further condition If, notwithstanding such instruction, the fair rental value is not determined before the first day of an extension term, then Tenant shall continue to pay to Landlord the Basic Monthly Rent applicable to the Premises immediately prior to such extension term, until the fair rental value of the Premises is determined. When the fair rental value of the Premises is determined, Landlord shall deliver notice thereof to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor Tenant shall pay to Landmark National Bank Revised 8-16-01 525-937-A,B and C ADDENDUM ▇▇. ▇ ▇▇▇▇▇▇▇▇ ▇▇. ▇ FINAL. 8-16-01 Addendum #1 rev 3.9.00 Landlord [ILLEGIBLE]. Tenant [ILLEGIBLE] Landlord, within ten days after receipt of Tenant's performance hereunder shall expressly reaffirm in writing such notice, the extension of their liability with respect difference between the Basic Monthly Rent actually paid by Tenant to this Lease for Landlord and the Option Periodnew Basic Monthly Rent determined hereunder.

Appears in 1 contract

Sources: Standard Retail Lease (1st Pacific Bancorp)

Option to Extend. (a) Provided that 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 then in Default (as defined in Section 18 below) hereunderhave sublet any or all of the Premises, Landlord hereby grants to Tenant an option (shall have the AOption@) right to extend the Term of this Lease as to the Premises originally leased hereunder for one (1) additional five (5) year period extended term (the "Option Period")“Extended Term”) of three (3) years. The Extended Term shall commence on the day immediately following the expiration date of the Initial Term, commencing upon and shall end on the day immediately preceding the third anniversary of the first day of the Extended Term. Tenant shall exercise such option by giving Landlord written notice of its desire to do so, not later than ninety (90) days prior to the expiration of the 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 of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option The Extended Term shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease shall apply during the Option PeriodLease, except that the initial Monthly Rent during the Option Period shall be equal to the greater ofthat: (i) Landlord shall have no obligation to perform or pay for any construction or improvements to the “Prevailing 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) The Basic Rent for the Extended Term shall be at a rental rate equal to the Fair Market Rent” Rental Value (as defined in Paragraph 4.2 belowthe North Suburban Boston area) for of the Premises as of six (6) months prior to the commencement of the Option Period or 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. (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. 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 notice (the “Determination Notice”) to the other setting forth their respective determinations of the Fair Market Rental Value, and, subject to the provisions of paragraph (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and 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 adjusted annually thereafter a real estate appraiser or consultant who shall have at lease ten (10) years’ continuous experience as provided a commercial real estate broker or appraiser, and having significant experience with property similar to the Building in Paragraph 4.1(cthe greater Boston area. The arbitrator shall conduct such hearings and investigations as the arbitrator shall deem appropriate and shall, within thirty (30) below. As a further condition to Tenant=s exercise days after having been appointed, choose one of the Optiondeterminations set forth in either Landlord’s or Tenant’s Determination Notice, and that choice by the arbitrator shall be binding upon Landlord and Tenant. Each party shall pay its own counsel fees and expenses, if any, in connection with any prior tenant that has not been expressly released from liability arbitration under this Leaseparagraph (c), and the parties shall share equally all other expenses and fees of any guarantor such arbitration. The determination rendered in accordance with the provisions of Tenant's performance hereunder this paragraph (ii) shall expressly reaffirm be final and binding in writing fixing the extension Fair Market Rental Value. The arbitrator shall not have the power to add to, modify, or change any of their liability with respect to the provisions of this Lease for the Option PeriodLease.

Appears in 1 contract

Sources: Lease (Implant Sciences Corp)

Option to Extend. Provided Tenant shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the Original Term for one (1) additional consecutive period of five (5) years (hereinafter referred to as the "Extension Period"), provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least twelve (12) months prior to the expiration of the Original Term (but such notice may not be given sooner than fifteen (15) months prior to expiration of the Original Term), (b) no Event of Default shall exist at the time of giving the applicable notice and the commencement of the Extension Period and (c) there has been no assignment of this Lease (except to a Permitted Assignee) and no subletting of more than twenty five (25%) of the Premises (exclusive of subleases to Permitted Affiliates). Except for the amount of Annual Fixed Rent (which is to be determined as hereinafter provided), all the terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, provided, however, (i) there shall be no further options to extend the Term, (ii) Landlord shall not then be obligated to make or pay for any improvements to the Premises nor pay or provide any inducement payments of any kind or nature and (iii) there shall be no free rent (or reduced rent) period. If Tenant shall give notice of its exercise of such option to extend in Default (the manner and within the time period provided aforesaid, 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 except as defined may be required in Section 18 below) hereunder, order to determine Annual Fixed Rent as hereafter set forth. Landlord hereby grants reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant an shall fail to give timely notice of the exercise of such option (the AOption@) as aforesaid, Tenant shall have no right to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All essence of the terms and conditions foregoing provisions. Any termination of this Lease Agreement shall apply during terminate the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to rights hereby granted Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 1 contract

Sources: Lease (Netezza Corp)

Option to Extend. Provided that that: (i) Tenant is not then in Default default either at the time of Exercise of this Option or at the Commencement Date of any Extended Term; (ii) this Lease has not otherwise been terminated or cancelled; (iii) this Lease has not been assigned, except with the permission of the Landlord, nor have more than fifty percent (50%) of the rentable square feet of the Premises been sublet, which subletting will remain in effect as defined in Section 18 below) hereunder, Landlord hereby grants of the date the extended term shall commence. Tenant shall have the Option to Tenant an option (the AOption@) to extend Extend the Term of this Lease for one two (12) additional periods of five (5) year period (the "Option Period")years each, commencing upon the expiration of the Term hereof (or First Extended Term hereof, as the case may be) and continuing for sixty (60) months thereafter by giving written notice of its Exercise of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more later than twelve (12) months, a written notice (ATenant=s Notice@) months prior to the expiration of the exercise of Term hereof (or First Extended Term, as the Option to extend this Lease for case may be). Each Extended Term shall be upon the Option Periodterms, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms provisions and conditions of this Lease shall apply during the Option Periodherein set forth, except that the initial Monthly Rent during the Option Period there shall be equal to no further right of extension and the greater of: (i) rate of Annual Rent shall be at the “Prevailing Market then market rate as of its commencement, as determined by Landlord, but not less than the Annual Rent” (as defined in Paragraph 4.2 below) , paid for the Premises as last year of six the Original Term. If Tenant shall fail to exercise an Option to Extend at least twelve (612) months prior to the commencement expiration of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) belowthen current term, such options shall lapse and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, void and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodwithout effect.

Appears in 1 contract

Sources: Lease Agreement (Safety Insurance Group Inc)

Option to Extend. Provided that a. Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (shall have the AOption@) options to extend the Term of this Lease (each, an "Extension Option") for one two (12) additional periods of five (5) year period Lease Years each (the each, an "Option Extension Period"), commencing upon provided that: (i) Tenant delivers written notice (the expiration "Extension Notice") to Landlord of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall Tenant's election to exercise each an Extension Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more no later than twelve (12) months, a written notice nor earlier than fifteen (ATenant=s Notice@15) months, prior to the expiration of the exercise of the Option to extend this Lease for the Option Periodthen current Term, time being of the essence. If Landlord fails to receive Tenant=s Notice within ; and (ii) no Monetary Default shall have occurred and remain uncured at the time period providedof the exercise of an Extension Option. b. Except as otherwise expressly provided below in this paragraph, Tenant may not elect to extend the Option shall automatically expire and be Term for 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 (i) comprises an aggregate rentable area of no further force or effect. All 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 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 of this Lease Lease, including, without limitation, all provisions governing the payment of Additional Rent, shall apply remain in full force and effect during the Option applicable Extension Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” Annual Base Rent payable during the applicable Extension Period shall equal the Relevant Renewal Rate (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or hereafter defined); (ii) the Monthly Base Year for the applicable Extension Period shall be the calendar year in which occurs the first day of the applicable Extension Period, and (iii) Landlord shall not be obligated to make any improvements or alterations in or to the 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 first Extension Period, the "Relevant Renewal Rate" for the first Extension Period shall be one hundred three percent (103%) of the Annual Base Rent calculated 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 is acting in what it considers its own best interests; and (B) Tenant will continue to 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 Paragraph 4.1(c) below, and connection with any extension of the Term pursuant to this Section 31 (it being understood that the determination of Fair Market Rental Rate shall be adjusted annually thereafter as reduced by the economic equivalent of any tenant improvement allowance, free rent periods or any other special concessions not provided to Tenant and which are otherwise reflected in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodcomparable fair market rental rates being obtained).

Appears in 1 contract

Sources: Deed of Lease (Vse Corp)

Option to Extend. Provided that 9.1 The Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to may extend the Term of this Lease for one (1) additional period of five (5) year years (which period is called the commencing on the day following the date of expiration of the initial term of this Lease, provided that the Tenant shall only be entitled to extend this Lease in the event that it: (a) has duly and regularly paid the Rent and has observed and performed each and every one of the covenants and agreements herein to be performed by the Tenant, on a timely basis, until the time that the option is exercised and thereafter until the Extension takes effect; (b) is the original tenant under this Lease and is itself in possession of the whole of the Premises; (c) advises the Landlord in writing (the "Option PeriodNotice")) that it wishes to extend this Lease not more than 12 months and not less than 6 months prior to commencement of the Extension, commencing failing which this right of Extension shall be rendered null and void. 9.2 if the Tenant exercises its right to extend in accordance with the foregoing, this Lease shall be extended upon the same terms and conditions herein contained, save and except as follows: (a) the Tenant shall only be entitled to one Extension for the period referred to above so that there will be no further right to extend following the expiry of the right to extend granted herein. For greater certainty, it is hereby stipulated that if the Tenant exercises the within right of Extension in accordance with this Lease, the Tenant shall be entitled to lease the Premises for a total of five (5) years following the expiration of the Term initial term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend unless this Lease for is sooner terminated; (b) the Option PeriodLandlord will not be required to perform the Landlord's Work, time being of if any, and the essence. If Landlord fails Tenant will not be required to receive perform the Tenant=s Notice within 's Work, if any, and the time period providedTenant will riot be entitled to any leasehold improvement allowance, tenant inducement or Rent free period; (c) the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply Net Rent payable during the Option Period, except that the initial Monthly Rent during the Option Period Extension shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for current fair market rental value of the Premises as of six the date that the Notice is given to the Landlord, provided that, in no event shall the Net Rent during any year of the Extension be less than the Net Rent which was payable by the Tenant during the last year of the initial term. In the event that the Net Rent which shall be applicable during the Extension has not been mutually agreed upon by the Landlord and the Tenant, by reason of the parties' inability to agree upon the current fair market rental of the Premises within one month after the Notice is received by the Landlord, the Tenant shall be entitled to revoke the Notice by writing to the Landlord with such one month period (6) months in which case the Notice shall be deemed to have never been sent), failing which 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). 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 render its decision no later than 15 days prior to the commencement of the Option Period or Extension. All documents and proceedings with respect to the arbitration are to be kept confidential by each of the parties. (iid) the Monthly Rent calculated as provided in Paragraph 4.1(cmaintenance fee which shall apply during the Extension shall increase by an amount equal to the amount determined by multiplying the maintenance fee payable during the original term of the Lease by the cumulative C.P.I. from the commencement of the Term to the date of the commencement of the Extension; (e) belowthe Landlord may require the Tenant to execute and deliver to the Landlord prior to the commencement of the Extension, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s the Landlord's then standard form of extension agreement. 9.3 The exercise of the Option, any prior tenant that has not been expressly released from liability under within right of Extension is solely within the control of the Tenant and nothing contained in this Lease, and any guarantor including, without limitation, this Schedule, obligates or requires the Landlord to remind the Tenant to exercise the within right of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodExtension.

Appears in 1 contract

Sources: Lease Agreement (Lower Road Associates LLC)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term term of this the Lease for one (1) additional period of five (5) year period (the "Option Period")years, commencing upon immediately after the expiration of the Term term of this the Lease, and provided that Tenant complies with all of upon the same terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Periodcontained therein, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) Base Rent for the Premises shall be the greater of (a) the then current monthly rental rate increased by the CPI or (b) the fair market value of the Property determined pursuant to Section 2.04 (ii) Tenant shal1 accept the Premises 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 of the Lease. Tenant's election to exercise the option granted herein must be given to Landlord in writing no less than six (6) months prior to the expiration of the term. If Tenant properly exercises the option granted herein, references in the Lease to the term of the Lease shall be deemed to mean the option term unless the context clearly provides otherwise. Notwithstanding, anything to the contrary contained herein, all option rights of Tenant pursuant to this Paragraph shall automatically terminate without notice and shall be of no further force and effect, whether or not Tenant has timely exercised the option granted herein, if (a) a default on the part of Tenant exists under the Lease at the time of exercise of tile option or at the time of commencement of the Option Period option term, or (iib) Tenant has assigned its interest in the Monthly Rent calculated as provided Lease or subleased in Paragraph 4.1(caggregate greater than fifty percent (50%) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor floor area of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodPremises.

Appears in 1 contract

Sources: Lease Agreement (FNB Bancorp/Ca/)

Option to Extend. Provided (a) The Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of this Lease for one such notice to each of the Lenders of the applicable Existing Term Loan Class) (1an “Extension Request”) additional five setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (5i) year period (the "Option Period"), commencing upon scheduled final maturity date shall be extended and all or any of the expiration scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of this Leasesuch Existing Term Loan Class (with any such delay resulting in a corresponding reduction to the scheduled amortization payments reflected in Section 2.5 or in the Joinder Agreement, and provided that Tenant complies as the case may be, with all of respect to the terms and conditions Existing Term Loan Class from which such Extended Term Loans were converted, in each case as more particularly set forth in this paragraphSection 2.15(d)), (ii)(A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment, (iii) the Extended Term Loans may (A) so long as Term Loans of the Existing Term Loan Class are outstanding, have covenants, events of default, guarantees and other terms which are different from the covenants, events of default, guarantees and other terms with respect to the Existing Term Loan Class so long as such covenants, events of default, guarantees and other terms are not more restrictive to the Borrower and the Restricted Subsidiaries than those applicable to such Existing Term Loan Class and (B) beginning with the first full quarter after the quarter in which all Term Loans of the Existing Term Loan Class have been paid off in full, have such covenants, events of default, guarantees and other terms as agreed to by the Borrower and the Extending Lenders. Tenant No Lender shall exercise each Option by delivering have any obligation to Landlord, on agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (b) The Borrower shall provide the applicable Extension Request at least five Business Days (or such later date that is as the Administrative Agent may agree to in its sole discretion) prior to the date upon on which Lenders under the Option Period would commence applicable Existing Term Loan Class or Existing Term Loan Classes are requested to respond. Any Lender (if such option is exercisedan “Extending Lender”) by at least nine (9) but not more than twelve (12) months, wishing to have all or a written notice (ATenant=s Notice@) portion of its Term Loans of the exercise Existing Term Loan Class or Existing Term Loan Classes subject to such Extension Request converted into Extended Term Loans shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the Option to extend this Lease for the Option Period, time being amount of its Term Loans of the essenceExisting Term Loan Class or Existing Term Loan Classes subject to such Extension Request that it has elected to convert into Extended Term Loans. If Landlord fails In the event that the aggregate amount of Term Loans of the Existing Term Loan Class or Existing Term Loan Classes subject to receive Tenant=s Notice within Extension Elections exceeds the time period providedamount of Extended Term Loans requested pursuant to the Extension Request, Term Loans of the Existing Term Loan Class or Existing Term Loan Classes subject to Extension Elections shall be converted to Extended Term Loans on a pro rata basis based on the amount of Term Loans included in each such Extension Election. (c) Extended Term Loans shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except with respect to Section 2.15 Additional Amendments which shall be subject to the requirements of Sections 2.1(a)(iii)(3) and 13.1 as provided for below, notwithstanding anything to the contrary set forth in Section 2.1(a)(iii)(3) or 13.1, shall not require the consent of any Lender other than the Extending Lenders with respect to the Extended Term Loans established thereby) executed by the Credit Parties, the Option Administrative Agent and the Extending Lenders. No Extension Amendment shall automatically expire and be provide for any tranche of no further force or effectExtended Term Loans in an aggregate principal amount that is less than $250,000,000. All of the In addition to any terms and conditions of this Lease shall apply during the Option Periodchanges required or permitted by Sections 2.15(a) and 2.15(b), except that the initial Monthly Rent during the Option Period shall be equal to the greater of: each Extension Amendment (i) shall amend the “Prevailing Market Rent” scheduled amortization payments pursuant to Section 2.5 or the applicable Joinder Agreement with respect to the Existing Term Loan Class from which the Extended Term Loans were converted to reduce each scheduled Repayment Amount for the Existing Term Loan Class in the same proportion as the amount of Term Loans of the Existing Term Loan Class is to be converted pursuant to such Extension Amendment (it being understood that the amount of any Repayment Amount payable with respect to any individual Term Loan of such Existing Term Loan Class that is not an Extended Term Loan shall not be reduced as a result thereof) and (ii) may, but shall not be required to, impose additional requirements (not inconsistent with the provisions of this Agreement in effect at such time) with respect to the final maturity and weighted average life to maturity of New Term Loans incurred following the date of such Extension Amendment; provided that any changes to the requirements with respect to the final maturity date and weighted average life to maturity of New Term Loans shall neither reduce the minimum weighted average life to maturity nor shorten the earliest permitted final maturity date to a date earlier than such date under the Existing Term Loans as was in effect prior to such Extension Amendment. Notwithstanding anything to the contrary in this Section 2.15 and without limiting the generality or applicability of Section 2.1(a)(iii)(3) or 13.1 to any Section 2.15 Additional Amendments (as defined in Paragraph 4.2 below), any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.15 Additional Amendment”) for to this Agreement and the Premises as other Credit Documents; provided that such Section 2.15 Additional Amendments comply with and do not conflict with the requirements of six (6Section 2.15(a) months and do not become effective prior to the commencement time that such Section 2.15 Additional Amendments have been consented to (including, without limitation, pursuant to (A) consents applicable to holders of New Term Loans provided for in any Joinder Agreement and (B) consents applicable to holders of any Extended Term Loans provided for in any Extension Amendment) by such of the Option Period or Lenders, Credit Parties and other parties (iiif any) the Monthly Rent calculated as provided may be required in Paragraph 4.1(corder for such Section 2.15 Additional Amendments to become effective in accordance with Section 2.1(a)(iii)(3) belowand 13. 1. It is understood and agreed that each Lender that has consented to an Extension Amendment will consent for all purposes requiring its consent, and shall at the effective time thereof be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition deemed to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect consent to each amendment to this Lease for Agreement and the Option Period.other Credit Documents authorized by this Section 2.15 and the arrangements described above

Appears in 1 contract

Sources: Credit Agreement (Dollar General Corp)

Option to Extend. Provided that Tenant is not then in Default Subject to the provisions of this Section 2.2, Lessee shall have three (as defined in Section 18 below3) hereunder, Landlord hereby grants to Tenant an option (the AOption@) consecutive options to extend the Term term of this Lease for one (1) additional five (5) year period years each. (the Such additional terms may hereinafter be called "Option PeriodTerms").) Such options shall be personal to United Merchandising Corp., commencing upon or its Affiliate, as that term is defined in Section 14.2 hereof, and may not be exercised by an assignee or sublessee under the Lease, unless said assignee or sublessee is an Affiliate of United Merchandising Corp., nor may Lessee exercise an option as provided herein for the purpose of subletting or assigning the Demised Premises during such Option Term to any party who is not an Affiliate. The first Option Term shall commence on the day following the expiration of the Primary Term of this Lease, and provided that Tenant complies with all end at midnight five (5) years thereafter. Each succeeding Option Term shall commence on the day following the preceding Option Term and end at midnight five (5) years thereafter. Each option shall be exercised by giving notice to Lessor in writing of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by thereof at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of each Option Term, which notice shall be irrevocable by Lessee. All Option Terms shall be on the same terms and conditions as otherwise provided in this Lease, except that the rents payable during the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and Terms shall be adjusted annually thereafter as provided in Paragraph 4.1(c) set forth below. As a further condition Notwithstanding the foregoing, in the event an Event of Default (as defined in Section 13.1, hereof) exists under this Lease at the time Lessee exercises its option to Tenant=s exercise extend the term of this Lease, or if an Event of Default pursuant to the provisions of Section 13.1.1(a) hereof exists as of the Optioncommencement of the respective Option Term, any prior tenant that has not been expressly released from liability then Lessor shall have, in addition to all of Lessor's other rights and remedies under this Lease, the right to terminate such option and any guarantor to cancel Lessee's exercise of Tenant's performance hereunder shall expressly reaffirm such option, in writing the extension of their liability with respect to which event this Lease for shall expire at the expiration of the Primary Term or any then existing Option PeriodTerm, as the case may be.

Appears in 1 contract

Sources: Lease (Big 5 Sporting Goods Corp)

Option to Extend. (a) Provided that 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), and (iii) Tenant is shall be in occupancy of the entire Premises for the conduct of its business and shall not then have assigned this Lease or sublet the Premises, except to a Permitted Transferee (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord’s sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease for one two (12) additional extended terms (each an “Extended Term”) of five (5) year period years each by giving written notice to Landlord not later than nine (the "Option Period"), commencing upon 9) months and not sooner than twelve (12) months prior to the 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 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 current Term, and Tenant shall have no further option to extend the Term of this Lease, and provided that Tenant complies with all . Each Extended Term shall commence on the day immediately succeeding the expiration date of the terms then current Term and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, end on a date that is prior to the date upon which day immediately preceding the Option Period would commence fifth (if such option is exercised5th) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) anniversary of the exercise first day of the Option to extend this Lease for the Option Period, time being of the essencesuch Extended Term. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option The Extended Term shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease shall apply Lease, except: (w) during the Option Periodsecond Extended Term, except Tenant shall have no further option to extend the Term, (x) the Basic Rent for the Extended Term 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 Section 2.4(b) below, (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 Operating Expenses and the Base Taxes under this Lease for the Extended Term will be the Operating Expenses and Taxes, respectively, for the Operating Year and Tax Year 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 2.4(a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rental Value (as defined in Section 2.4(c) below) of the Premises for the Extended Term. 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, then the parties shall negotiate in good faith to reach agreement thereon within thirty (30) days after the delivery of such notice by Landlord. If the parties are unable to 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 closest office of the American Arbitration Association. The Fair Market Rental Value of the Premises for the Extended Term 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 initial Monthly Rent during the Option Period 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) Business Days of the appointment of the third arbitrator and the third arbitrator shall render his or her decision within ten (10) days after receipt of both of the other two determinations of the Fair Market Rental Value of the Premises. The third arbitrator’s decision shall be binding on both Landlord and Tenant. All arbitrators shall be commercial real estate brokers who are independent from the parties and who have had at least ten (10) years experience leasing comparable buildings in the Annapolis area. Each party shall pay the fees of its own arbitrator, and the fees of the third arbitrator shall be shared equally by the parties. If as of the commencement of the Extended Term the amount of the Basic 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 Basic Rent, such overpayment shall be paid by Landlord to Tenant promptly after such determination has been made, and if such determination shall result in an underpayment by Tenant of any Basic Rent, Tenant shall pay any such amounts to Landlord 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 buildings in the Annapolis area have agreed to accept, and sophisticated nonaffiliated tenants of comparable buildings have agreed to pay, in current arms-length, transactions for comparable space (in terms of condition, improvements, floor location, view and floor height) of a comparable size for uses comparable to the Permitted Use, for a term equal to the greater of: applicable Extended Term and taking into account all other relevant factors, including without limitation, adjustment for the existence, timing and amount of any increases in rent following the term commencement in the comparison transactions; provided, however, that (i) the “Prevailing Market Rent” (as defined presence, amount or absence of brokerage commissions in Paragraph 4.2 below) for either the Premises as of six (6) months prior to subject transaction or the commencement of the Option Period or comparison transactions shall be considered, (ii) the Monthly Rent calculated as any rent abatement or other free rent of any type provided in Paragraph 4.1(ccomparison transactions for the period of the performance of any tenant improvement work (i.e., any “construction period”) belowshall be disregarded, and (iii) any tenant improvements or allowance provided for in comparable transactions shall be adjusted annually thereafter taken into account, and the value, if any, to Tenant of any existing improvements in the Premises shall be taken into account in the calculation of the Fair Market Rental Value. If in determining the Fair Market Rental Value for a subject transaction hereunder, it is determined that free rent or cash allowances (collectively, “Concessions”) should be granted, Landlord may, at Landlord’s sole option, elect all or any portion of the following: (A) to grant some or all of the Concessions to Tenant as provided free rent or as an improvement allowance, or (B) to adjust the Fair Market Rental Value to take into consideration and deduct the amortized amount of the total dollar value of such Concessions, amortized on a straight line basis over the Extended Term (in Paragraph 4.1(c) below. As a further condition which case the Concessions so amortized shall not be granted to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period).

Appears in 1 contract

Sources: Lease Agreement (Howard Bancorp Inc)

Option to Extend. Provided that (i) Tenant is has not assigned the Lease, and (ii) the Premises are not then in Default subject to a sublease (as defined in Section 18 belowwhether the term of the sublease has commenced or is to be commenced thereafter) hereunderand Tenant will not be exercising the rights hereinafter set forth with the intent of assigning the Lease or subleasing any portion of the Premises, Landlord hereby grants to then Tenant an option (has the AOption@) right to extend the Lease Term of this Lease for one (1) additional five (5) year period (the "Option Extension Period")) at a Base Rent equal to the then Current Market Rate, commencing upon but in no event shall such rental be less than the last annual rent paid by Tenant, and otherwise on the same terms and conditions as this Lease, except that there shall be no further rights to extend the Lease Term. Tenant shall exercise this option by written notice to Landlord not more than nine (9) months nor less than six (6) months before the expiration of the Term Lease Term. Tenant's exercise of this Leaseoption shall be effective only if, at the time of notice and provided that Tenant complies with upon the effective date of the Extension Period, there is no Event of Default. Thereupon, this Lease shall be deemed extended for an additional period of five (5) years, upon all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of this Lease shall apply during and any Amendments made hereto with the Option Period, except that exception of the initial Monthly Rent during the Option Period annual rent stipulated hereinabove. Tenant's exercise of this renewal option shall be equal to the greater of: null and void unless Landlord receives (i) simultaneously with the “Prevailing Market Rent” notice of exercise and (as defined in Paragraph 4.2 belowii) for the Premises as of six thirty (630) months prior to days before the commencement of the Option Period or Renewal Term, ▇▇▇▇▇▇'s certified financial statements for the immediately preceding three (ii3) year period. In the Monthly Rent calculated as provided event the credit worthiness of Tenant is not sufficient in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition Landlord's sole discretion to Tenant=s exercise of assure the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor future performance of Tenant's performance hereunder shall expressly reaffirm in writing obligations under the extension Lease during the Renewal Term, Landlord may nullify Tenant's exercise of their liability with respect to this Lease for the Option Periodrenewal option.

Appears in 1 contract

Sources: Industrial Lease (Ibis Technology Corp)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 belowa) hereunderIf, Landlord hereby grants to Tenant an option (at the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon the expiration end of the Term of this Lease, and provided that Tenant complies with all (A) Lessee is not in default of any of the terms, conditions or covenants of this Lease, beyond any applicable delivered notice and subsequent cure period, and (B) Lessee has not assigned or sublet the Premises in violation of Section 52, then Lessee shall have the option to extend the Lease Term for one (1) additional period totaling two (2) years and one (1) month, expiring on March 31, 2012 (hereinafter referred to as the "Option Period") upon the same terms and conditions contained in this Lease with the following exceptions: (i) The Base Rent for the Option Period shall be as set forth in this paragraph. Tenant Section 54(c), below; (ii) There shall exercise each Option by delivering to Landlord, on a date that is prior to be no further extensions of the date upon which Lease Term following the expiration of the Option Period would commence unless granted by Lessor in writing, in Lessor's sole discretion; and (if such iii) Lessee will not be granted any rental concessions, rental abatement or finish-out allowances during any Option Period. (b) If Lessee desires to exercise its option is exercised) by at least to extend the Lease Term (subject to Lessee's compliance with the standards set forth herein), Lessee will notify Lessor in writing of Lessee's intention to do so no later than nine (9) but not months and no more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement expiration date of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, then current Lease Term. After proper and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s timely exercise of the Optionextension option by Lessee, any prior tenant that has not been expressly released from liability under all references in this LeaseLease to "Lease Term" or "Term" shall be considered to mean the Lease Term as extended, and any guarantor of Tenant's performance hereunder shall expressly reaffirm all references in writing the extension of their liability with respect to this Lease for to the Expiration Date or to the end of the Lease Term shall be considered to mean the termination or end of the Option Period.

Appears in 1 contract

Sources: Addendum to Lease Agreement (Peoples Liberation Inc)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereundershall have the option, Landlord hereby grants to Tenant an option (the AOption@) be exercised ------------------------------ hereinafter provided, to extend the original Lease Term of this Lease for one (1) additional five Five (5) year period period, commencing on the day following the original Lease Expiration Date and expiring on the Fifth anniversary of the original Lease Expiration Date (the "Option PeriodExtension Term"), commencing provided that (i) there is at the time of exercise no then existing Event of Default on the part of Tenant, and (ii) that this Lease otherwise remains in full force and effect. The Extension Term shall be upon the expiration of the Term of same terms and conditions as provided in this Lease, except that (A) the Annual Basic Rent shall be determined as provided in Subsection 2.5.1, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. (B) Tenant shall exercise each Option by delivering have no further right to Landlord, on a date that is prior to extend the date upon which the Option Period would commence (if such Lease Term. Tenant's option is exercised) exercisable by notifying Landlord in writing at least nine (9) 365 days but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months 455 days prior to the commencement original Lease Expiration Date. Upon such exercise, the Lease Expiration Date shall be deemed to be extended for the Extension Term without the execution of any further lease or other instrument; provided, however, that the Option Period Annual Basic Rent is established in accordance with Subsection 2.5.1 or (ii) Subsection 2.5.2; and provided, further, that if there is an outstanding Event of Default on the Monthly Rent calculated as provided in Paragraph 4.1(c) belowdate when the Extension Term is scheduled to commence, at Landlord's election, Tenant's exercise of its option to extend the Lease Term shall be null and void, the Lease Term shall terminate on the original Lease Expiration Date, and Landlord shall be adjusted annually thereafter free to lease the Premises or put the Premises to such other use as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option PeriodLandlord sees fit.

Appears in 1 contract

Sources: Lease Agreement (Yurie Systems Inc)

Option to Extend. Provided (a) The Borrower may at any time and from time to time request that Tenant is not then in Default all or a portion of the Term Loans of any Class (as defined in Section 18 belowan “Existing Term Loan Class”) hereunder, Landlord hereby grants to Tenant an option (the AOption@) be converted to extend the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Existing Term Loan Class) (a “Term Loan Extension Request”) setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (x) (A) the scheduled final maturity date shall be extended and (B) all or any of the scheduled amortization payments of principal of the Extended Term Loans may be delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in the applicable Joinder Agreement with respect to the Existing Term Loan Class from which such Extended Term Loans were converted, in each case as more particularly set forth in paragraph (d) of this Lease Section 2.15 below), (y) (A) the interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for one the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment and (z) notwithstanding anything to the contrary in this Section 2.15 or otherwise, Extended Term Loans may be optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full. No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Existing Term Loan Class from which they were converted. (b) The Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (each, an “Existing Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Credit Commitments) (a “Revolving Credit Extension Request”) setting forth the proposed terms of the Extended Revolving Credit Commitments to be established, which terms shall be identical to those applicable to the Existing Revolving Credit Commitments from which they are to be extended (the “Specified Existing Revolving Credit Commitment”) except (x) all or any of the final maturity dates of such Extended Revolving Credit Commitments may be delayed to later dates than the final maturity dates of the Specified Existing Revolving Credit Commitments, (y) (A) the interest margins with respect to the Extended Revolving Credit Commitments may be higher or lower than the interest margins for the Specified Existing Revolving Credit Commitments and/or (B) additional fees may be payable to the Lenders providing such Extended Revolving Credit Commitments in addition to or in lieu of any increased margins contemplated by the preceding clause (A) and (z) the revolving credit commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, (1) additional the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to any Existing Revolving Credit Commitments shall be made on a pro rata basis with all other Extended Revolving Credit Commitments and (2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 13.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Borrower shall provide the applicable Extension Request at least five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is Business Days prior to the date upon on which Lenders under the Option Period would commence applicable Existing Class or Existing Classes are requested to respond. Any Lender (if such option is exercisedan “Extending Lender”) by at least nine (9) but not more than twelve (12) monthswishing to have all or a portion of its Term Loans, a written notice (ATenant=s Notice@) Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the exercise Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the Administrative Agent (an “Extension Election”) on or prior to the date specified in such Extension Request of the Option to extend this Lease for the Option Periodamount of its Term Loans, time being Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the essenceExisting Class or Existing Classes subject to such Extension Request that it has elected to convert into Extended Term Loans or Extended Revolving Credit Commitments, as applicable. If Landlord fails to receive Tenant=s Notice within In the time period providedevent that the aggregate amount of Term Loans, the Option shall automatically expire and be of no further force Revolving Credit Commitments, New Revolving Credit Commitment or effect. All Extended Revolving Credit Commitment of the terms Existing Class or Existing Classes subject to Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to the Extension Request, Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for purposes of the obligations of a Revolving Credit Lender in respect of Swingline Loans under Section 2.1(d) and conditions Letters of this Lease shall apply during the Option PeriodCredit under Article 3, except that the initial Monthly Rent during applicable Extension Amendment may provide that the Option Period Swingline Maturity Date may be extended and the related obligations to make Swingline Loans may be continued so long as the Swingline Lender has consented to such extensions in its sole discretion (it being understood that no consent of any other Lender shall be equal required in connection with any such extension). Notwithstanding the -73- foregoing, for the avoidance of doubt, the Letter of Credit Commitments shall not be extended unless the prior written consent of the applicable Letter of Credit Issuer is obtained. (d) Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall be established pursuant to an amendment (an “Extension Amendment”) to this Agreement (which, except to the greater of: extent expressly contemplated by the penultimate sentence of this Section 2.15(c) and notwithstanding anything to the contrary set forth in Section 13.1, shall not require the consent of any Lender other than the Extending Lenders with respect to the Extended Term Loans or Extended Revolving Credit Commitments, as applicable, established thereby) executed by the Credit Parties, the Administrative Agent and the Extending Lenders. No Extension Amendment shall provide for any tranche of Extended Term Loans or Extended Revolving Credit Commitments in an aggregate principal amount that is less than $75,000,000. In addition to any terms and changes required or permitted by Section 2.15(a) or Section 2.15(b), each Extension Amendment (ix) shall amend the “Prevailing Market Rent” scheduled amortization payments pursuant the applicable Joinder Agreement with respect to the Existing Term Loan Class from which the Extended Term Loans were converted to reduce each scheduled Repayment Amount for the Existing Term Loan Class in the same proportion as the amount of Term Loans of the Existing Term Loan Class is to be converted pursuant to such Extension Amendment (it being understood that the amount of any Repayment Amount payable with respect to any individual Term Loan of such Existing Term Loan Class that is not an Extended Term Loan shall not be reduced as a result thereof) and (y) may, but shall not be required to, impose additional requirements (not inconsistent with the provisions of this Agreement in effect at such time) with respect to the final maturity and weighted average life to maturity of New Term Loans incurred following the date of such Extension Amendment. Notwithstanding anything to the contrary in this Section 2.15 and without limiting the generality or applicability of Section 13.1 to any Section 2.15 Additional Amendments (as defined in Paragraph 4.2 below), any Extension Amendment may provide for additional terms and/or additional amendments other than those referred to or contemplated above (any such additional amendment, a “Section 2.15 Additional Amendment”) for to this Agreement and the Premises as other Credit Documents; provided that such Section 2.15 Additional Amendments comply with and do not conflict with the requirements of six Section 2.15(a) or (6b) months and do not become effective prior to the commencement time that such Section 2.15 Additional Amendments have been consented to (including, without limitation, pursuant to (1) consents applicable to holders of New Term Loans or New Revolving Credit Commitments provided for in any Joinder Agreement and (2) consents applicable to holders of any Extended Term Loans or Extended Revolving Credit Commitments provided for in any Extension Amendment) by such of the Option Period or Lenders, Credit Parties and other parties (iiif any) the Monthly Rent calculated as provided may be required in Paragraph 4.1(c) beloworder for such Section 2.15 Additional Amendments to become effective in accordance with Section 13.1. It is understood and agreed that each Lender that has consented to an Extension Amendment will consent for all purposes requiring its consent, and shall at the effective time thereof be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition deemed to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect consent to each amendment to this Lease for Agreement and the Option Period.other Credit Documents authorized by this Section 2.15 and the arrangements described above in connection therewith except that the foregoing shall not constitute a consent on behalf of any Lender to the terms of any Section 2.15

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. Provided that no event of default by Tenant under the Lease has occurred and is not then in Default (as defined in Section 18 below) hereundercontinuing at the time of delivery of an Extension Notice, Landlord hereby grants to Tenant an option (shall have the AOption@) right to extend the Term of this Lease for one two (12) additional five (5) year period terms (the each an "Option PeriodExtended Term"), commencing ) upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of given not later than six (6) months prior to the commencement expiration of the Option Period or initial Term ("Extension Notice"); provided however that the Extension Notice must be given as to the second Extended Term not later than twenty-four (24) months prior to the expiration of the first Extended Term. It is understood and agreed that Tenant's submittal of each Extension Notice shall bind Tenant to a five (5) year extension of this Lease. Each Extended Term shall be on the same terms and conditions as provided in this Lease, except that (i) Tenant shall occupy the Premises in its then "AS IS" condition, (ii) the Fixed Monthly Rent calculated as provided in Paragraph 4.1(c) belowfrom January, 1, 2001 through December 31, 2001, shall be $1.58 per square foot of Rentable Area of the Premises, and (iii) thereafter, the Fixed Monthly Rent shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise $1.60 per square foot of Rentable Area of the OptionPremises. 8. This Amendment shall be effective upon execution by Landlord and Tenant and, any prior tenant that has not been expressly released from liability under this Leaseexcept as amended herein, the Lease shall remain in full force and any guarantor effect. 9. This Amendment may be executed in one or more counterparts, each of Tenant's performance hereunder which shall expressly reaffirm in writing be deemed an original, but all of which together shall constitute one and the extension of their liability with respect to this Lease for the Option Periodsame instrument.

Appears in 1 contract

Sources: Lease (QRS Corp)

Option to Extend. (a) Provided that that, at the time of 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) the originally-named Tenant is shall be in occupancy of at least eighty percent (80%) of the Premises for the conduct of its business and shall not then have assigned this Lease or sublet more than twenty percent (20%) of the Premises (other than to any entity to which assignment or subletting by the originally named Tenant shall have been permitted under Article 6 without Landlord’s Consent) (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord’s sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease for one extended term (1the “Extended Term”) additional of five (5) year period years by giving written notice to Landlord not later than nine (the "Option Period"), commencing upon 9) months and not sooner than twelve (12) months prior to the expiration date of the Initial Term. Without limiting the foregoing, all of the rights created by this Section 2.3 shall be personal to the originally named Tenant under this Lease and shall not apply in favor of or be exercisable by any assignee of this Lease (other than an assignee to which assignment by the originally named Tenant shall have been permitted under Article 6 without. Landlord’s consent) or other successor to Tenant’s rights under the Lease nor any sublessee of all or any portion of the Premises. 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 Initial Term and Tenant shall have no further option to extend the Term of this Lease, and provided that Tenant complies with all . The Extended Term shall commence on the day immediately succeeding the expiration date of the terms Initial Term and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, end on a date that is prior to the date upon which day immediately preceding the Option Period would commence fifth (if such option is exercised5th) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) anniversary of the exercise first day of the Option to extend this Lease for the Option Period, time being of the essenceExtended Term. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option The Extended Term shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease Lease, except: (x) Tenant shall apply have no further option to extend the Term, (y) the Basic Rent for the Extended Term shall be the Fair Market Rental Value of the Premises as of the commencement of the Extended Term, taking into account all relevant factors, determined pursuant to Section 2.3(b) below, and (z) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy during the Option PeriodExtended 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, except that the initial Monthly Rent during the Option Period shall be equal or to grant Tenant any rent concession. Notwithstanding anything contained herein to the greater of: contrary, it is understood and agreed by the parties that in no event shall the annual Basic Rent for the Extended Term (iwhether determined by agreement, by arbitration or otherwise) be less than the “Prevailing annual Basic Rent payable by Tenant immediately prior to the commencement of the Extended Term. (b) Promptly after receiving Tenant’s notice extending the Term of this Lease pursuant to Section 2.3(a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rent” Rental Value (as defined in Paragraph 4.2 Section 2.3(c) below) of the Premises for the upcoming Extended Term, but in no event shall Landlord be required to deliver such estimate sooner than eight (8) months prior to the expiration of the Term then in 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 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 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) Business Days of the appointment of the third arbitrator and the third arbitrator shall render his or her decision within ten (10) days after receipt of both of the other two determinations of the Fair Market Rental Value of the Premises. The third arbitrator’s decision shall be binding on both Landlord and Tenant. The third arbitrator shall be a commercial real estate broker who is independent from the parties and who has not worked for either party or their affiliates in the prior five (5) years and who has at least ten (10) years’ experience in comparable buildings in the financial district of Boston. Each party shall pay the fees of its own arbitrator, and the fees of the third arbitrator shall be shared equally by the parties. In the event Tenant initiates the aforesaid arbitration process and as of the commencement of the Extended Term the amount of the Basic 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 Basic Rent, such overpayment shall be paid by Landlord to Tenant promptly after such determination has been made, and if such determination shall result in an underpayment by Tenant of any Basic Rent, Tenant shall pay any such amounts to Landlord promptly following such determination. (c) For purposes of this Section 2.3, the determination of “Fair Market Rental Value” shall mean the then fair market rental value of the Premises taking into account all then relevant factors, whether favorable to Landlord or Tenant, and based upon rental rates agreed to in comparable transactions executed within six (6) months prior to such determination with new tenants for comparable space in the commencement Building or, if comparable transactions do not exist in the Building, then an amount that landlords of first class multi-tenanted commercial office buildings in the same market area of the Option Period or City of Cambridge, Massachusetts have agreed to accept with tenants of comparable creditworthiness for comparable space (iiin terms of condition and floor location) of a comparable size, for a comparable use, for a nonrenewal term equal to the Monthly Rent calculated Extended Term and commencing as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, first day of the Extended Term and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodtaking into account all other relevant factors.

Appears in 1 contract

Sources: Lease Agreement (Arsanis, Inc.)

Option to Extend. Provided that Tenant If the LESSEE is not then in Default (as defined in Section 18 below) hereunderdefault, Landlord LESSOR does hereby grants grant to Tenant an LESSEE the option (the AOption@) to extend the Term of this Lease for one two (12) additional five (5) year period (the "Option Period")term, commencing upon on the expiration of the Term of this Lease, initial term and provided that Tenant complies with all the expiration of the first extended term, as the case may be, upon the same terms and conditions as herein contained except the annual base rent set forth in this paragraphparagraph 4 hereof shall be at the rate set forth below. Tenant The annual rent for the first-extended term shall exercise each Option be the sum of the following: (i) $317,484.00 per year (calculated as 24,268 square feet of space on the first and second floors at $13.00 per square foot plus 200 square feet of space in the basement at $10.00 per square foot); plus (ii) the annual fair value of the parking spaces made available to LESSEE, all to be reasonably determined by delivering LESSOR ("Outdoor Parking"); it being expressly understood and agreed by the parties that the first five (5) spaces taken by LESSEE shall be at no cost or charge to Landlord, on a date that is prior to LESSEE. The annual rent for the date upon which second extended term (the Option Period would commence "Second Extended Term") shall be adjusted at the commencement of the Second Extended Term and shall be ninety (if such option is exercised90%) by at least nine percent of the then fair market rental (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@the "Market Rent") of the exercise Leased Premises plus the annual fair value of LESSEE's Outdoor Parking spaces as reasonably determined by LESSOR; it being expressly understood and agreed by the parties that the first five (5) spaces taken by LESSEE shall be at no cost or charge to LESSEE. Market Rent shall be determined as set forth on Exhibit E to this Lease. Notwithstanding the foregoing, in no event shall the annual base rent for the second extended term be less than the annual base rent for the last year of the Option to extend this Lease for the Option Period, time being of the essencefirst extended term. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period The option shall be equal to the greater of: exercised by written notice from LESSEE and received by LESSOR at least four (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (64) months prior to the commencement -43- 57 expiration of the Option Period initial term or (ii) the Monthly Rent calculated first extended term, as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodcase may be.

Appears in 1 contract

Sources: Sublease (Interliant Inc)

Option to Extend. Provided that Subject to the rights of existing tenants in the Building as of the date of this Amendment and so long as the Lease, as amended herein, is in full force and effect and Tenant is not then in Default (default beyond applicable notice and cure periods in the performance of any of the covenants or terms and conditions of the Lease, as defined in Section 18 below) hereunderamended, at the time of notification to Landlord hereby grants to or at the time of commencement of the Seventh Extension Term, as that term is hereinafter defined, Tenant an shall have the option (the AOption@“7th Amendment Extension Option”) to extend the Term of this Lease Term, as extended herein by the Sixth Extension Term, for the entire Premises, as expanded herein by the Expansion Space, for one (1) additional period of five (5) year period years (the "Option Period"“Extension Term”), commencing upon at the expiration of the Term of this LeasePrevailing Market Rate, and provided as that Tenant complies with all of term is hereinafter defined, subject to the terms and conditions set forth in this paragraphParagraph 11. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a provide Landlord with written notice (ATenant=s Notice@) on or before the last day of the seventy-fifth (75th) full calendar month of the Sixth Extension Term, but in no event before the last day of the seventy-second (72nd) full calendar month of the Sixth Extension Term, of its exercise of the 7th Amendment Extension Option (the “Extension Notice”). Landlord shall provide Tenant with a written proposal setting forth its determination of the Prevailing Market Rate to extend this Lease for the Option Period, time being Term within thirty (30) days of the essencereceipt of such Extension Notice. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option Tenant shall automatically expire and be have ten (10) days from its receipt of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.Landlord’s proposal

Appears in 1 contract

Sources: Office Lease (Alimera Sciences Inc)

Option to Extend. Provided that Tenant at the time of such exercise (i) there then exists no Default of LESSEE beyond applicable notice and cure periods, and (ii) this Lease is not then in Default full force and effect, LESSEE shall have the right and option to extend the term of this Lease for two (as defined in Section 18 below2) hereunder, Landlord hereby grants to Tenant an option extended terms of six (6) months each (the AOption@"Extended Terms"). The Extended Terms shall commence on the day immediately succeeding the expiration date of then current term, and shall end on the day immediately preceding the sixth month anniversary of the first day of such Extended Term. LESSEE shall exercise such option to extend by giving written notice to LESSOR of its desire to do so not later than sixty (60) days prior to the expiration date of then current term. 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 of this Lease 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 shall automatically terminate at the end of then current term, and LESSEE shall have no further option to extend the Term of this Lease. It is agreed that time 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) upon the exercise of the second (2nd) six (6) month option, the option to extend the Term of this Lease shall be deleted, and (II) the Basic Rent for one (1) additional five (5) year period the Extended Terms shall be at Fair Market Value. LESSOR shall designate Fair Market Value, (the "Option PeriodFair Market Value") by written notice to LESSEE within thirty (30) days of receipt of notice from LESSEE. If LESSEE disagrees with such designation, (the "Designation"), commencing upon LESSEE shall by written notice, advise LESSOR of such disagreement; otherwise LESSEE shall conclusively be deemed to have agreed to such Designation. In the expiration event that the Parties are unable to agree within thirty (30) days after LESSOR'S receipt of LESSEE'S notice of disagreement, then each Party shall appoint a reputable, independent appraiser, who is a member of the Term Member Appraisal Institute of the American Institute of Real Estate Appraisers and who has at least ten (10) years of experience appraising commercial office space in Massachusetts. 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 Fair Market Value acceptable to both parties within forty-five (45) days after their appointment, they shall appoint a third appraiser. The Designation of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period appraiser shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodconsidered final.

Appears in 1 contract

Sources: Commercial Lease (First Marblehead Corp)

Option to Extend. (i) Provided that Tenant is Lessee shall not then be in Default default hereunder, after expiration of any applicable cure period, either at the time of the exercise of the option referenced herein, or at the time that the Extension Term (as defined in Section 18 belowherein) hereunderwould otherwise commence but for such default, Landlord Lessor hereby grants to Tenant an Lessee one (1) option (the AOption@"Option") to extend the Term of this Lease for one an additional term of three (13) additional five years (5) year period (the "Option PeriodExtension Term"), commencing when the original Term expires, upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraphParagraph. Tenant shall Lessee may exercise each the Option by delivering giving Lessor written notice of its intention not less than one hundred eighty (180) days before the expiration of the original Term of this Lease. (ii) If the Option is exercised, the Base Rent for the premises during the Extension Term shall be one hundred percent of the fair market rental value (the "Fair Market Rent") for the premises as of the commencement date of the Extension Term, but in no event less than the Base Rent payable during the last year of the original Term. All other terms and conditions contained in this Lease shall remain in full force and effect and shall apply during the Extension Term, except that (i) Lessee shall have no further option to Landlordextend the Term, on a date that and (ii) Lessor shall not be obligated to provide any Lessee Improvements Allowance; and (iii) so long as Lessee is prior not in default, beyond applicable cure periods, upon the commencement of the Extension Term, Lessor shall return the Replacement LC (as defined below) to Lessee, and Lessee shall not be obligated to provide an LC for the Extension Term. (iii) Fair Market Rent shall be determined as follows: (A) The parties' written agreement within one hundred twenty (120) days after the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a of Lessee's written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease shall be a conclusive determination between the parties of the Fair Market Rent for the Option Period, time being Extension Tenn. (B) If the parties have not agreed in writing to a new Fair Market Rent on or before one hundred twenty (120) days after the date of Lessee's written notice of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability Lessor and Lessee shall each appoint an appraiser and give written notice of the name and address of such appraiser to the other party. The two appraisers thus appointed shall, within twenty (20) days after appointment of the later of the two appraisers to be appointed, appoint a third appraiser and serve written notice of the name and address of such appraiser on Lessor and Lessee in the manner prescribed by this Lease for service of notice. All appraisers appointed under this LeaseParagraph shall be, at the time of their appointment, members in good standing of the American Institute of Real Estate Appraisers with not less than five (5) years of commercial real estate appraisal experience. (C) Within thirty (30) days after the appointment of the third appraiser, the three appraisers shall confer and each shall submit in writing to Lessor and Lessee his honest appraisal of the Fair Market Rent, exclusive of the improvements paid for by Lessee. In making their determination, the appraisers shall consider (i) the absence of payment of any leasing commissions, and any guarantor (ii) the lack of Tenant's performance hereunder shall expressly reaffirm improvements required by Lessee upon renewal. (D) The appraised Fair Market Rent agreed on in writing by any two of the extension three appointed appraisers shall be conclusive and binding on the parties, and shall establish the Fair Market Rent. Should no two of their liability with respect the three be able to agree on the Fair Market Rent, both the highest appraisal and the lowest appraisal submitted by any of the three appraisers shall be disregarded, and the remaining appraisal shall be binding and conclusive on the parties to this Lease and shall establish the Fair Market Rent for the Option Periodpremises for purposes of this Paragraph. (E) If either party fails to appoint an appraiser as required by this Paragraph within fifteen (15) days after service on it of written demand to do so, the appraiser appointed by the other party shall act for both Lessor and Lessee. The decision in writing of such appraiser shall, in such event, be binding on both Lessor and Lessee and shall establish the Fair Market Rent for the premises for purposes of this Paragraph. (F) If the two appraisers appointed respectively by Lessor and Lessee fail, for any reason, to appoint a third appraiser within the time required by this Paragraph, either party may petition the Superior Court for Santa ▇▇▇▇▇ County to appoint this appraiser- (G) The appraisers shall, in any event, provide their determination of Fair Market Rent in accordance with this Paragraph at least thirty (30) days before the commencement of the Extension Tenn. (H) Lessor and Lessee shall each pay the fees and all expenses incurred by the appraiser appointed by each of them, and one-half of all expenses and the fee incurred by the third appraiser appointed pursuant to this Paragraph.

Appears in 1 contract

Sources: Lease (Kana Communications Inc)

Option to Extend. Provided that (a) Subject to the provisions of this Paragraph 3.4, the originally named Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option herein (the AOption@"Original Tenant") shall have the one (1) option to extend the Lease Term of this Lease for one (1) additional term of five (5) years (the "Option Term"), by delivering written notice to Landlord ("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 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 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 "Option Period"), commencing upon date of such appointment in the expiration leasing of comparable commercial properties in the vicinity of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraphBuilding. Neither Landlord nor Tenant shall exercise each Option by delivering consult with such broker or lawyer as to Landlord, on a date that is his or her opinion as to Fair Market Rental Rate prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) appointment. The determination of the exercise arbitrator shall be limited solely to the issue of the Option to extend this Lease whether Landlord's or Tenant's submitted Fair Market Rental Rate for the Option Period, time being of Premises is the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal closer to the greater of: (i) the “Prevailing actual Fair Market Rent” (as defined in Paragraph 4.2 below) Rental Rate for the Premises as determined by the arbitrator, taking into account the requirements of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated as provided in this Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period3.

Appears in 1 contract

Sources: Lease (Therma Wave Inc)

Option to Extend. (a) Provided that that, at the time of 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 (defined below)), and (iii) Tenant shall not have sublet more than thirty-five percent (35%) of the Premises (other than to any entity permitted under Section 6.l(b) and any space occupied by governmental or quasi­ governmental entities with which Tenant is not then partnering to provide services) (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord's sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease for one two (12) additional extended terms (each an "Extended Term") of five (5) year period years each by giving written notice to Landlord not later than twelve (the "Option Period"), commencing upon 12) months and no sooner than fifteen (15) months prior to the 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 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 and Tenant shall have no further option to extend the Term of this Lease, and provided that Tenant complies with all . Each Extended Term shall commence on the day immediately succeeding the expiration date of the terms Term and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering to Landlord, end on a date that is prior to the date upon which day immediately preceding the Option Period would commence fifth (if such option is exercised5th) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) anniversary of the exercise first day of the Option to extend this Lease for the Option Period, time being of the essenceExtended Term. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option Each Extended Term shall automatically expire and be of no further force or effect. All of on all the terms and conditions of this Lease shall apply Lease, except: (A) during the Option Periodsecond Extended Term, except that Tenant shall have no further option to extend the initial Monthly Term, (B) the Basic Rent during the Option Period for each Extended Term shall be equal to the greater of: of (ix) the “Prevailing Fair Market Rent” Rental Value of the Premises as of the commencement of such Extended Term, taking into account all relevant factors, determined pursuant to Section 2.3(b) below and (y) the Basic Rent in effect for the final Lease Year of the prior Term, increased by 3.25%, (C) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant's occupancy during any Extended Term, and (D) and Landlord shall not be required to provide any work allowance, reimburse Tenant for any alterations made or to be made by Tenant, or grant Tenant any rent concession. (b) Promptly after receiving Tenant's notice extending the Term of this Lease pursuant to Section 2.3(a) above, Landlord shall provide Tenant with Landlord's good faith estimate of the Fair Market Rental Value (as defined in Paragraph 4.2 Section 2.3(c) below) of the Premises for the Premises as of six applicable Extended Term, but in no event shall Landlord be required to deliver such estimate sooner than twelve (612) months prior to the expiration date of the Term. 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 reach agreement thereon within thirty (30) days after the delivery of such notice by Landlord, then each party shall submit their best and final determination of Fair Market Rental Value to one another (each a "Final FMV Determination"), and if following ten (10) days after receipt of the final determination, the parties are unable to reach agreement thereon, 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 thirty (30) day period, the Fair Market Rental Value of the Premises shall be the Final FMV Determination as submitted by the party initiating arbitration. 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 Columbus 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 applicable Extended Term shall be determined by the method commonly known as Baseball Arbitration, whereby Landlord's selected arbitrator and ▇▇▇▇▇▇'s selected arbitrator and the third arbitrator must select one or the other of the party's Final FMV Determination (it being understood that the third arbitrator shall be expressly prohibited from selecting a compromise figure). The third arbitrator's decision shall be binding on both Landlord and Tenant. Each arbitrator shall be a commercial real estate broker who is independent from the parties and who has not worked for either party or their affiliates in the prior five (5) years and who has at least ten (10) years' experience in comparable buildings in the New Albany area. Each party shall pay the fees of its own arbitrator, and the fees of the third arbitrator shall be shared equally by the parties. In the event Tenant initiates the aforesaid arbitration process and as of the commencement of the Option Period or (ii) applicable Extended Term the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise amount of the Option, any prior tenant that Basic Rent for the Extended Term has not been expressly released from liability under this Leasedetermined, 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 such Extended Term if necessary. In the event that such determination shall result in an overpayment by Tenant of any Basic Rent, such overpayment shall be paid by Landlord to Tenant promptly after such determination has been made, and if such determination shall result in an underpayment by Tenant of any guarantor Basic Rent, Tenant shall pay any such amounts to Landlord promptly following such determination. (c) For purposes of this Section 2.3, the determination of"Fair Market Rental Value" shall mean the then fair market rental value of the Premises taking into account all then-relevant factors, whether favorable to Landlord or Tenant's performance hereunder shall expressly reaffirm , and based upon rental rates agreed to in writing comparable transactions executed within twelve (12) months prior to such determination with new tenants for comparable space in the extension Building and comparable transactions that landlords of their liability other first-class laboratory and pharmaceutical manufacturing buildings in the New Albany, Ohio area (or if unavailable, in other U.S. markets with respect similar concentrations of like-kind lab/manufacturing uses) have agreed to this Lease accept with tenants of comparable creditworthiness for comparable space (in terms of condition, any and all Installations, Building location and floor location) of a comparable size, for a comparable use, for a nonrenewal term equal to the Option Periodapplicable Extended Term and commencing as of the first day of such Extended Term and taking into account all other relevant factors.

Appears in 1 contract

Sources: Lease Agreement (Hims & Hers Health, Inc.)

Option to Extend. Provided that (i) the Premises are not then subject to a sublease of more than 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 in Default (as defined in Section 18 below) hereunderdefault, 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 hereby grants to shall grant Tenant an option (the AOption@) right to extend the Lease Term of this Lease for one (1) additional five (5) year period (the "Option “Extension Period"), commencing upon at a Fixed Minimum Rent equal to the expiration greater of (i) the Term of last Base Rent paid for the Premises or (ii) then Current Market Rent and otherwise on the same terms and conditions as this Lease, and provided except that Tenant complies with all 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 terms and conditions set forth Lease Term shall be prorated on a per diem basis. The rental, as determined, shall be paid in this paragraphequal monthly installments. Tenant shall exercise each Option this option by delivering written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more than fifteen (15) months not less than twelve (12) months, a written notice (ATenant=s Notice@) months before the expiration of the exercise Lease Term. Thereupon, this Lease shall be deemed extended for an additional period of five (5) years, upon all of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of this Lease shall apply during and any Amendments made thereto with the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement exception of the Option Period or (ii) the Monthly Rent calculated annual rent as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodstipulated hereinabove.

Appears in 1 contract

Sources: Lease Agreement (Icad Inc)

Option to Extend. (a) Provided that no Event of Default shall have occurred which remains uncured and further provided that Tenant is or any permitted assignee or sublessee shall be in possession of the Leased Premises, Tenant shall have the right, exercisable by giving written notice ("First Renewal Notice") thereof to Landlord at least nine (9) months but not then in Default before twelve (as defined in Section 18 below12) hereunder, Landlord hereby grants months prior to Tenant an option (the AOption@) expiration of the original Term of this Lease to extend the Term of this Lease for one an additional term of sixty (160) additional five calendar months (5) year period (the "Option First Renewal Period")) upon all of the terms, commencing upon covenants and conditions contained in this Lease, except that the expiration Annual Base Rent for the First Renewal Period shall be as follows: 3/1 13 - the last day of $408,822.33 $34,068.53 February 2014 3/1/14 - the last day of $421,087.00 $35,090.58 February 2015 3/1/16 - the last day of $446,731.19 $37,227.60 February 2017 3/1/17 - the last day of $460,133.13 $38,344.43 February 2018 (b) Provided that no Event of Default shall have occurred which remains uncured, and further provided that Tenant or any permitted assignee or sublessee shall be in possession of the Leased Premises, and further provided the Term of this LeaseLease has been extended for the First Renewal Period, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option have the right, exercisable by delivering giving notice ("Second Renewal Notice") thereof to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by Landlord at least nine (9) months but not more than before twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement expiration of the Option Period or First Renewal Period, to extend the term of this Lease for an additional term of sixty (ii60) calendar months ("Second Renewal Period") upon the Monthly Rent calculated as provided terms, covenants and conditions contained in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing except that the extension of their liability with respect to this Lease Annual Base Rent for the Option Period.Second Renewal Period shall be as follows:

Appears in 1 contract

Sources: Industrial Building Lease (American Coin Merchandising Inc)

Option to Extend. Provided that the Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon the expiration occupation of the Term of this Lease, and provided that Tenant complies with all whole of the terms Leased Property, is not in default and conditions set forth has not been in default during the Term, then, upon delivery of written notice exercising this paragraph. Tenant shall exercise each Option by delivering to Landlord, on a date that is prior right given to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire months and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of not less than six (6) months before the expiration of the Term, the Tenant shall have the right to extend the Term of the Lease for the whole of the Leased Property for a period of ten (10) years commencing May 1, 2030 and expiring April 30, 2040 (the “Extended Term”). The Extended Term shall be on the same terms and conditions as the Term, including, without limitation, the obligation to pay Percentage Rent, save and except: (a) there will be no further right to extend the Extended Term; (b) the Basic Rent for the Extended Term shall be the then fair market basic rent rate for comparable premises in the area, provided that in no event shall such rate be less than the Basic Rent payable during the last twelve (12) month period immediately preceding the commencement of the Extended Term; (c) there shall be no leasehold improvement allowance, Landlord's work, rent free period, or other inducements; and (d) the parties shall execute a lease extension agreement prepared by the Landlord to reflect the terms of the Extended Term or at the Landlord's option, the Tenant shall execute the Landlord's then standard form of lease. If the parties are unable to agree on the Basic Rent for the Extended Term on or before the date that is sixty (60) days prior to the commencement of the Option Period or (ii) the Monthly Extended Term, then such Basic Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided determined by arbitration in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of accordance with the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Period.

Appears in 1 contract

Sources: Lease Agreement

Option to Extend. Provided that Tenant is not then in Default shall have two (as defined in Section 18 below2) hereunder, Landlord hereby grants options to Tenant an option extend (the AOption@"Extension Option") to extend the Term for periods of this Lease for one (1) additional five (5) year period years each (the foregoing option terms {or either of them) shall be referred to hereinafter sometimes individually or collectively as the "Option PeriodTerm"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering a binding written notice of exercise to LandlordLandlord ("Extension Notice"), on a date so that is prior Landlord receives the Extension Notice with respect to the date upon which the first Option Period would commence (if such option is exercised) by Term at least nine three hundred sixty (9360) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for the Option Period, time being of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the terms and conditions of this Lease shall apply during the Option Period, except that the initial Monthly Rent during the Option Period shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months days prior to the commencement of the first Option Period Term and so that Landlord receives the Extension Notice with respect to the second Option Term at least one hundred eighty (180) days prior to the commencement of the second Option Term. Tenant may exercise the Extension Option only if this Lease is in full force and effect and there is no uncured Event of Default, or any event the occurrence or existence which, with the passage of time or the giving of notice, or both, would constitute an Event of Default (ii) an "Incipient Default"), at the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s time of exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, right of renewal and any guarantor at the time of Tenant's performance hereunder shall expressly reaffirm in writing the extension commencement of their liability with respect to this Lease for the Option Period.Term, but Landlord shall have the right at its sole discretion to waive the nondefault conditions herein; provided, however, that if an Event of Default or Incipient Default exists at the time Tenant exercises the Extension option and Landlord does not elect to waive, Landlord shall provide written notice to Tenant of the existence and nature of such Event of Default or Incipient Default and Tenant shall be allowed an amount of time to cure such Event of Default or Incipient Default as is otherwise provided for curing

Appears in 1 contract

Sources: Lease (Inspire Insurance Solutions Inc)

Option to Extend. Provided that Tenant is not then in Default (as defined in Section 18 below) hereunder, Landlord hereby grants to Tenant an option (the AOption@) to extend the Term of this Lease for one (1) additional five (5) year period (the "Option Period"), commencing upon At the expiration of the Fourth Extended Term of this Lease, if this Lease shall then be in full force and provided that Tenant complies with all of effect and no default beyond the terms and conditions set forth in this paragraph. applicable cure period then exists, Tenant shall exercise each Option by delivering to Landlord, on a date that is prior to have the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for an extended term of five (5) Lease Years (the Option Period"Fifth Extended Term"), time being of upon the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effect. All of the same terms and conditions of stated in this Lease shall apply during the Option PeriodLease, except that the initial Monthly Annual Base Rent during the Option Period Fourth Extended Term shall be equal at the Market Rent as determined below, provided further, however, that (a) the Annual Base Rent payable during the Fourth Extended Term shall not be less than that payable during the final year of the Third Extended Term of this Lease; (b) Landlord shall have no obligation to do any work in the greater ofPremises or give any work allowance; (c) there shall be no rent abatement period; and (d) there shall be no further option to extend beyond the expiration of the Fourth Extended Term. In order to exercise the said option to extend, Tenant shall give Landlord written notice thereof not later than June 30, 2025. Tenant shall have no right to exercise its option to extend the Term, and any attempted exercise shall be void and of no effect, if: (i) the “Prevailing Market Rent” (as defined named Tenant has assigned this Lease or has at any time subleased, in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement aggregate, more than 50% of the Option Period Premises; or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and Tenant shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to default hereunder and such default shall not have been cured at the time of the attempted exercise or, if such default occurs after Tenant=s ’s attempted exercise of the Optionoption, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor at the time of Tenant's performance hereunder shall expressly reaffirm in writing the extension proposed commencement of their liability with respect to this Lease for the Option PeriodFourth Extended Term.

Appears in 1 contract

Sources: Lease (Nve Corp /New/)

Option to Extend. (a) Provided that that, at the time of such exercise, (i) the 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 is shall be in occupancy of the entire Premises for the conduct of its business and shall not then have assigned the Lease or sublet the Premises (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord’s sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this the Lease for one (1) additional five (5) year period extended term (the "Option Period"), commencing upon the expiration “Extended Term”) of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option three (3) years by delivering giving written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more later than twelve (12) months, a written notice months and not sooner than fourteen (ATenant=s Notice@14) months prior to the expiration date of the exercise Term. The effect of the Option giving of such notice of extension by Tenant shall be to automatically extend this the Term of the Lease for the Option PeriodExtended Term, time being and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, the Lease shall automatically terminate at the end of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option original Term and Tenant shall automatically expire and be of have no further force or effectoption to extend the Term of the Lease. All The Extended Term shall commence on the day immediately succeeding the expiration date of the current Term and shall end on the day immediately preceding the third (3rd) anniversary of the first day of the Extended Term. The Extended Term shall be on all the terms and conditions of this Lease shall apply the Lease, except: (x) during the Option PeriodExtended Term, except that Tenant shall have no further option to extend the initial Monthly Term, (y) the Base Rent for the Extended Term shall be the greater of (A) 95% of the Fair Market Rental Value of the Premises as of the commencement of the Extended Term, taking into account all relevant factors, determined pursuant to Section 6(b) below and (B) the Base Rent in effect for the last year of the prior Term, and (z) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy during the Option Period Extended Term and Landlord shall not be equal 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. (b) Promptly after receiving Tenant’s notice extending the greater of: (iTerm of the Lease pursuant to Section 6(a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the “Prevailing Fair Market Rent” Rental Value (as defined in Paragraph 4.2 Section 6(c) below) of the Premises for the upcoming Extended Term. 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, then the parties shall negotiate in good faith to reach agreement thereon within thirty (30) days after the delivery of such notice by Landlord. If the parties are unable to 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 nearest office of the American Arbitration Association. The Fair Market Rental Value of the Premises for the Extended Term 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) Business Days of the appointment of the third arbitrator and the third arbitrator shall render his or her decision within ten (10) days after receipt of both of the other two determinations of the Fair Market Rental Value of the Premises. The third arbitrator’s decision shall be binding on both Landlord and Tenant. All arbitrators shall be commercial real estate brokers who are independent from the parties and who have had at least ten (10) years experience leasing comparable buildings in the Merrimack area. Each party shall pay the fees of its own arbitrator, and the fees of the third arbitrator shall be shared equally by the parties. If as of six (6) months prior to the commencement of the Option Period or (ii) Extended Term the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise amount of the Option, any prior tenant that Base Rent for the Extended Term has not been expressly released from liability under this 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 been made, and if such determination shall result in an underpayment by Tenant of any Basic Rent, Tenant shall pay any such amounts to Landlord promptly following such determination. (c) As used in the Lease, the term “Fair Market Rental Value” shall mean the fixed rents that landlords of comparable buildings in the Merrimack area have agreed to accept, and any guarantor sophisticated nonaffiliated tenants of Tenant's performance hereunder shall expressly reaffirm comparable buildings have agreed to pay, in writing current arms-length, renewal transactions for comparable space (in terms of condition, improvements, floor location, view and floor height) of a comparable size for uses comparable to the extension of their liability with respect Permitted Use, for a term equal to this Lease for the Option Periodapplicable Extended Term and taking into account all other relevant factors.

Appears in 1 contract

Sources: Lease (Pennichuck Corp)

Option to Extend. Provided that Tenant is not then in Default (as defined default of any material terms, covenants or conditions contained in Section 18 below) hereunder, Landlord hereby grants to Tenant an this Lease at the time of Tenant's exercise of its option (the AOption@) to extend the Original Term, as hereinafter set forth, and provided further that the Tenant is not in default of any terms, covenants or conditions contained in this Lease at the time of the commencement of each extended term, Tenant shall have the right at its election to extend the Original Term of this Lease for one (1) additional five period commencing January 15, 2006 and terminating January 14, 2011 (5) year period (the hereinafter referred to as "Option" or "Option Period"), commencing upon as case may be) said Option Period shall be referred to as the expiration of the Term of this Lease"extended term", and provided further that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise each Option by delivering gives to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but not more than twelve (12) months, a Landlord written notice (ATenant=s Notice@) of the exercise of the Option to extend this Lease for election of the Option Period, time being at least twelve (12) months prior to the expiration of the essence. If Landlord fails to receive Tenant=s Notice within the time period provided, the Option shall automatically expire and be of no further force or effectOriginal Term. All of the terms same terms, covenants and conditions of this Lease contained shall apply during to the Option PeriodExtended Term, except that the initial Monthly Rent during the Option Period rent shall be equal to the greater of: (i) the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for the Premises as of six (6) months prior to the commencement of the Option Period or (ii) the Monthly Rent calculated adjusted as provided in Paragraph 4.1(c) belowArticle 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 adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a extended upon the giving of notice without the requirements of any action or the execution of further condition instruments on the part of Landlord and Tenant, except only to Tenant=s exercise of the Option, any prior tenant that has not been expressly released from liability under this Lease, extent to confirm Annual Fixed Rent and any guarantor percentage of Tenant's performance hereunder obligation for real estate taxes and operating expenses and the like. The Original Term and Extended Term shall expressly reaffirm in writing be collectively referred to as the extension of their liability with respect to this Lease for the Option Period"Term".

Appears in 1 contract

Sources: Lease Agreement (Benchmark Electronics Inc)

Option to Extend. (a) Provided that that, at the time of each such exercise, (i) this Lease is in full force and effect, (ii) no Default of Tenant shall have occurred and be continuing (either at the time of exercise or at the commencement of an Extended Term), and (iii) Tenant shall not have assigned this Lease or vacated or sublet more than 20,000 rentable square feet in the Premises, other than in connection with a transfer for which Landlord's consent is not then required under Article VI (any of which conditions described in Default clauses (as defined i), (ii), and (iii) may be waived by Landlord at any time in Section 18 below) hereunderLandlord's sole discretion), Landlord hereby grants to Tenant an shall have the right and option (the AOption@) to extend the Term of this Lease with respect to either the entire Premises, or only the portion of the Premises on the second floor, or only the portion of the Premises on the third floor, for one two extended terms (1each an "Extended Term") additional of five (5) year period (the "Option Period"), commencing upon the expiration of the Term of this Lease, and provided that Tenant complies with all of the terms and conditions set forth in this paragraph. Tenant shall exercise years each Option by delivering giving written notice to Landlord, on a date that is prior to the date upon which the Option Period would commence (if such option is exercised) by at least nine (9) but Landlord not more later than twelve (12) months, a written notice (ATenant=s Notice@) months prior to the expiration date of the exercise then current Term. The effective giving of such notice of extension by Tenant shall automatically extend the Option to extend Term of this Lease for the Option Periodapplicable Extended Term, time being and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, or if Tenant shall elect to extend the Term solely with respect to the second floor space or the third floor space, then this Lease shall automatically terminate with respect to the remainder of the essence. If Landlord fails to receive Tenant=s Notice within Premises at the time period providedend of the Initial Term, or the Option first Extended Term, as applicable, and Tenant shall automatically expire and be of have no further force option to extend the Term of this Lease with respect to such portion of the Premises. Each Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term, or effectthe expiration of the first Extended Term, as applicable, and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of the Extended Term. All of The Extended Terms shall be on all the terms and conditions of this Lease shall apply Lease, except: (i) during the Option Periodsecond Extended Term, except that Tenant shall have no further option to extend the Term, (ii) the Basic Rent for each Extended Term shall be ninety-five percent (95%) of the Fair Market Rental Value of the Premises as of the commencement of the Extended Term, taking into account all relevant factors, determined pursuant to paragraph (b) below; and (iii) if Tenant shall elect in such notice of extension to extend the Term for only the second floor space or the third floor space, the Premises thereafter shall solely refer to such space. (b) Promptly after receiving Tenant's notice extending the Term of this Lease pursuant to paragraph (a) above, but in no event sooner than eleven months prior to the end of the then current Term, 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 first-class office similar in size, build-out, amenities and term in the Medford/Charlestown area. 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 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, then the two arbitrators thus appointed shall make their own determination of Fair Market Rental Value and shall meet and confer in an effort to reconcile their respective determinations. If, within thirty (30) days after the appointment of the second arbitrator, the two arbitrators have not reached agreement, and if the difference between the two (2) determinations is less than ten percent (10%), then the average of the two determinations shall be the Fair Market Rental Value. If, however, the difference between the two (2) determinations is ten percent (10%) or more, then the two arbitrators shall, within ten (10) days after the expiration of such thirty (30) day period, appoint a third arbitrator; in the event the two initial Monthly Rent during arbitrators are unable timely to agree on the Option Period third arbitrator, then either may, on behalf of both, request such appointment by the American Arbitration Association, or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. In such event, the third arbitrator shall conduct its own independent investigation of the applicable Fair Market Rental Value within fifteen (15) days of his/her appointment; neither Landlord's arbitrator nor Tenant's arbitrator shall notify the third arbitrator of its determination. After the third arbitrator has completed its determination, the third arbitrator shall notify Landlord and Tenant of the date on which said arbitrator will discloses its determination, which date shall be at least five (5) days after the giving of such notice. Such disclosure shall take place in Landlord's office unless otherwise mutually agreed by the parties. In such case, the Fair Market Rental Value shall be the rent proposed by either Landlord's arbitrator or Tenant's arbitrator, whichever value is closer to the determination of the third arbitrator; if the two are equidistant from the third arbitrator, the Fair Market Rental Value shall be equal to the third arbitrator's determination. 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 of: (i) Boston area. Each party shall pay the “Prevailing Market Rent” (as defined in Paragraph 4.2 below) for fees of its own arbitrator, and the Premises as of six (6) months prior to the commencement fees of the Option Period or (ii) the Monthly Rent calculated as provided in Paragraph 4.1(c) below, and third arbitrator shall be adjusted annually thereafter as provided in Paragraph 4.1(c) below. As a further condition to Tenant=s exercise of shared equally by the Option, any prior tenant that has not been expressly released from liability under this Lease, and any guarantor of Tenant's performance hereunder shall expressly reaffirm in writing the extension of their liability with respect to this Lease for the Option Periodparties.

Appears in 1 contract

Sources: Lease Agreement (First Marblehead Corp)