Common use of Options to Extend Clause in Contracts

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease (Aei Net Lease Income & Growth Fund Xix Limited Partnership)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the right to extend the Lease Term (the “Extension Option”) for a period of two (2), five (5) years 5)-year periods (each (individually, "an “Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, ”) if at all, by Tenant (i) gives Landlord written notice of such election ("the “Option Notice") delivered by Tenant to Landlord not less later than one-hundred twenty ninety (12090) days nor more than three hundred sixty (360) days prior to before the end expiration of the initial then applicable Lease Term or Term; and (ii) there exists no uncured material default on the part of Tenant under the Lease (as described in Section 10.02 of the Original Lease) on the date of giving the Option Notice and on the date of the expiration of the then existing Option applicable Lease Term. The foregoing conditions are for the sole benefit of Landlord, as and Landlord, alone, shall have the case may be ("Exercise Window"). Notwithstanding right in its sole and absolute discretion to insist on strict observance with the foregoing, Tenant shall not be deemed foregoing conditions or to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement waive any of the applicable Option Termforegoing conditions. Provided Tenant has properly and timely exercised All of the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant apply during each Option Term (other than the obligation for Landlord to perform the improvements described in Section 4 of this 2nd Amendment, and other than the further right to extend the Lease Term after Tenant exercises the Extension Option for the second Option Term, which obligation and right shall be adjusted inapplicable). The Base Rent for the first year of the first Option Term shall be in the amount of $76,187/month, and shall increase annually thereafter at a rate of two percent (2%) per annum through and including the second Option Term (if applicable). If Tenant fails to deliver an Option Notice within the prescribed time period, then the Extension Option shall lapse and there shall be no further right to extend the Lease Term. Tenant’s right to exercise the Extension Option for the second Option Term shall be conditioned upon Tenant successfully exercising the Extension Option for the first Option Term. Except as set forth provided in this Section 5, Tenant shall have no right or option to extend the Lease Term, including, without limitation, the terms and conditions contained in Section 7 of the Summary. The term of this Rider to the Original Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease Agreement (United Stationers Inc)

Options to Extend. Landlord hereby grants to (a) Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term (the “Options to Extend”) for a period successive periods of five (5) years each (individuallythe “Extension Periods”), "subject to and on the terms set forth herein. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option Term" and collectivelyto Extend, "Option Terms"). Each Extension Option must be exercised, if at all, by written it shall give Landlord a notice ("Option the “Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty fifteen (12015) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Initial Term of this Lease Term or the then existing Option Termpreceding Extension Period, as the case may be ("Exercise Window")be. Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. FurtherThereafter, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Fair Market Rent (as defined in Article 3 Subsection (c) below) payable for the applicable Extension Period shall be determined in accordance with Subsection (d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the “Exercise Notice”) of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Option Term Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the “Extension Rent”) shall be adjusted equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Extension Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the “Fair Market Rent”). (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord’s determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord’s determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within such ten (10) day period of Tenant’s agreement with or objection to Landlord’s determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord’s determination of the Fair Market Rent as set forth in Section 7 the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant’s objection to Landlord’s determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant’s appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an “Arbitrator”). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord’s appointment of the Summarysecond Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the “Third Arbitrator”), who shall be instructed to determine the Fair Market Rent for the applicable Extension Period within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The term of this Leasecost for the Third Arbitrator, as may if any, shall be extended shared equally by any Option Term, is hereinafter collectively referred to as the "Lease TermLandlord and Tenant."

Appears in 1 contract

Sources: Lease Agreement (BioMed Realty Trust Inc)

Options to Extend. Provided no Event of Default under this Lease has ----------------- occurred and is continuing, Tenant shall have the right and option, exercisable by giving Landlord hereby grants written notice at least nine (9) months prior to Tenant (individuallythe expiration of the then current Lease Term, "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term for a period two (2) additional periods of five (5) years each (individuallyeach, an "Option Extended Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by and, upon the giving of such notice, this Lease shall automatically be extended for such five (5) year periods and no further agreement of extension need be executed. In the event that Tenant fails to give such notice to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to as herein provided, this Lease shall automatically terminate at the end of the initial then current Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, and Tenant shall not have no further right or option to extend this Lease. Each Extended Term shall be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice upon the same covenants, agreements, provisions, terms and conditions as during the applicable Exercise Windoworiginal Lease Term except that the Annual Fixed Rent during each Extended Term shall equal the Fair Market Rent for the Leased Premises. Further, The "Fair Market Rent" for the Extension Options shall, at Landlord's election, become null Leased Premises shall mean the rent for comparable space in a Class A mid-rise building in upper Bucks County for a new tenant entering into a new five (5) year lease and void and of no further force and effect if Tenant is with the Operating Expense Allowance being adjusted to reflect the expense allowance used in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at calculating the time Tenant attempts to exercise such Extension Option or, following such exercise, Fair Market Rent. At least twelve (12) months prior to the commencement expiration of the applicable Option then current Lease Term, Tenant may request Landlord to quote the Fair Market Rent effective for the first day of the Extended Term. Provided If Tenant has properly objects thereto, Landlord and timely exercised Tenant shall negotiate for a period of thirty (30) days to determine whether the applicable Extension OptionFair Market Rent can be agreed upon. In the event Landlord and Tenant cannot agree on the Fair Market Rent within such thirty (30) day period, Landlord and Tenant shall mutually select a real estate appraiser (MAI or equal) knowledgeable of rents obtained in Class A mid-rise office buildings in upper Bucks County, Landlord shall submit to such appraiser the Lease Term lowest Annual Fixed Rent which Landlord is willing to accept, together with any information with respect thereto that Landlord deems relevant and Tenant shall submit to such appraiser the highest Annual Fixed Rent which Tenant is willing to pay, together with any information with respect thereto that Tenant deems relevant, and the appraiser will then select which of Landlord's or Tenant's submissions most clearly reflect the Fair Market Rent for Class A mid-rise office buildings in upper Bucks County for new leases for a five (5) year term as aforesaid. The appraiser's decision shall be extended for rendered within forty-five (45) days following his selection and to determine the period specified above, and all terms, covenants and conditions Fair Market Rent of the Lease shall remain unmodified and in full force and effect except that Base Rent (Leased Premises as defined in Article 3 below) payable by Tenant during each Option Term aforesaid. Such determination shall be adjusted as set forth in Section 7 of the Summary. The term of this Leasefinal, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termbinding and conclusive on Landlord and Tenant."

Appears in 1 contract

Sources: Lease Agreement (Collagenex Pharmaceuticals Inc)

Options to Extend. Landlord hereby grants 15.1 So long as Simplex Solutions, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have one option to extend the term of this Lease Term with respect to the entirety of the Leased Premises, for a period of five sixty (560) years each months from the expiration initial Lease Term (individually, the "Option Term" and collectively, "Option TermsExtension Period"). Each Extension Option must , subject to the following conditions: (a) the option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not less more than one-two hundred twenty seventy (120270) days nor more less than three two hundred sixty (360) and ten days prior to the end expiration of the Lease Term; (b) Anything herein to the contrary notwithstanding, if Tenant is in default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises the extension option or on the commencement date of the Extension Period, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option to extend upon notice to Tenant. 15.2 In the event the option is exercised in a timely fashion, the Lease shall be extended for the term of the Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for each extension period shall be the "Fair Market Rent" for the Leased Premises. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Leased Premises below the amount due from Tenant for the preceding portion of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that which Base Monthly Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termhad been fixed."

Appears in 1 contract

Sources: Lease Agreement (Simplex Solutions Inc)

Options to Extend. Subject to the provisions of Section 24(a)(ix) above and provided that no Default shall have occurred and be continuing at the time this Option is exercised, Landlord hereby grants to Tenant three (individually, "Extension Option" and 3) successive options (collectively, the "Extension OptionsOPTIONS", and each an "OPTION") four (4) -successive options to extend the Lease Term of this Lease for a period three (3) successive periods of five (5) years consecutive Lease Years each. Tenant may exercise each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, only by giving Landlord written notice ("Option Notice") delivered by Tenant to Landlord thereof not less than one-hundred twenty twelve (12012) days nor months, no more than three hundred sixty eighteen (36018) days months prior to the end expiration of the then running initial or extended Lease Term or the then existing Option Term, as the case may be. The covenants, terms and conditions between Landlord and Tenant during each such extended term shall be ("Exercise Window"). Notwithstanding the foregoingsame as contained in this Lease for the initial Lease Term, except that Tenant shall not be deemed to have waived its no further right to exercise an Extension extend the Lease Term, and the Base Rent payable during each such extended term for which Tenant exercises this Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during shall be adjusted for the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this first Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement Year of the applicable Option Termto equal the greater of: a. one hundred and two percent (102%) of the Base Rent due for the preceding Lease Year; and b. Fair Market Rental of the Leased Premises as of the beginning of the extended term ("OPTION DATE") as hereinafter set forth: ' i. Between the three hundred sixty-fifth (365th) and one hundred eightieth (180th) day prior to the Option Date, Landlord and Tenant shall attempt to agree by a written and signed addendum to this Lease on the Fair Market Rental to be payable during such extended term. Provided If Landlord and Tenant are unable to agree on such Fair Market Rental or fail to execute the addendum by the one hundred eightieth (180th) day preceding the Option Date, then, within thirty (30) days thereafter Landlord and Tenant shall each select a Qualified Appraiser and use the appraisal mechanism set forth in Section 28 to determine the Fair Market Rental. ii. If for any reason the Fair Market Rental has not been determined as of the Option Date, Tenant shall continue to pay Base Rent to Landlord in an amount of Landlord's lowest proposal during the negotiations set forth in Section 27(b)(i) above, and, when the Fair Market Rental for the extended term is determined, Tenant within thirty (30) days following Landlord's notice thereof, shall pay to Landlord the amount of any increase for each month during which Tenant paid a lower monthly installment of Base Rent, or, if Tenant has properly and timely exercised over paid Base Rent, Tenant shall receive a credit for such amounts against Base Rent next coming due. c. Further, the applicable Extension Option, Base Rent for each Lease Year during an Option after the first Lease Year during said Option shall be increased by two percent (2%) over the preceding Lease Year. d. The exercise of all preceding Option(s) is a condition precedent to the exercise of any subsequent Option(s). e. Any references in this Lease to the Lease Term shall be mean the initial Lease Term as extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of pursuant to this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermSection."

Appears in 1 contract

Sources: Lease Agreement (Novellus Systems Inc)

Options to Extend. Landlord hereby grants Provided that Equinix, Inc., a Delaware corporation, or an Affiliate (as defined in Section 23.A. hereof) (said Equinix, Inc. or an Affiliate being hereinafter collectively referred to Tenant as "Equinix") (individuallyi) is not then in default in the payment of any Rent due under this Lease and is not then in Default in the performance of any of its other obligations under this Lease, and (ii) has not been in Default more than once during the immediately preceding two (2) years of the Term, in each case both at the time of exercise of the Renewal Option, as hereinafter defined, in question, and at the commencement of the Renewal Period, as hereinafter defined, in question, and is then in occupancy of the Premises at the time of exercise of the Renewal Option, as hereinafter defined, in question, and at the time of the commencement of the Renewal Period, as hereinafter defined, in question, Equinix shall have three (3) successive options (the "Extension Option" and collectively, "Extension Renewal Options") four (4) -successive options to extend the Lease Term of the Lease, each for a period of successive additional five (5) years each year period (individually, the "Option Renewal Periods") after the expiration of the Initial Term" and collectively, "Option Terms"). Each Extension Renewal Option must shall be exercised, if at all, exercisable only by written notice ("Option Notice") delivered given by Tenant Equinix to Landlord not less later than one-hundred twenty twelve (12012) days months, nor more earlier than three hundred sixty fifteen (36015) days months, prior to the end expiration of the initial Lease Term Term, or the Renewal Period then existing Option Termin effect, as the case may be. In the event that Equinix does not timely exercise a Renewal Option, said Renewal Option and all successive Renewal Options shall be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force or effect, time being of the essence in the exercise of each Renewal Option and effect if Tenant is it being acknowledged and agreed by Equinix that Landlord shall be entitled to rely on any failure by Equinix to give written notice of its exercise of its Renewal Option by the date set forth herein for such exercise thereof. All terms and conditions of this Lease shall be applicable during the Renewal Period except that the amount of Base Rent charged for each Renewal Period shall be the then "Prevailing Market Rent", which shall be the rent for comparable space in monetary default or material non-monetary default after applicable notice and expiration of cure periods comparable buildings in Loudoun County, Virginia; provided, however, that in no event shall the Prevailing Market Rent determined as aforesaid be deemed to be less than the Base Rent payable under this Lease at during the time Tenant attempts to exercise Lease Year immediately preceding the first Lease Year of the Renewal Period. If within thirty (30) days following delivery of Equinix's notice, Landlord and Equinix have not mutually agreed on the Prevailing Market Rent for the Renewal Period in question, then within ten (10) days after the expiration of such Extension Option orthirty-day period, following such exercise, prior each party shall file written notice to the commencement other setting forth the name and address of a Broker (as hereinafter defined) selected by such party who has agreed to act in such capacity, to determine the Prevailing Market Rent. If either party shall fall to select a Broker as aforesaid, the Prevailing Market Rent shall be determined by the Broker selected by the other party. Each Broker shall thereupon independently make his determination of the applicable Option TermPrevailing Market Rent within twenty (20) days after the appointment of the second Broker. Provided Tenant If the two Brokers' determinations are not the same, but the higher of such two values is not more than one hundred five percent (105%) of the lower of them, then the Prevailing Market Rent shall be deemed to be the average of the two values. If the higher of such two values is more than one hundred five percent (105%) of the lower of them, then the two Brokers shall jointly appoint a third Broker within ten (10) days after the second of the two determinations described above has properly been rendered. The third Broker shall independently make his determination of the Prevailing Market Rent within twenty (20) days after his appointment. The highest and timely exercised the applicable Extension Optionlowest determinations of value among the three Brokers shall be disregarded and the remaining determination shall be deemed to be the Prevailing Market Rent. Within thirty (30) days after the Prevailing Market Rent is determined as aforesaid, the parties shall execute an amendment to this Lease Term shall setting forth the new Rent to be extended paid for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermRenewal Period."

Appears in 1 contract

Sources: Deed of Lease (Equinix Inc)

Options to Extend. Landlord hereby grants to 38.1 Provided that as of the time of the giving of the Tenant's extension notice and the commencement date of the extension term, (x) Tenant is the Tenant originally named herein or successors or affiliates of Tenant, (individuallyy) Tenant actually occupies at least 75% of the Premises, "Extension Option" and collectively, "Extension Options"(z) four (4) -successive no uncured Event of Default exists; then Tenant shall have the successive options to extend the term of this Lease Term for a period of two (2) successive five (5) years year periods from and after the date of the expiration of the original term thereof. Tenant shall exercise each option of extension by notice to Landlord given not later than the last to occur of the date which is twelve (individually12) months prior to the expiration of the then current (initial or extended) term. However, "Option Term" in any event, the term of this Lease shall expire on the day scheduled therefor without extension if such option to extend shall not have been exercised by Tenant. If Tenant, having exercised an available extension option, is in occupancy of space during an extended term of this Lease and collectivelythe Base Rent and any other applicable charge have not been established for such period then Tenant shall be obligated to pay the Base Rent and any other charge for such period when established, "Option Terms")retroactively to the first day of the period following the expiration of the initial or an extended term of this Lease. Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Notice from Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial exercise of an option shall always be sufficient if notice thereof is given as required by the notice clause of this Lease Term or and if signed by an authorized officer of Tenant and such notice is accompanied by the then existing Option Termcertification of authority of such officer from a suitable attesting officer, such as a vice president of Tenant, and, upon the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver giving of such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furthernotice, the Extension Options shall, at Landlord's election, become null and void and term of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be automatically extended for the period specified abovenext ensuing, and without the requirement of the execution of any further instrument, upon all the terms, covenants provisions and conditions of the Lease shall remain unmodified and set forth in full force and effect this Lease, except that the Base Rent (as defined in Article 3 below) and other charges payable by Tenant during on account of each Option Term such extension shall be adjusted as set forth below and that there shall be no right to extend beyond those provided herein. (a) The Base Rent payable by Tenant to Landlord for the first extension term shall be the greater of (i) the Base Rent in Section 7 effect for the last year of the Summaryinitial term or (ii) an amount equal to the product of (x) the initial Base Rent determined under the Supplement to Lease Agreement and (y) 1.800944. (b) The Base Rent payable by Tenant to Landlord during the second extension term shall be the greater of (i) the Base Rent applicable to the last year of the previous extension terms or (ii) the then prevailing market rate for renewal leases of comparable space in the Denver Technological Center, taking into account the size of the Lease, the length of the renewal terms, market escalations and the credit of Tenant ("Fair Market Rent"). The term Base Rent shall not be further reduced by reason of any costs or expenses saved by Landlord by reason of Landlord's not having to find a new tenant for such premises (including, without limitation, brokerage commissions, costs of improvements, rent concessions or lost rental income during any vacancy period). In the event Landlord and Tenant fail to reach an agreement in writing as to such Base Rental rate at least six (6) months prior to the expiration of the Lease, then Tenant's exercise of the second renewal option shall be deemed withdrawn and the Lease shall terminate on the expiration date of the first extension period, unless Tenant or Landlord invokes the arbitration procedure provided below to determine the Fair Market Rent. (c) Arbitration to determine the Fair Market Rent shall be in accordance with the procedures set forth on attached Exhibit E; provided that the rules applied shall be the Real Estate Valuation Arbitration Rules of the American Arbitration Association. Either party may elect to arbitrate by sending written notice to the other party and the Denver area regional office of the American Arbitration Association within 5 days after the expiration of the negotiating period provided in Paragraph (b), invoking the binding arbitration provisions of this LeaseParagraph and Exhibit E. Notwithstanding any other provision herein or in Exhibit E, the Fair Market Rent determined by the arbitrator shall not be less than, and the arbitrator shall have no authority to determine a Fair Market Rent less than, the Base Rent in effect as may be extended by any Option Term, is hereinafter collectively referred to as of the "scheduled expiration of the Lease Term."

Appears in 1 contract

Sources: Build to Suit Lease Agreement (Edwards J D & Co)

Options to Extend. As additional consideration for the covenants of Tenant hereunder, Landlord hereby grants to unto Tenant two options (individually, each an "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Term of the Lease Term for a period two (2) additional terms of five (5) years (each (individually, an "Option Term" and collectively, "Option Terms"). Each Extension The Option must shall apply to all of the space currently under Lease at the time such Option is exercised and shall be exercised, if at all, by written on the following terms and conditions: A. Written notice (each "Option Tenant's Notice") delivered of Tenant's interest in exercising the applicable Option shall be given to Landlord (i) as to the first Option Term, no earlier than twelve (12) months and no later than nine (9) months prior to the expiration of the initial Term of the Lease; and (ii) as to the second Option Term, no earlier than twelve (12) months and no later than nine (9) months prior to the expiration of the first Option Term. Not later than thirty (30) days after receiving Tenant's Notice, Landlord shall give to Tenant notice of the rental rate applicable during the applicable Option Term, in accordance with subparagraph E below ("Landlord's Notice"). B. Tenant shall have fifteen (15) days following Tenant's receipt of Landlord's Notice within which to exercise the then applicable Option by delivering written notice of such exercise to Landlord under the rental rate set forth in Landlord's Notice. If Tenant timely exercises the then applicable Option, the Lease shall be deemed extended and thereafter the parties shall execute an amendment to the Lease setting forth the terms of the extension. C. Unless Landlord is timely notified by Tenant in accordance with subparagraphs A and B above, it shall be conclusively deemed that Tenant does not desire to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to exercise an Option, and the Lease shall expire in accordance with its terms, at the end of the initial Term of the Lease Term (or the then existing first Option Term, as the case may be ("Exercise Window"applicable). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its . D. Tenant's right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen shall be conditioned on: (15i) days after LandlordTenant's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during not being in default under the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to of exercise such Extension of the then applicable Option or, following such exercise, prior to or at the time of the commencement of the applicable Option Term. Provided Tenant has properly ; and timely exercised (ii) Tenant's not having subleased more than twenty-five percent (25%) of the Premises or assigned its interest under the Lease as of the commencement of the applicable Extension Option, Option Term or having vacated more than twenty-five percent (25%) of the Premises. E. The Options granted hereunder shall be upon the terms and conditions contained in the Lease Term except that there shall be extended for no further option to extend the period specified above, and all terms, covenants and conditions term of the Lease shall remain unmodified beyond the second Option Term and in full force and effect except that Base Rent (as defined in Article 3 below) payable the rental to be paid by Tenant to Landlord during each such Option Term shall be adjusted the comparable renewal rate for comparable renewal space in first-class office buildings in the Jefferson Corporate Center as set forth in Section 7 of the Summary. The date of Landlord's Notice, but in no event shall the rental rate be less than the rent (including Base Rent, Tenant's Percentage of Operating Expenses) which Tenant is paying immediately prior to the commencement of the then applicable Option Term. F. After exercise of the second Option above described, there shall be no further rights on the part of Tenant to extend the term of this the Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Office Building Lease (High Speed Access Corp)

Options to Extend. Landlord hereby grants to Tenant shall have the right (individually, "each an “Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term for a period two (2) consecutive periods of five (5) years (each (individually, "Option Term" an “Extension Period”) on the following terms and collectively, "Option Terms")conditions. Each If Tenant wishes to exercise an Extension Option must be exercised, if at all, by it shall give Landlord written notice ("Option the “Election Notice") delivered by Tenant to Landlord not less no later than one-hundred twenty twelve (12012) days nor more than three hundred sixty (360) days months prior to the end commencement of the initial Lease Term or Extension Period. Time is of the then existing Option Term, as the case may essence and late notice shall not be ("Exercise Window")effective. The Election Notice shall be irrevocable. Notwithstanding the foregoing, if either (a) an Event of Default is outstanding when Tenant delivers the Election Notice or at the time the Extension Period is to commence, or (b) within the immediately preceding twelve (12) months Landlord gave Tenant more than one (1) notice of an alleged default which ripened into an actual Event of Default, then Landlord shall not be deemed required to have waived its right give effect to Tenant’s Election Notice. If the above conditions are satisfied with respect to the exercise an of the Extension Option unless Tenant fails or if Landlord elects in its discretion to deliver such Option recognize the Election Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during even though the applicable Exercise Window. Furtherconditions are not satisfied, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, then the Lease Term shall be extended for on the period specified above, and all terms, covenants same legal terms and conditions of the contained in this Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term for the Extension Period shall be adjusted determined as set forth provided below and the applicable Extension Option shall be of no further force and effect. Landlord shall not be obligated to provide any concessions or allowances to Tenant or to pay any fee or commission to the brokers identified in Section 7 the Lease Summary if Tenant exercises an Extension Option (except as may otherwise have been agreed to by Landlord pursuant to any separate fully executed agreement between Landlord and said brokers). Tenant may not exercise the second Extension Option unless the first Extension Option was validly exercised. If Tenant exercises an Extension Option, Base Rent for the Extension Period shall be the Market Rent for the Premises during the Extension Period determined pursuant to Paragraph 4 below. Landlord and Tenant shall, upon request of either party after the determination of the Summary. The term of Market Rent, execute an amendment to this Lease, as to document the extension and the Market Rent applicable to the Extension Period. The Extension Options are personal to the Tenant originally named herein and any Permitted Transferee who has assumed all of Tenant’s obligations under this Lease and may not be extended exercised by or for the benefit of any Option Term, is hereinafter collectively referred to as the "Lease Termother party."

Appears in 1 contract

Sources: Office Lease Agreement (Qualtrics International Inc.)

Options to Extend. Provided Tenant is not in default under any of the terms, covenants or conditions of this Lease and subject to the terms and conditions set forth hereafter, Tenant is hereby granted the option to extend the term of Lease for the Premises leased hereunder for two consecutive five year periods: a) Tenant's option to extend this Lease is contingent upon Tenant also extending the term of lease for all the Buildings then leased within the Complex. It is further agreed that in the event Tenant does not lease all the buildings within the Complex, nevertheless, Tenant shall have the option to extend the lease on the buildings so leased per the terms of this paragraph 45. b) Tenant shall notify Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options in writing of Tenant's exercise of its option to extend the Lease Term for each Building leased within the Complex no less than 12 months prior to the earliest lease expiration date of any Building leased within the Complex. c) The Lease for each building within The Complex shall be extended for a period of five (5years commencing upon the day after the Lease termination date for such Building within the Complex and shall terminate five years later. d) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice The monthly Basic Rent during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term extended term shall be extended 16 as defined in paragraph 4A. e) The then current payment for the period specified above, and all terms, covenants and conditions Additional Rent described in paragraph 4 D of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 belowcontinue to be adjusted according to paragraph 4D of the Lease. f) payable This option to extend can be exercised solely by Tenant during each Option Term shall be adjusted as set forth in Section 7 for its sole use of the Summary. The term Premises (including any permitted subtenants and affiliates which in total do not exceed 25% of a Complex) and may not be transferred or assigned to any sublessee or other party, nor may this Lease, as may option be extended exercised by any Option Term, Tenant if more than 25% of a Complex is hereinafter collectively referred then subleased to as the "Lease Terma party other than Tenant or Tenant's affiliates."

Appears in 1 contract

Sources: Lease Agreement (Intuit Inc)

Options to Extend. Landlord hereby grants to (a) Provided that no Event of Default shall have occurred and be continuing, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the option to extend the Lease initial Term for a period two (2) successive periods of five (5) years each (individually, the "Option First Extension Term" or the "Second Extension Term," as the case may be, and collectively, the "Option Extension Terms") upon the same terms and conditions of this Lease in effect at the expiration of the initial Term or the First Extension Term, as the case may be, except that the Minimum Annual Rent (not including Additional Rent) for the Extension Terms shall be adjusted as set forth below (in each case, the "Rent Adjustment"). Each Extension Option must be exercisedTenant, if at allit elects to exercise either option to extend, shall do so by delivering written notice ("Option Notice") delivered by Tenant of such election to Landlord not less no later than one-hundred twenty one (1201) days nor more than three hundred sixty (360) days year prior to the end expiration of the initial Lease Term or the then existing Option First Extension Term, as the case may be. Unless Landlord otherwise agrees in writing, Tenant's rights under this Section shall terminate if Tenant fails to timely and properly exercise either option to extend. (b) The Rent Adjustment for the First Extension Term shall be an amount equal to the product obtained by multiplying the Minimum Annual Rent for the tenth (10th) lease year (not including Additional Rent) by one hundred and fifteen percent (115%). The Rent Adjustment for the Second Extension Term shall be determined as follows: Within twenty (20) days after receipt of Tenant's notice to extend, Landlord shall send written notice to Tenant of the "Exercise Windowprevailing rental rate" (based upon market rent for premises of comparable size, age, quality and tenant finish improvements as are found in the Earth City/Riverport area to a tenant of similar credit standing as Tenant, excluding free rent and other concessions) (the "Rental Criteria") and shall advise Tenant of Landlord's proposed Rent Adjustment, if any. If Tenant disagrees with Landlord's determination of prevailing rental rates (based on the Rental Criteria) and such proposed Rent Adjustment, Tenant may, but only within forty- five (45) days after receipt of Landlord's notice, require by written notice to Landlord that determination of the prevailing rental rate (based on the Rental Criteria) and determination of the Rent Adjustment be made by appraisers. In such event, within ten (10) days thereafter, each party shall select an MAI appraiser (i) with at least ten (10) years experience in appraising commercial property and buildings in the Earth City/Riverport area comparable to the Leased Premises, and (ii) currently certified under the continuing education program of The Appraisal Institute, or its successor (any such appraiser meeting the foregoing requirements to be hereinafter called an "Appraiser"). Notwithstanding The two Appraisers shall give their opinion of the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice prevailing rental rates (based on the Rental Criteria) within fifteen twenty (1520) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during their retention. In no event, however, shall the applicable Exercise Window. Further, Minimum Annual Rent in the Second Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at Term be less than the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base then Minimum Annual Rent (as defined in Article 3 below) payable by Tenant during each Option the First Extension Term. In the event that the opinions of the two Appraisers differ and, after good faith efforts over the succeeding twenty (20) day period, the Appraisers cannot mutually agree, the Appraisers shall immediately and jointly appoint a third Appraiser with the qualifications specified above. The Minimum Annual Rent during the Second Extension Term shall be adjusted established by the third Appraiser based on the Rental Criteria; provided, however, that said Rent Adjustment shall not be greater than the initial high appraisal or be less than the initial low appraisal. Each party shall pay its own costs for its Appraiser and shall equally share the costs of any third Appraiser. The parties shall immediately confirm the Rental Adjustment for the Second Extension Term in writing. The Minimum Monthly Rent during each Extension Term shall be an amount equal to one- twelfth (1/12) of the Minimum Annual Rent for each such Extension Term and shall be paid at the same time and in the same manner as set forth provided in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term3.01."

Appears in 1 contract

Sources: Office Lease (Unigraphics Solutions Inc)

Options to Extend. Landlord hereby grants to (a) Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term (the "Options to Extend") for a period successive periods of five ten (510) years each (individually, the "Option Term" and collectively, "Option TermsExtension Periods"), subject to and on the terms set forth herein. Each Extension Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option must be exercisedto Extend, if at all, by written it shall give Landlord a notice (the "Option Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty fifteen (12015) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Initial Term of this Lease Term or the then existing Option Termpreceding Extension Period, as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection ("Exercise Window")d) below. Notwithstanding After the foregoingapplicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event, of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Extension Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within fifteen such ten (1510) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's delivery to Tenant appointment of written notice notifying Tenant that Landlord failed to receive the second Arbitrator. On or before the expiration of such Option Notice during the applicable Exercise Window. Furtherthirty (30) day period, the Extension Options shall, at Landlord's election, become null and void and two Arbitrators shall confer to compare their respective determinations of no further force and effect if Tenant the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is in monetary default less than or material non-monetary default after applicable notice and expiration equal to ten percent (10%) of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior lower of said amounts then the final determination of the Fair Market Rent shall be equal to the commencement average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the applicable Option Term. Provided Tenant has properly and timely exercised two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension OptionPeriod within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (f) Regardless of the manner in which the Extension Rent is determined, the Lease Term Annual Fixed Rent for each Extension Period shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted subject to adjustment as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term4.1(b) hereof."

Appears in 1 contract

Sources: Lease (BioMed Realty Trust Inc)

Options to Extend. Landlord hereby grants to Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend renew the Lease Term for all or a period portion of the Premises (“Options to Extend”) for five (5) years each year lease terms (individuallyeach, "Option an “Extension Term" and collectively, "Option Terms"”) at the prevailing market rental rate at the time of commencement of the Extension Term for similar type properties in the general market area (“Fair Market Value”). Each Extension Option must be exercised, if at all, by Tenant shall provide written notice ("Option Notice") delivered by Tenant to Landlord of its intention to exercise its options to renew the Lease not less than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Lease Term or the then existing Option an Extension Term, as the case may be ("Exercise Window"). Notwithstanding the foregoingIn order to exercise Tenant’s options to extend, Tenant shall not have defaulted at any time during the initial lease term, or option period, beyond the stated cure date. For each Extension Term, the Base Year shall be deemed adjusted to have waived reflect the then current base year that is being offered to prospective tenants of the building, but in no event earlier that the year in which Tenant’s lease would expire. Within sixty (60) days of the beginning of any Extension Term, the Landlord shall provide an allowance of $7.00 per rentable square foot of the Premises for the refurbishment thereof. Landlord shall, within thirty (30) days after receipt of Tenant’s renewal notice, send to Tenant, Landlord’s proposed fair market rental value for the Leased Premises based on comparable buildings, for comparable tenants ("Landlord’s Rent") for the upcoming Renewal Term. Within ten (10) days thereafter, Tenant shall send to Landlord a notice stating either (i) Tenant’s agreement with Landlord’s Rent, in which event Base Rent shall be said amount payable by Tenant throughout the upcoming Renewal Term with any subsequent fair market annual increases, or (ii) Tenant’s evaluation of said prevailing fair market rental value ("Tenant’s Rent") with any subsequent fair market annual increases. If Landlord and Tenant are unable to agree in good faith upon said prevailing fair market rental value within twenty (20) business days (the “Good Faith Negotiation Period”) from the date of sending the notice described in (ii) above, then Tenant may elect to either (i) rescind its right renewal notice or (ii) consent to exercise an Extension Option unless the matter being determined by baseball arbitration pursuant to the paragraph below. Disputes between Landlord and Tenant with respect to the prevailing fair market rental value of the Leased Premises only shall be determined by baseball arbitration as provided in this paragraph. No other provision or issue arising under this Lease or any addendum hereto shall be subject to or determined by the provisions hereof. Landlord and Tenant shall each appoint a person as arbitrator who is a recognized authority on commercial office leasing in the City of Memphis, Tennessee and is not affiliated with either Landlord or Tenant in any way, within ten (10) business days after the expiration of the Good Faith Negotiation Period. Such appointment shall be signified in writing by each party to the other within such ten (10) business day period, and the arbitrators so appointed shall appoint within ten (10) days after the appointment of Tenant’s arbitrator and Landlord’s arbitrator a third arbitrator, who shall be a person who is a recognized authority on commercial office leasing in the City of Memphis, Tennessee and is not affiliated with Landlord or Tenant in any way. Said third arbitrator shall, after due consideration of all the relevant factors to be taken into account and any other information the arbitrator deems necessary, in good faith, make its own determination of the fair market rental value of the Premises within ten (10) days of his or her appointment (the “Arbitrator’s Rent”) and thereafter select either the Landlord’s Rent or the Tenant’s Rent, but no other, whichever is closest to the Arbitrator’s Rent (the “Final Rent Determination”), such determination to be made within twenty (20) days after the third arbitrator’s appointment. The Final Rent Determination decision shall be in writing and in duplicate, one counterpart thereof to be delivered to each of the parties hereto. The Final Rent Determination shall be binding, final, and conclusive on the parties. The fees of the arbitrators and the expenses incident to the proceedings shall be borne equally between Landlord and Tenant. The fees of respective counsel engaged by the parties, and the fees of expert witnesses and other witnesses called by the parties, shall be paid by the respective party engaging such counsel or calling or engaging such witnesses. If Tenant fails to deliver such Option Notice appoint an arbitrator in the manner and within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option orspecified above, following such exercise, prior to then the commencement prevailing fair market rental value of the applicable Option Term. Provided Tenant has properly and timely exercised Premises for the applicable Extension Option, the Lease upcoming Renewal Term shall be extended for the period Landlord’s Rent. If Landlord fails to appoint an arbitrator in the manner and within the time specified above, and all terms, covenants and conditions of then the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option prevailing fair market rental value for the upcoming Renewal Term shall be adjusted as set forth the Tenant’s Rent. If the parties’ arbitrators fail to appoint the third arbitrator within the time and in Section 7 the manner prescribed herein, then Landlord and Tenant shall jointly and promptly apply to the local office of the SummaryAmerican Arbitration Association for the appointment of the third arbitrator. The term As soon as reasonably practicable after the agreement to or determination of this Leasethe Base Rent rate that will apply during any applicable Renewal Term, Tenant shall deliver to Landlord a written notice (“Renewal Base Rent Notice”) that memorializes the Base Rent rate that is expected to apply during any such Renewal Term, as may be extended by any Option Term, is hereinafter collectively referred to as determined in accordance with the "Lease Termterms hereof."

Appears in 1 contract

Sources: Lease (Bioventus Inc.)

Options to Extend. 11.1 Subject to the provisions hereinafter set forth in this Article XI, Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term on the same terms, conditions and provisions as contained in this Lease, except as otherwise expressly provided herein, for a period three (3) periods of five (5) years each (individually, collectively the "Option TermExtension Periods," and collectively, or individually an "Option Terms"Extension Period," as applicable). Each If exercised in accordance herewith, the first Extension Option must Period shall commence on the first (1st) day after the Expiration Date and each successive Extension Period shall commence on the day after the expiration of the immediately preceding Extension Period. 11.2 Said options to extend each shall be exercised, if at all, by written notice exercisable in the following manner: ("Option Notice"a) delivered by Tenant to Landlord not Not less than one-hundred twenty ninety (120) days nor more than three hundred sixty (36090) days prior to the end Expiration Date or the last day of the initial Lease applicable Extension Period, Tenant, by written notice to Landlord ("Extension Notice"), may exercise Tenant's option to extend for the next occurring Extension Period. If an option to extend the Term, as the same may have been previously extended, is not extended in the aforesaid manner, the Term and Tenant's rights hereunder and its rights to occupy and possess the Premises shall expire on the Expiration Date, or the last day of the then existing Option Termapplicable Extension Period, as the case may be be. ("Exercise Window"). Notwithstanding the foregoingb) Subject to Section 11.3 hereof, if Tenant shall not be deemed to have waived its right to exercise delivers an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furtheras aforesaid, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended on the same terms, conditions and provisions as contained herein 11.3 Rent during the first Extension Period shall equal the Rent payable during the initial Term hereof, increased by the Increase Percentage, as that term is hereinafter defined, for the period specified aboveinitial Term. Rent during the remaining Extension Period(s) shall equal the Rent payable during the immediately preceding Extension Period, increased by the Increase Percentage for the immediately preceding Extension Period. "Increase Percentage" shall mean the aggregate sum, for each year during the Term or relevant Extension Period, as the case may be, of the lesser of (i) the percentage increase in the Consumer Price Index over the immediately preceding twelve (12) months, as calculated utilizing the Consumer Price Index for the month of June in the relevant year, and all terms(ii) Four and One-Half Percent (4.5%). By way of example only, covenants and conditions of if the Lease shall remain unmodified and annual increase in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this LeaseConsumer Price Index, as may calculated in accordance with the foregoing, during the initial Term is, respectively, 2%, 5%, 1%, 6% and 4.7%, the Increase Percentage to be extended by any Option Term, is hereinafter collectively referred to as used in calculating Rent payable during the "Lease Term."first Extension Period shall equal Sixteen and One-Half

Appears in 1 contract

Sources: Industrial Building Lease (LKQ Corp)

Options to Extend. (a) Landlord hereby grants to Tenant two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive successive options to extend the Lease Term (each, an “Extension Option”) for a an additional period of five one (51) years year each (individuallyeach, "Option an “Extension Term" ”), on the terms and collectivelysubject to the conditions set forth in this Paragraph; provided, "Option Terms"). Each however, that (i) the Extension Option must Options shall be exercised, if at all, by written notice ("Option Notice") delivered by Tenant only with respect to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end all of the initial Lease Term or Original Premises (as defined in the then existing Second Amendment of Lease); (ii) the second Extension Option Term, as the case may be ("Exercise Window"). Notwithstanding exercised only if the foregoing, Tenant shall not be deemed to have waived its right to exercise an first Extension Option unless Tenant fails to deliver such Option Notice within fifteen has been duly exercised; and (15iii) days after Landlord's delivery to Tenant if there is an Event of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease Default either at the time Tenant attempts to exercise such exercises an Extension Option or, following such exercise, or at any time thereafter prior to or upon the commencement of the applicable 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 Extension Option Term. Provided Tenant has properly and timely exercised to unilaterally revoke Tenant’s exercise of the applicable Extension Option, in which event this Lease shall expire on the then-current Expiration Date, unless sooner terminated pursuant to the terms hereof, and Tenant shall have no further rights under this Lease to renew or extend the Lease Term. (b) Tenant shall exercise an Extension Option, if at all, by giving Landlord unconditional, irrevocable written notice of such election not later than six (6) months prior to the then-current Expiration Date, the time of such exercise being of the essence. Subject to the provisions of this Paragraph, upon the giving of such notice, this Lease and the Lease Term shall be extended for without execution or delivery of any other or further documents, with the period specified same force and effect as if the applicable Extension Term had originally been included in the Term. (c) If Tenant exercises an Extension Option pursuant to Paragraph 27(b) above, and all of the terms, covenants and conditions of the this Lease shall remain unmodified and continue in full force and effect during the applicable Extension Term, except that Base Rent (i) the Basic Rental during the first Extension Term shall be ninety-five percent (95%) of the Prevailing Market Rate (as defined in Article 3 below) payable by Tenant for the Original Premises valued as of the commencement of the first Extension Term, as determined under Paragraph 27(d) below; (ii) the Basic Rental during each Option the second Extension Term shall be adjusted ninety-five percent (95%) of the Prevailing Market Rate for the Original Premises valued as of the commencement of the second Extension Term, as determined under Paragraph 27(d) below; (iii) Tenant shall continue to possess and occupy the Original Premises in their existing condition, “as is”, as of the commencement of each Extension Term, and Landlord shall have no obligation to repair, remodel, improve or alter the Original Premises, to perform any other construction or other work of improvement upon the Original Premises, or to provide Tenant with any construction or refurbishing allowance whatsoever; subject, however, to Landlord’s maintenance, repair and reconstruction obligations set forth elsewhere in Section 7 this Lease; and (iv) Tenant shall have no further rights to extend the Lease Term after the expiration of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease second Extension Term." (d) The Prevailing Market Rate shall be determined in the manner set forth hereinbelow; provided, however, that (i) in no event shall the Basic Annual Rental payable during the first Extension Term be less than the Basic Annual Rental payable for the twelve (12) month period immediately preceding the commencement of the first Extension Term; and (ii) in no event shall the Basic Annual Rental payable during the second Extension Term be less than the Basic Annual Rental payable for the twelve (12) month period immediately preceding the commencement of the second Extension Term. In making the comparisons under this Paragraph 27(d), Basic Annual Rental shall be expressed on a per rentable square foot basis.

Appears in 1 contract

Sources: Lease (Riverbed Technology, Inc.)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options"a) four (4) -successive options Borrower shall have the option to extend (the Lease Term for a period “First Option to Extend”) the Original Construction Loan Maturity Date to the First Extended Construction Loan Maturity Date, upon satisfaction of five each of the following conditions precedent: (5i) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by Borrower shall provide Bondowner Representative with written notice of Borrower’s request to exercise the First Option to Extend not more than ninety ("Option Notice"90) delivered by Tenant to Landlord days but not less than one-hundred twenty thirty (120) days nor more than three hundred sixty (36030) days prior to the end Original Construction Loan Maturity Date; (ii) As of the initial Lease Term date of Borrower’s delivery of notice of request to exercise the First Option to Extend, and as of the Original Construction Loan Maturity Date, no Default shall have occurred and be continuing, and no event or condition which, with the giving of notice or the then existing passage of time or both, would constitute a Default shall have occurred and be continuing, and Borrower shall so certify in writing; (iii) Borrower shall execute or cause the execution of all documents reasonably required by Bondowner Representative to exercise the First Option Termto Extend and shall deliver to Bondowner Representative, at Borrower’s sole cost and expense, such title insurance endorsements reasonably required by Bondowner Representative; (iv) There shall have occurred no material adverse change, as determined by Bondowner Representative in its sole discretion, in the case may financial condition of Borrower, General Partner or any Guarantor from that which existed as of the later of: (i) the Effective Date; or (ii) the date upon which the financial condition of such party was first represented to Bondowner Representative; (v) Borrower shall represent and warrant that the Partnership Documents and the Tax Credit Investor’s obligations to make the Capital Contributions thereunder, as approved by Bondowner Representative, are unamended and in full force and effect; (vi) The construction of the Project shall be one hundred percent ("Exercise Window"). Notwithstanding 100%) complete and free of all liens (other than liens that Borrower is diligently contesting in good faith and as to which Borrower has obtained bonds to the foregoingreasonable satisfaction of Bondowner Representative) as evidenced by Bondowner Representative’s receipt of mechanic’s lien free endorsements to the Title Policy, Tenant a Notice of Completion shall have been recorded, if applicable, and Borrower shall obtain and deliver to Bondowner Representative a copy of a temporary certificate of occupancy or certificate of occupancy issued by the appropriate Governmental Authority for the Project or equivalent evidence of Completion of the construction from the local jurisdiction, if any, and a certificate of completion from Architect in form and substance reasonably satisfactory to Bondowner Representative with a copy of the recorded notice of completion, if any; (vii) The Subordinate Loan Documents, Subsidy Contracts, HCD MHP Standard Agreement and HCD VHHP Standard Agreement shall be in full force and effect and Borrower shall be in compliance with all provisions thereof; (viii) The balance in the interest reserve as of the Original Construction Loan Maturity Date shall be sufficient to pay interest on the Loan until the First Extended Construction Loan Maturity Date; (ix) Not less than percent ( %) of the residential units in the Project shall be leased and not less than percent ( %) of the residential units in the Project shall be deemed occupied by tenants pursuant to leases which comply with the Regulatory Agreement and all other Restrictions recorded against the Property; (x) Borrower shall have waived its right provided evidence satisfactory to exercise an Extension Option unless Tenant fails Bondowner Representative of Borrower’s continued compliance with all TCAC achievement dates; (xi) Borrower shall have delivered to deliver such Option Notice within fifteen Bondowner Representative evidence satisfactory to Bondowner Representative that the date of expiration of HCD’s commitments to fund the HCD MHP Loan and HCD VHHP Loan shall be not less than thirty (1530) days after Landlord's delivery the First Extended Construction Loan Maturity Date, together with financial projections or other evidence satisfactory to Tenant Bondowner Representative demonstrating that the satisfaction of written notice notifying Tenant that Landlord failed all conditions to receive such Option Notice during the applicable Exercise Window. Furtherfunding of the HCD MHP Loan, HCD VHHP Loan and any other financing sources necessary for the Extension Options shall, at Landlord's election, become null and void and payoff of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, Loan shall be achieved prior to the commencement First Extended Construction Loan Maturity Date; and (xii) [Borrower shall pay to the Bondowner Representative on or before the Original Construction Loan Maturity Date an Extension Fee in the amount equal to % of the applicable original principal amount of the Loan.] Except as modified by the exercise of the First Option Term. Provided Tenant has properly and timely exercised the applicable Extension Optionto Extend, the Lease Term shall be extended for the period specified above, and all terms, covenants terms and conditions of this Agreement and the Lease other Loan Documents as modified and approved by Bondowner Representative shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termeffect."

Appears in 1 contract

Sources: Loan Agreement

Options to Extend. Landlord hereby grants to Tenant Tenant, two (individually2) options (the “Renewal Options”), "Extension Option" and collectively, "Extension Options") four (4) -successive options each to extend the Lease Term for a period of five (5) years each year period (individually, "Option Term" and collectively, "Option the “Renewal Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to after the end expiration of the initial Lease Term Term, or after the then existing Option expiration of the initial Renewal Term, as the case may be ("Exercise Window")be. Notwithstanding If exercised, and if the foregoingconditions applicable thereto have been satisfied, the Renewal Term shall commence immediately following the end of the initial Term or the initial Renewal Term, as the case may be. The Renewal Options herein granted to Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furthersubject to, and shall be exercised in accordance with, the Extension Options shallfollowing terms and conditions: (1) Tenant may exercise a Renewal Option with respect to all or a portion of the then-current Premises so along as the same contains at least two (2) full contiguous floors in the Building. Each Renewal Option shall be exercisable only by notice given by Tenant to Landlord not later than nineteen (19) months prior to the expiration of the initial Term or the initial Renewal Term, at Landlord's electionas the case may be. (2) All terms and conditions of this Lease shall be applicable during each Renewal Term, become null including, but not limited to, those set forth in Section 5 hereof except that the amount of Rent charged for each of the Renewal Terms shall be equal to ninety-five percent (95%) of the “Prevailing Market Rent” (as hereafter defined) for the portion of the Premises for which Tenant has exercised the subject Renewal Term. (3) If Tenant’s notice is not given timely, then Tenant’s subject Renewal Option, and void and any subsequent Renewal Option, shall be of no further force or effect (it being agreed that time shall be of the essence in Tenant’s delivery of such notice of exercise of its Renewal Options to Landlord and effect that, if Tenant such notice is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease not so delivered within the time aforesaid, Landlord will rely to its detriment on Tenant’s failure to give such notice). If a Material Default exists at the time Tenant attempts delivers to Landlord notice of Tenant’s exercise such Extension Option orof a Renewal Option, following such exercise, prior then Landlord may elect to the commencement invalidate Tenant’s exercise of the applicable subject Renewal Option Termby delivering notice to Tenant within five (5) business days after receipt of Tenant’s notice of exercise. Provided If such invalidation notice (i) is timely and properly delivered by Landlord to Tenant in accordance with the terms of this Lease, (ii) describes the subject Material Default in reasonable detail, and (iii) states that Landlord has properly elected pursuant to that notice and timely exercised the applicable Extension terms of this Section 45, to invalidate Tenant’s exercise of the subject Renewal Option, then Tenant’s notice of exercise of the Lease Term subject Renewal Option shall be extended invalid; provided, however, such invalidation shall not prevent Tenant from later exercising any Renewal Option through the last day permitted for the same under this Section 45. If Landlord fails to timely and properly deliver notice of invalidation with respect to a prior exercise by Tenant of a Renewal Option, then Tenant’s prior exercise of such Renewal Option shall remain valid and in effect. It is agreed that time shall be of the essence in Landlord’s delivery of an invalidation notice to Tenant in accordance with the foregoing, and if any such notice is not so timely and properly delivered within the period specified above, Tenant will rely to its detriment on Landlord’s failure to give such notice. (4) The term “Prevailing Market Rent” for purposes of this Lease shall mean what a willing, comparable, new, non-expansion, non-renewal, non-equity tenant would pay, and all a willing landlord of a comparable building located within the Ballston, Virginia submarket would accept, at arm’s length, for a comparable amount of office space for a comparable period of time, in either case giving appropriate consideration to: (i) the age, condition and location of the Building; (ii) the annual rental rates per rentable square foot; (iii) the standard of measurement by which the rentable square footage is measured; (iv) the ratio of rentable square feet to usable square feet; (v) the type of escalation clauses (including, without limitation, type, base year and stop); (vi) the extent of building services; (vii) the extent of liability under the escalation clauses (e.g. whether determined on a “net lease” basis or by increases over a particular base year or base dollar amount); (viii) abatement provisions reflecting free rent and/or no rent during the period of construction or any other period during the lease term; (ix) brokerage commissions, if any, which would be payable by Landlord in a comparable transaction; (x) length of the lease term; (xi) size and location of space being leased; (xii) building standard work letter and/or tenant improvement allowances, if any; (xiii) other economic concessions, if any; (xiv) Tenant’s creditworthiness; and (xv) other general applicable conditions of tenancy for a comparable new transaction, so that Tenant will obtain the same rent and other economic benefits that Landlord would otherwise give to any comparable prospective tenant and so that Landlord will make the same economic payments and concessions that Landlord would otherwise make in a comparable new transaction. If, for example, after applying the criteria set forth above, comparable leases provide a new tenant with comparable space at Thirty Dollars ($30.00) per rentable square foot, with a Ten Dollars ($10.00) operating expense allowance, three (3) months at no rent to construct improvements, four (4) months free rent, Fifty Dollars ($50.00) per rentable square foot tenant improvement allowance, a “lease takeover” obligation in the amount of One Hundred Thousand Dollars ($100,000.00), a brokerage commission of Fifty Thousand Dollars ($50,000.00), and certain other generally applicable economic terms, covenants the Prevailing Market Rent shall not be Thirty Dollars ($30.00) per rentable square foot only, but shall be the equivalent of Thirty Dollars ($30.00) per rentable square foot, a Ten Dollar ($10.00) operating expense allowance, three (3) months at no rent to construct improvements or three (3) months additional free rent in lieu of such construction period, an additional four (4) months free rent, Fifty Dollars ($50.00) per rentable square foot tenant improvement allowance or payment in lieu of such allowance, One Hundred Thousand Dollars ($100,000.00) cash payment in lieu of a lease takeover, Fifty Thousand Dollars ($50,000.00) cash payment in lieu of a brokerage commission (or, if a broker is retained by Tenant with respect to the subject space, a cash payment equal to the difference between Fifty Thousand Dollars ($50,000.00) and conditions the commissions payable to Tenant’s broker), and the other generally applicable economic terms; provided, however, that in no event shall the foregoing example be deemed to state or imply any obligation on the part of Landlord to make any cash payment to Tenant or to provide any of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as types of concessions set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termsuch example."

Appears in 1 contract

Sources: Deed of Lease (Watson Wyatt & Co Holdings)

Options to Extend. Landlord hereby grants to Provided Tenant (individuallyis not in default under any of the terms, "Extension Option" covenants and collectivelyconditions hereof at the time of the exercise of its option, "Extension Options") Tenant shall have four (4) -successive consecutive options to extend the Lease Term term of this lease for a period of five eight (5) 8) years each (individually, "Option Term" and collectively, "Option Terms")each. Each Extension Option must such option shall be exercised, if at all, exercised by Tenant giving Landlord a written notice that it is exercising the same at least six ("Option Notice"6) delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days months prior to the end date upon which this lease would otherwise terminate if such option were not exercised. In computing this six (6) month period the provisions of Article 10 shall be disregarded. Any extended term hereof, pursuant to the exercise of said option or options, shall be subject to all of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified this lease, save and in full force and effect except that Base Rent (the rental for the applicable extended term or terms shall be the fair market rental value of the demised premises as defined of the time of the commencement of the applicable extended term. If the parties hereto shall be unable to agree as to the fair market rental value for the extended term or terms, then it shall be determined by arbitration in Article 3 below) accordance with the rules of the American Arbitration Association then in effect and judgment upon the award may be entered in any court having jurisdiction thereof. Any improvements constructed on the demised premises by Tenant at its expense shall not be taken into consideration by determining the fair market value. In the event the monthly rental for the first extended term hereof is not determined prior to the commencement of such extended term, Tenant shall pay Landlord monthly rental at the rate payable during the immediately preceding extension until such monthly rental is determined. In the event the monthly rental as finally determined exceeds the monthly rental therefore paid by Tenant to Landlord for any such extension, rental shall be due following the determination of such monthly rental in addition to the monthly rental due for said month, an amount equal to the sum total of the difference between monthly rental therefore paid to Landlord by Tenant during each Option Term shall such extended term and the actual monthly rental so determined to be adjusted as set forth in Section 7 due hereunder for such portion of the Summaryextended term. The In the event the monthly rental as actually determined for the extended term is less than that theretofore paid to Landlord by Tenant, Landlord shall remit to Tenant, following the determination of this Leasesuch monthly rental, as may an amount equal to the sum total of the difference between monthly rental theretofore paid to Landlord by Tenant during such extended term and the actual monthly rental so determined to be due hereunder for such portion of the extended by term. However, in no event shall the monthly rental during any Option Term, is hereinafter collectively referred to as the "Lease Termextended period be less than One Thousand Six-Hundred and Sixty-six Dollars and Sixty-seven Cents ($1,666.67)."

Appears in 1 contract

Sources: Ground Lease (Tehama Bancorp)

Options to Extend. Landlord hereby grants to (a) Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term (the "Options to Extend") for a period successive periods of five (5) years each (individually, the "Option Term" and collectively, "Option TermsExtension Periods"), subject to and on the terms set forth herein. Each Extension Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option must be exercisedto Extend, if at all, by written it shall give Landlord a notice (the "Option Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty fifteen (12015) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Initial Term of this Lease Term or the then existing Option Termpreceding Extension Period, as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection ("Exercise Window")d) below. Notwithstanding After the foregoingapplicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area then comprising the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Extension, Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within fifteen such ten (1510) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to fee Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's delivery to Tenant appointment of written notice notifying Tenant that Landlord failed to receive the second Arbitrator. On or before the expiration of such Option Notice during the applicable Exercise Window. Furtherthirty (30) day period, the Extension Options shalltwo Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior Fair Market Rent shall be equal to the commencement average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the applicable Option Term. Provided Tenant has properly and timely exercised two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension OptionPeriod within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, the Lease Term if any, shall be extended for the period specified above, shared equally by Landlord and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermTenant."

Appears in 1 contract

Sources: Lease (BioMed Realty Trust Inc)

Options to Extend. Landlord hereby grants to OPTION TO EXTEND. Tenant (individuallyshall have the right and option, "Extension Option" which said option and collectivelyright shall not be severed from this Lease or separately assigned, "Extension Options") four (4) -successive options mortgaged or transferred, to extend the Term of this Lease Term for a period two (2) additional consecutive periods of five (5) years each (individually, hereinafter referred to respectively as the "Option TermFirst Extension Period" and collectively, the "Option TermsSecond Extension Period" and sometimes individually as an "Extension Period"). Each Extension Option must be exercised, if provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at all, by written notice least nine ("Option Notice"9) delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days full calendar months prior to the end expiration of (i) the Original Term in the case of the initial Lease Term or option with respect to the then existing Option Term, as First Extension Period and (ii) the First Extension Period in the case may be of the option with respect to the Second Extension Period and ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen b) no Event of Default (15) days after Landlord's delivery to Tenant expiration of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease periods, if any) shall exist at the time of giving each applicable notice and on the date of the commencement of each respective Extension Period and (c) the original Tenant attempts to exercise such Extension Option or, following such exercise, prior to named in this Lease or its Affiliate is itself occupying the entire Premises both at the time of giving the applicable notice and at the time of commencement of the applicable Option TermExtension Period. Provided Tenant has properly Except for the amount of Annual Fixed Rent (which is to be determined as hereinafter provided), all the terms, covenants, conditions, provisions and timely exercised the applicable Extension Option, agreements in the Lease contained shall be applicable to the additional periods through which the Term of this Lease shall be extended as aforesaid, except that there shall be no further options to extend the Term of this Lease beyond the Second Extension Period, nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of each such option to extend in the manner and within the time period specified aboveprovided aforesaid, and all terms, covenants and conditions the Term of the this Lease shall remain unmodified and 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 to the extent necessary to determine the Annual Fixed Rent as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in full force and effect except that Base Rent its sole discretion, to waive (as defined in Article 3 belowwriting) payable by Tenant during each Option Term shall be adjusted as any condition precedent set forth in Section 7 clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the Summary. The term exercise of any such option as aforesaid or if any of the conditions set forth above are not satisfied as and when specified herein, Tenant shall have no right to extend the Original Term of this Lease, time being of the essence of the foregoing provisions. Failure of Tenant to timely exercise its option with respect to the First Extension Period shall terminate Tenant's rights with respect to the option for the Second Extension Period. Any termination of this Lease Agreement shall terminate the rights hereby granted Tenant. The Annual Fixed Rent payable for each twelve (12) month period during each Extension Period shall be 97.5% of the Fair Market Rental Value (as may be extended by any Option Term, said term is hereinafter collectively referred to defined) calculated an each case as of commencement of the "Lease Term."applicable Extension Period but in no event less than the Annual Fixed Rent plus Additional

Appears in 1 contract

Sources: Lease (Genzyme Transgenics Corp)

Options to Extend. Landlord hereby grants to Provided that Tenant is not then in default under the terms of this Lease, Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive successive options to extend the Lease Term term hereof, each extension to be for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms")years. Each Extension Option must of said options shall be exercised, if at all, exercised by written notice ("Option Notice") to Landlord, delivered by Tenant to Landlord not less than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end expiration of said term. Each of the option periods shall be on the same terms and conditions contained herein except that the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice Guaranteed Minimum Monthly Rental during the applicable Exercise Window. Further, initial option period shall be an amount determined by multiplying the Extension Options shall, at Landlord's election, become null and void and of no further force and Guaranteed Minimum Monthly Rental in effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to upon the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised initial lease term by a fraction (i) which fraction shall have as its numerator the applicable Extension Option, the Lease Term shall be extended Consumer Price Index in effect for the period specified above, and all terms, covenants and conditions month preceding the commencement of the Lease option period and (ii) which fraction shall remain unmodified and have as its denominator the Consumer Price Index in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 for the month preceding the commencement of the Summaryinitial lease term. The term However, in no event shall the initial Guaranteed Minimum Monthly Rental during the initial option period be less than the Guaranteed Minimum Monthly Rental in effect immediately preceding the commencement of the option period. Effective on July 1st of each year during the option periods of this Lease, the Guaranteed Minimum Monthly Rental shall be adjusted by multiplying the Guaranteed Minimum Monthly Rental then in effect by a fraction, (i) which fraction shall have as may its numerator the Consumer Price Index for the preceding month of June and (ii) which fraction shall have as its denominator the Consumer Price Index for the month of June for the prior year (except during the first year of the initial option period of this Lease, the month during which the option period commences shall be extended used rather than June of the prior year). However, in no event shall the rent be reduced below that Guaranteed Minimum Monthly Rental in effect immediately preceding such adjustment. The Consumer Price Index to be used is the Consumer Price Index for All Urban Consumers - All Items, for the United States, published monthly by any Option Termthe United States Department of Labor, in which 1967 equals 100. If said Consumer Price Index is hereinafter collectively referred no longer published at the adjustment date, it shall be constructed by conversion tables included in such new Index. Landlord shall provide Tenant with a “shell building” consisting only of: exterior walls, not including the storefront (masonry and/or stud walls not including paint, drywall or insulation), foundations (not including concrete floor slab), roof, rear door at location to be approved by Landlord, and the following utilities: one (1) 200-amp service to be located in a separate electrical room and primary electrical conduits (without cable) to Tenant’s space; one (1) four inch (4”) sewer lateral stubbed to Tenant’s space, and one (1) one and one-half inch (1.5”) water service lateral (not including water meter or related fees). All utilities will be stubbed and capped to the demised premises. Tenant shall be responsible for furnishing and installing all secondary electrical conduit and/or wiring from the point of connection of Landlord’s work to the actual Tenant electrical panel. Tenant shall be responsible for all fees, permits, or utilities charges necessitated by Tenant’s use of the Premises. Tenant agrees to complete and fixturize said Premises in accordance with plans and specifications to be prepared by Tenant and approved by Landlord. Landlord shall pay to Tenant the sum of THIRTY THOUSAND DOLLARS ($30,000.00) as Landlord’s contribution to the "Lease Termcost of Tenant’s improve­ments, which sum shall be paid within ten (10) days following the commencement of the term hereof."

Appears in 1 contract

Sources: Sublease (1st Pacific Bancorp)

Options to Extend. Landlord hereby grants to a. Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive successive options to extend the Term of this Lease Term for a an additional period of five (5) years each (individually, the "Option Term" and collectively, "Option TermsRenewal Options"). Each Extension Option must , which Renewal Options shall each be exercised, if at all, exercised by serving written notice (the "Option Renewal Notice") delivered by Tenant to upon Landlord at least six (6) months, but not less than one-hundred twenty (120) days nor more than three hundred sixty twelve (36012) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercisemonths, prior to the commencement expiration of the applicable Initial Term (or then extended Option Term, if applicable) of the Lease (collectively the "Option Term(s)"); provided that such option is conditioned upon the Lease being in full force and effect, and there being no Event of Default existing under the Lease, at the time of delivery of the Renewal Notice. Provided Tenant has properly Any termination of the Lease during the Initial Term (or then extended Option Term, if applicable) shall terminate all rights of extension hereunder. b. Upon the service of the Renewal Notice, and timely exercised subject to the applicable Extension Optionconditions set forth herein, the Lease Term shall be extended for without the period specified abovenecessity of the execution of any further instrument or document. Such extended Term shall commence upon the expiration date of the initial Term (or then extended Option Term, if applicable) of the Lease, expire upon the expiration of sixty (60) months thereafter, and all be upon the same terms, covenants and conditions as provided in the Lease for the initial Term, except that the Base Rent during the extended Term of the Lease Renewal Options shall remain unmodified and in full force and effect except that Base Rent be the then Fair Market Rate (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. ). c. The term "Fair Market Rate" shall mean the annual amount per rentable square foot that a willing, comparable, non-equity, non-renewal, non-expansion, new tenant would pay and a willing, comparable landlord for comparable space of this Leasea warehouse/office building in San Antonio, as may be extended by any Option Term, is hereinafter collectively referred to as Texas (the "Lease Term.Comparison Area") would accept at arm's length, giving appropriate consideration to, without limiting the scope thereof, annual rental rates per rentable square foot, the type of lease escalation clauses (including, but without limitation, operating expense, real estate taxes, CPI), the extent of liability under the escalation clauses (e.g., whether determined on a "net lease" basis or by

Appears in 1 contract

Sources: Lease Agreement (Solo Serve Corp)

Options to Extend. Landlord SECTION 2.1. Tenant shall have, and is hereby grants to Tenant given, eight (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive 8) separate options to extend the Lease initial Term upon the terms, covenants, and provisions herein contained, for a period successive periods of five (5) years each (individually, "Option Term" and collectively, "Option Terms")each. Each Extension Option must such option shall be exercised, if at all, by written notice ("Option Notice") delivered exercisable by Tenant giving notice to Landlord of Tenant’s intention to exercise the same provided Tenant is not then in default under this Lease, not less than one-hundred twenty twelve (12012) days nor more than three hundred sixty (360) days months prior to the end expiration date of the initial Lease Term Term, or the expiration date of the then existing Option current extended Term, as the case may be ("Exercise Window"). Notwithstanding the foregoingbe; provided that, if Tenant shall not be deemed fail to have waived its give any such notice within the aforesaid time limit, Tenant’s right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen its option shall nevertheless continue until thirty (1530) days after Landlord shall have given Tenant notice of Landlord's delivery ’s election to terminate such option and Tenant of written notice notifying Tenant that Landlord failed to receive may exercise such Option Notice during option at any time until the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at said thirty (30) day period or the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement end of the applicable Option then existing Term, whichever occurs first. SECTION 2.2. Provided Tenant has properly and timely exercised It is the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions intention of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option parties to avoid forfeiture of Tenant’s rights to extend the Term shall be adjusted as under any of the options set forth in Section 7 2.1 through inadvertent failure to give notice of exercise thereof within the time limits prescribed. Accordingly, if Tenant shall fail to give notice to Landlord of Tenant’s election to extend the Term for any of the Summary. The term extended Terms and if Landlord shall fail to give notice to Tenant of Landlord’s election to terminate Tenant’s right to extend this LeaseLease under the option applicable thereto, then and so often as may such event shall occur, the Term shall be automatically extended from year to year upon all of the terms and conditions then in effect (provided, however, annual fixed rent shall be at the rate that would have been in effect had Tenant exercised its option to extend the Term), subject to Tenant’s right under such option to extend the Term for the remainder of the extended Term covered thereby and to Landlord’s right to place the thirty (30) day limit on such option by any Option Term, is hereinafter collectively referred to as a notice in the "Lease Termmanner provided in Section 2.1."

Appears in 1 contract

Sources: Sublease (Generation Income Properties, Inc.)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options to Lessee may extend the Lease Term for a one (1) additional period of five (5) years each (individuallythe "EXTENDED TERM") upon all the terms and conditions of this Lease, "Option Term" subject to the following terms, conditions and collectively, "Option Terms")exceptions. Each Extension Option Lessee must be exercisedexercise the Option, if at all, by giving written notice of its intention to do so no earlier than nine ("Option Notice"9) delivered by Tenant to Landlord not less and no later than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end of the initial Original Term: (a) Lessee's option shall automatically terminate upon any transfer, assignment, sublease, conveyance, hypothecation or encumbrance of the Lease (except to a Permitted Transferee) for which Lessor's consent is required, or if the use of the Premises specified in Paragraph 1.8 and 6 is changed without the consent of Lessor. (b) Base Rent for the first Extended Term or shall be equal to the then existing Option Fair Market Rate (the "FMRR") of the Premises as of the commencement of such Extended Term. As used herein, FMRR shall mean the rent that a willing lessee would pay to a willing lessor, with neither party under any financial duress, in an arm's length transaction, for property similar to the Premises, as the case may Premises are then improved (and taking into account that there shall be no free rent period and no payment of broker's commissions), in the market area in which the Premises are located. Not more than nine (9), nor less than six (6) months before the end of the Original Term, Lessee shall provide Lessor with its written notice that it wishes to exercise its option as provided for herein. Within thirty (30) days of Lessor's receipt of such notice, Lessor shall provide Lessee, in writing, its good faith opinion of the FMRR of the Premises as of the end of such term ("Exercise WindowLESSOR'S FMRR NOTICE"). Notwithstanding If Lessee objects to Lessor's determination of the foregoingFMRR of the Premises for the Extended Term, Tenant Lessee shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice notify Lessor in writing, within fifteen (15) days after Landlordreceipt of Lessor's delivery notice of the FMRR, that Lessee disagrees with Lessor's determination. The parties shall then attempt to Tenant agree upon the FMRR. In the event that Lessor and Lessee are unable to agree upon the FMRR of written the Premises within thirty (30) days of Lessor's receipt of Lessee's notice notifying Tenant that Landlord failed it disagrees with the Lessor's FMRR Notice, then the FMRR shall be determined by appraisal in the manner provided below. Until the appraisal procedures are finalized, Lessee shall continue to receive such Option Notice during pay Lessor the applicable Exercise Window. Further, amount of Base Rent due immediately preceding the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this the Lease at Term. After the time Tenant attempts determination of the appraisers is final, Lessee shall promptly make payment to exercise such Extension Option orLessor for any underpayment of Base Rent owing for prior months. The FMRR of the Premises shall be determined as follows: The Premises shall be appraised by an MAI appraiser chosen by Lessor ("FIRST APPRAISAL") and the appraisal report forwarded to Lessee. If the First Appraisal is deemed unacceptable by Lessee, following such exercisethen Lessee shall so advise Lessor in writing within ten (10) working days after receipt of the First Appraisal and Lessee shall have the right to engage an MAI appraiser to appraise the Premises ("SECOND APPRAISAL") and the appraisal report forwarded to Lessor. In the event Lessor shall deem the Second Appraisal unacceptable, then Lessor shall advise Lessee within ten (10) working days after receipt of the Second Appraisal, and the first appraiser and second appraiser shall together choose a third MAI appraiser who shall appraise the Premises (the "THIRD APPRAISAL") and forward the appraisal report to Lessor and Lessee. The cost of the second appraisal shall be borne by Lessee, and the cost of the third Appraiser, if any, shall be shared equally by the parties. All Appraisers shall have no less than five (5) years experience (up to and including the date of instituting the appraisal process, of appraising property like the Premises, in the market area where the Premises are located. If the Third Appraiser is greater than the highest or lower than the lowest of the First and Second Appraisals, then the FMRR for the Premises shall be the average of the First and Second Appraisals. If the Third Appraisal is not greater than the highest nor lower than the lowest of the First and Second Appraisals, then the FMRR for the Premises shall be the sum of the three appraisals, divided by three (3). The appraisal process shall commence no later than forty-five (45) days prior to the commencement effect date of the applicable Option Term. Provided Tenant has properly Extended Term and timely exercised the applicable Extension Option, the Lease Term shall be extended for concluded within thirty (30) days after the period specified above, and all terms, covenants and conditions start of the Lease appraisal process. Notwithstanding anything else herein to the contrary, in no event shall remain unmodified and in full force and effect except that the Base Rent (as defined for any Extended Term be less than that in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 effect at the end of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease prior Term."

Appears in 1 contract

Sources: Standard Industrial/Commercial Single Tenant Lease Net (Converse Inc)

Options to Extend. (a) On or before the date which is not less than fourteen (14) full calendar months prior to expiration of (a) the Initial Term in the case of Tenant's option with respect to the First Extension Period (as hereafter defined) and (b) as applicable, the First Extension Period in the case of Tenant's option with respect to the Second Extension Period (as hereafter defined). Tenant shall have the right to provide Landlord hereby grants with a written request (a "Rent Request") requesting that Landlord provide Tenant with written notice (a "Rent Designation") of the Basic Rent Landlord projects to be the Basic Rent for the Premises during the applicable Extension Period for which a Rent Request is made. Landlord shall provide its Rent Designation to Tenant within 21 days after its receipt of the Rent Request from Tenant. Tenant's right to request a Rent Designation from Landlord is merely for purposes of discussion and information only and neither Landlord nor Tenant shall be bound in any manner thereby. The mere act of Tenant giving Landlord a Rent Request and Landlord providing a Rent Designation shall create no liability or obligation on the part of Landlord or Tenant with respect to any Extension Period and Landlord and Tenant shall only be bound with respect to any Extension Period if Tenant shall timely and properly exercise its option with respect to the applicable Extension Period as hereafter set forth. (individuallyb) Whether or not Tenant shall give Landlord a Rent Request pursuant to the foregoing provisions of Section 14.27(a), "Extension Option" Tenant shall nevertheless have the right and collectivelyoption, "Extension Options") four (4) -successive options which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the Lease Initial Term for a period two (2) -56- 62 additional consecutive periods of five (5) years each (individuallyhereinafter respectively referred to as the "First Extension Period" and the "Second Extension Period" and sometimes generically as an "Extension Period"), provided that (a) Tenant shall give Landlord notice (an "Option Term" Notice") of Tenant's exercise of each such option at least twelve full calendar months prior to the expiration of (i) the Initial Term in the case of the option with respect to the First Extension Period and collectively(ii) the First Extension Period in the case of the option with respect to the Second Extension Period and (b) no Default of Tenant (after expiration of applicable notice and cure periods, "Option Terms"if any) shall exist at the time of giving each applicable notice (c) the original Tenant named in this Lease (or an assignee or sublessee permitted in accordance with the provisions of Section 6.1(b) of this Lease) is itself occupying the entire Premises both at the time of giving the applicable notice and at the time of commencement of each respective Extension Period and (d) Tenant shall fail to give Landlord a Revocation Notice (as hereafter defined) within ten (10) days after the Tenant's receipt of the determination of Fair Market Rental Value as hereafter provided (if Fair Market Rental Value for the applicable Extension is determined by the appraisal process hereafter described). Each Except for the amount of Basic 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 periods through which the Term of this Lease shall be extended as aforesaid, except that (a) there shall be no further options to extend the Term of this Lease beyond the Second Extension Period, no Elevator Up-Grade, no Lobby Renovation Work or Lobby Allowance nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any Allowance or any inducement payments of any kind or nature and (b) Base Taxes, Base Operating Expenses and Base Utility Expenses shall be adjusted as hereafter set forth. If Tenant shall give an Option must Notice of its exercise of an option to extend in the manner and within the time period provided aforesaid and provided that Tenant shall not thereafter give Landlord a Revocation Notice within the time and manner herein specified, the Term of this Lease shall be exercisedextended without the requirement of any further attention on the part of either Landlord or Tenant. Landlord hereby reserves the right, if at allexercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (b) or (c) above. Upon the written request of Landlord, Tenant shall enter into an amendment of this Lease reflecting the extension of the Term of this Lease and the Basic Rent payable by Tenant during the Extension Period. Base Taxes for each respective Extension Period shall be the Taxes for the Tax -57- 63 Year in which the first day of the applicable Extension Period shall fall. Likewise, the Base Operating Expenses and Base Utility Expenses for each respective Extension Period shall be the Operating Expenses and Utility Expenses, respectively for the Operating Year in which the first day of the applicable Extension Period shall fall. If Tenant shall fail to exercise any such option as aforesaid as and when specified herein, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. Failure of Tenant to timely exercise its option with respect to the First Extension Period shall terminate Tenant's rights with respect to the option for the Second Extension Period unless waived in writing by Landlord (in Landlord's discretion). Any termination of this Lease Agreement shall terminate the rights hereby granted Tenant. The Basic Rent payable for each twelve (12) month period during each Extension Period shall be the Fair Market Rental Value (as said term is hereinafter defined) calculated in each case as of commencement of the applicable Extension Period but in no event less than the Basic Rent per annum plus Escalation Charges payable for and with respect to the 12 calendar month period immediately preceding commencement of the applicable Extension Period. Dispute as to Fair Market Value. Landlord shall initially designate the Fair Market Rental Value and shall furnish data in support of such designation by written notice to Tenant within thirty (30) days after receipt of Tenant's Option Notice exercising the option for the applicable Extension Period. Such designation by Landlord need not be in the amount specified in any Rent Designation previously given by Landlord pursuant to Section 14.27(a) above and shall be determined by Landlord in Landlord's sole and absolute discretion. If Tenant disagrees with Landlord's designation of the Fair Market Rental Value, Tenant shall have the right, by written notice (a "Option NoticeCall for Rent Determination") delivered by Tenant given to Landlord not less than one-hundred twenty within ten (12010) days nor more than three hundred sixty after Tenant has been notified of Landlord's designation pursuant to this paragraph, to submit such Fair Market Rental Value to be determined as follows: The Landlord and Tenant shall each appoint a Qualified Officer (360as said term is hereinafter defined) and shall designate the Qualified Officer so appointed by notice to the other party within 15 days after the Tenant's Call for Rent Determination. The two Qualified Officers so appointed shall meet within ten (10) days prior after both Qualified Officers are designated in an attempt to agree upon the end of Fair Market Rental Value for the initial Lease Term or the then existing Option Termapplicable Extension Period and if, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery both Qualified Officers are designated, the two Qualified Officers do not agree upon the Fair Market Rental Upon determination of the Fair Market Rental Value as aforesaid (unless such determination shall be made by mutual agreement of Landlord and Tenant outside of the Qualified Officer process described above), Tenant shall have a period of ten (10) days within which to Tenant of give Landlord written notice notifying Tenant that Landlord failed to receive such of its revocation of its Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts with respect to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension OptionPeriod (such written notice of revocation being a "Revocation Notice"), time being of the essence. In the event that Tenant shall fail or neglect to give Landlord a Revocation Notice within the time and manner specified above, Tenant shall be deemed to have accepted the determination of Fair Market Rental value as determined as set forth above and the Term of this Lease Term shall be extended to include the applicable Extension Period at the Basic Rent so determined as the Fair Market Rental Value. In the event that Tenant shall give Landlord a Revocation Notice within the time and manner hereinabove set forth, time being of the essence, then, Tenant shall be deemed to have revoked its Option Notice and the Term of this Lease shall not be extended to include the applicable Extension Period for which it was given but the Term of this Lease shall be temporarily extended for an additional period of nine (9) full calendar months (the "Short Term Extension") beginning as of the day immediately following the last day of (a) the Initial Term (in the case of a Revocation Notice -59- 65 with respect to an Option Notice for the First Extension Period) or (b) the last day of the First Extension Period (in the case of a Revocation Notice with respect to an Option Notice for the Second Extension Period). Basic Rent per rentable square foot per annum payable during the Short Term Extension shall be at an annual rate equal to the sum of (i) the Basic Rent per square foot per annum payable during the last twelve months, as applicable, of (a) the Initial Term (in the case of a Short Term Extension resulting from a Revocation Notice relating to the First Extension Period) and (b) the First Extension Period (in the case of a Short Term Extension resulting from a Revocation Notice relating to the Second Extension Period plus (ii) $1.00 per rentable square foot (for example, if the Basic Rent for such 12 month period specified were $23.00 per rentable square foot per annum, the Basic Rent payable during the subject Short Term Extension would be $24.00 ($23.00 + $1.00 = $24.00). Except for the amount of Basic Rent which shall be as set forth above, all of the terms and all terms, covenants and conditions provisions of the Lease shall remain unmodified and in full force and effect apply during the Short Term Extension, except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term there shall be adjusted as set forth in Section 7 no option to extend beyond the last day of the SummaryShort Term Extension. The term Accordingly, the provisions of Section 14.19 of this Lease shall apply to any holding over beyond expiration of the Short Term Extension as if the last day of the Short Term Extension were the last day of the Term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease Agreement (Cyrk Inc)

Options to Extend. Landlord hereby grants 19.1 So long as Redback Networks, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the ninth year of the Lease Term (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve (12) months nor less than one-hundred twenty nine (1209) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial ninth year of the Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default under any of the terms, covenants or material non-monetary default after applicable notice and expiration conditions of cure periods under this Lease Lease, either at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to exercises either extension option or on the commencement date of the applicable Option Term. Provided Tenant has properly First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and timely exercised remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 19.2 In the event the applicable Extension Optionoption is exercised in a timely fashion, the Lease Term shall be extended for the term of the applicable extension period specified above, and upon all terms, covenants of the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may provided that the Base Monthly Rent for each extension period shall be extended by any Option Term, is hereinafter collectively referred to as ninety-five percent (95%) of the "Lease Term.Fair Market Rent" for the Leased Premises, increased as set forth below. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly

Appears in 1 contract

Sources: Lease (Redback Networks Inc)

Options to Extend. Landlord hereby grants to (a) Tenant shall have one (individually, "Extension Option" and collectively, "Extension Options"1) four (4) -successive options option to extend the Term of this Lease Term (the "Option to Extend") for a period of five (5) years each (individually, the "Option Term" and collectively, "Option TermsExtension Period"), subject to and on the terms set forth herein. Each Extension Tenant may only exercise the Option must be exercisedto Extend with respect to the entire Premises. If Tenant shall desire to exercise the Option to Extend, if at all, by written it shall give Landlord a notice (the "Option Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty fifteen (12015) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Lease Initial Term or of this Lease. Thereafter, the then existing Option Term, Fair Market Rent (as defined in Subsection (c) below) for the case may Extension Period shall be determined in accordance with Subsection ("Exercise Window")d) below. Notwithstanding After the foregoingFair Market Rent has been so determined, Tenant shall exercise the Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to the Option to Extend, Tenant shall be conclusively deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, the Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for the Option to Extend and on the date of commencement of the Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area then comprising the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during the Extension Period, except that the Annual Fixed Rent Rate during the Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for the Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to the Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within fifteen such ten (1510) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the Extension Period within thirty (30) days after Landlord's delivery appointment of the second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%0 , then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator") , who shall be instructed to determine the Fair Market Rent for the Extension Period within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. In no event shall the rent for the Extension Period be less than the rent paid by Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice under the Lease during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, lease year prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease Agreement (Curis Inc)

Options to Extend. Landlord hereby grants 15.1 So long as Ultratech Stepper, Inc. (or a Permitted Assignee) is the Tenant hereunder and occupies sixty five percent (65%) or more of the Leased Premises (PROVIDED if Ultratech Stepper, Inc. (or a Permitted Assignee) does not occupy the entirety of the Leased Premises, the full amount of the Letter of Credit must be maintained and/or reinstated by Tenant throughout the duration of the applicable Extension Period), and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the tenth year of the Lease Term (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve (12) months nor less than one-hundred twenty nine (1209) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial tenth year of the Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after beyond any applicable notice and expiration of cure periods under any of the terms, covenants or conditions of this Lease Lease, either at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to exercises either extension option or on the commencement date of the applicable Option Term. Provided Tenant has properly First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and timely exercised remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable Extension Optionoption is exercised in a timely fashion, the Lease Term shall be extended for the term of the applicable extension period specified above, and upon all terms, covenants of the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may provided that the Base Monthly Rent for each extension period shall be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermFair Market Rent" for the Leased Premises, increased as set forth below. For purposes hereof, "Fair Market Rent" shall mean, collectively, the Base Monthly Rent and any annual increases determined pursuant to the process described below."

Appears in 1 contract

Sources: Lease (Ultratech Stepper Inc)

Options to Extend. Landlord hereby grants to (a) Grant and Exercise of Option. Provided that (i) no default has occurred and is then continuing, and (ii) Tenant (individuallyoriginally named herein or its Permitted Transferee remains in possession of the Leased Premises, "Extension Option" and collectively, "Extension Options") four (4) -successive options Tenant shall have the option to extend the Lease Term for a period two (2) additional periods of five (5) years each (individually, each an "Option Extension Term" and collectively, "Option Terms"). Each Extension Option must Term shall be exercisedupon the same terms and conditions contained in the Lease except (x) this provision giving two (2) extension options shall be amended to reflect the remaining options to extend, if at allany, (y) any improvement allowances or other concessions applicable to the Leased Premises under the Lease shall not apply to the Extension Term, and (z) the Minimum Annual Rent shall be adjusted as set forth below (the "Rent Adjustment"). Tenant shall exercise each option by written notice delivering to Landlord, no later than one hundred eighty ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360180) days prior to the end expiration of the initial preceding term, written notice of Tenant's desire to extend the Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant Tenant's failure to timely exercise such option shall not be deemed to have waived its right to exercise an Extension Option unless a waiver of such option and any succeeding option. Landlord shall notify Tenant fails to deliver such Option Notice within fifteen of the amount of the Rent Adjustment no later than ninety (1590) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Extension Term. Provided Tenant has shall be deemed to have accepted the Rent Adjustment if it fails to deliver to Landlord a written objection thereto within five (5) business days after receipt thereof. If Tenant properly exercises its option to extend, Landlord and timely exercised the applicable Extension Option, Tenant shall execute an amendment to the Lease Term shall be extended (or, at Landlord's option, a new lease on the form then in use for the period specified above, and all terms, covenants Building) reflecting the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent Extension Term within thirty (as defined in Article 3 below30) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 days after Tenant's acceptance (or deemed acceptance) of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermRent Adjustment."

Appears in 1 contract

Sources: Lease (Puradyn Filter Technologies Inc)

Options to Extend. Landlord hereby grants to (a) If the Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend is not then in default under the Lease Term for a period of five (5) years each (individuallyand has not been in recurrent default under the Lease during the Term, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by the Tenant shall have the right on written notice ("Option Notice") request delivered by Tenant to the Landlord not less than one-hundred twenty six (1206) days nor more than three hundred sixty months prior to the expiry of the initial Term to extend the Term for the Building Premises for one(1) further period of ten (36010) years ( THE "FIRST EXTENSION TERM") after the expiry of the initial Term, on the same terms and conditions as set out in the Lease, save and except for any further option to extend and Base Rent for the Building Premises. The Base Rent payable during such Ten (10) year extension shall be the then current market rent for comparable unfixtured space in the vicinity of the Building and with similar exposure to Highway 400. If the parties are unable to agree on the Base Rent for the extended Term within ninety (90) days prior to the end expiry date of the then current Term, the Tenant shall have the right to submit the issue of the amount of the Base Rent payable during such first extension Term to arbitration in accordance with the Arbitrations Act, 1991 (Ontario). The Base Rent shall in any event be not less than the Base Rent paid by the Tenant in the twelve (12) months immediately preceding the expiry date of the Term. The costs of such arbitration shall be borne equally by both parties. The Tenant shall execute an extension agreement incorporating the terms and conditions of such extension, which may be in the form of the Landlord's then current Lease for the Building. If the Tenant fails or neglects to submit the issue of the Base Rent payable during such first extension to arbitration within the aforesaid ninety (90) days, the Tenant shall be deemed for all purposes of this Lease to have accepted the Base Rent stipulated by the Landlord. (b) If the Tenant has exercised the right to the first extension of the Term as aforesaid and is not then in default under the Lease and has not been in recurrent default under the Lease during the first extension of the Term, the Tenant shall have the right on written request delivered to the Landlord not less than six (6) months prior to the expiry of the first extension Term to extend the Term for the Building Premises for one (1) further period of ten(10) years ( the "SECOND EXTENSION TERM") on the same terms and conditions, save and except for any further option to extend and Base Rent, which shall be negotiated. The Base Rent payable during such second extension Term shall be the then current market rent for comparable unfixtured space in the vicinity of the Building and with similar exposure to Highway 400. If the parties are unable to agree on the Base Rent for the second extension Term within ninety( 90) days prior to the expiry date of the first extension Term, the Tenant shall have the right to submit the issue of the amount of Base Rent payable during such second extension Term to arbitration in accordance with the Arbitrations Act, 1991 (Ontario). The Base Rent in any event shall be not less than the Base Rent paid by the Tenant in the twelve (12) months immediately preceding the expiry date of the first extension Term. The costs of such arbitration shall be borne equally by both parties. The Tenant shall execute an extension agreement incorporating the terms and conditions of such extension, which may be in the form of the Landlord's then current Lease for the Building. If the Tenant fails or neglects to submit the issue of the Base Rent payable during such second extension Term to arbitration within the aforesaid ninety (90) days, the Tenant shall be deemed for all purposes of this Lease to have accepted the Base Rent stipulated by the Landlord. (c) If the Tenant is not then in default under the Lease and has not been in recurrent default under the Lease during the Term, the Tenant shall have the right on written request delivered to the Landlord not less than six (6) months prior to the expiry of the initial Lease Term or for the Land Area, to extend the Term for the Land Area for one(1) further period of ten (10) years ( THE " FIRST EXTENSION TERM") after the expiry of the initial Term, on the same terms and conditions as set out in the Lease, save and except for any further option to extend and Base Rent. The Base Rent payable during such Ten (10) year extension shall be the then existing Option Term, as current market rent for comparable unfixtured space in the case may be ("Exercise Window"). Notwithstanding vicinity of the foregoing, Tenant shall not be deemed Building and with similar exposure to have waived its right Highway 400.If the parties are unable to exercise an Extension Option unless Tenant fails to deliver such Option Notice agree on the Base Rent for the extended Term within fifteen (15ninety ( 90) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement expiry date of the applicable Option then current Term, the Tenant shall have the right to submit the issue of the amount of the Base Rent payable during such first extension Term to arbitration in accordance with the Arbitrations Act, 1991 (Ontario). The Base Rent shall in any event be not less than the Base Rent paid by the Tenant in the twelve (12) months immediately preceding the expiry date of the Term. Provided The costs of such arbitration shall be borne equally by both parties. The Tenant has properly shall execute an extension agreement incorporating the terms and timely exercised conditions of such extension, which may be in the applicable Extension Optionform of the Landlord's then current Lease for the Building. If the Tenant fails or neglects to submit the issue of the Base Rent payable during such first extension Term to arbitration within the aforesaid ninety (90) days, the Tenant shall be deemed for all purposes of this Lease to have accepted the Base Rent stipulated by the Landlord. The Tenant's option to extend the Term for the Land Area beyond the initial Term is conditional on the Landlord obtaining consent under the Planning Act, (Ontario) to extend the term of the Lease for the Land Area beyond the initial Term thereof. If the Landlord does not obtain such consent, the Lease for the Land Area shall terminate on the last day of the initial Term for the Land Area. All costs and expenses for related to the obtaining such consent under the Planning Act (Ontario) shall be borne by the Tenant, including , without limitation, all legal fees and disbursements in connection therewith. (d) If the Tenant has exercised the right to the first extension of the Term for the Land Area and the Landlord has obtained the consent for such extension required under the Planning Act, Ontario as aforesaid and the Tenant is not then in default under the Lease and has not been in recurrent default under the Lease during the first extension of the Term, the Tenant shall have the right on written request delivered to the Landlord not less than six (6) months prior to the expiry of the first extension Term to extend the Term for the Land Area for one (1) further period of fifteen(15) years ( the "SECOND EXTENSION TERM") on the same terms and conditions, save and except for any further option to extend and Base Rent, which shall be negotiated. The Base Rent payable during such second extension Term shall be extended the then current market rent for comparable unfixtured space in the vicinity of the Building and with similar exposure to Highway 400. If the parties are unable to agree on the Base Rent for the period specified abovesecond extension Term within ninety (90) days prior to the expiry date of the first extension Term, and all termsthe Tenant shall have the right to submit the issue of the amount of Base Rent payable during such second extension Term to arbitration in accordance with the Arbitrations Act, covenants 1991 (Ontario). The Base Rent in any event shall be not less than the Base Rent paid by the Tenant in the twelve (12) months immediately preceding the expiry date of the first extension Term. The costs of such arbitration shall be borne equally by both parties. The Tenant shall execute an extension agreement incorporating the terms and conditions of such extension, which may be in the form of the Landlord's then current Lease shall remain unmodified and in full force and effect except that for the Building. If the Tenant fails or neglects to submit the issue of the Base Rent payable during such second extension Term to arbitration within the aforesaid ninety (as defined in Article 3 below90) payable by days, the Tenant during each Option Term shall be adjusted as set forth deemed for all purposes of this Lease to have accepted the Base Rent stipulated by the Landlord. The option provided in Section 7 of 1.6(c) hereof to extend the SummaryTerm for the Land Area is conditional on and can only be exercised by the Tenant if the Tenant has exercised the option to extend the term for Building Premises pursuant to Section 1.6(a). The option provided in Section 1.6(d) hereof to extend the Term for the Land Area is conditional on and can only be exercised by the Tenant if the Tenant has exercised the option to extend the term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred for Building Premises pursuant to as the "Lease TermSection 1.6(b)."

Appears in 1 contract

Sources: Lease Agreement (Beaconsfield I Inc)

Options to Extend. Landlord hereby grants 15.1 So long as Digital Island, Inc. (or a Permitted Assignee) is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant shall have three (individually, 3) options to extend (each an "Extension Option" and collectively, "Extension Options") four (4) -successive options the term of this Lease with respect to extend the Lease Term entirety of the Leased Premises, for a period of five (5) years each (individually, each an "Option Term" and collectively, "Option TermsExtension Period"). , subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than fifteen months nor less than one-hundred twenty (120) days nor more than three hundred sixty (360) days twelve months prior to the end expiration of the initial eleventh (11th) year of the Lease Term or the expiration of the Extension Period then existing Option Termin effect, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default (beyond any applicable cure period) under any of the terms, covenants or material non-monetary default after applicable notice and expiration conditions of cure periods under this Lease Lease, either at the time Tenant attempts to exercise such exercises an Extension Option or, following such exercise, prior to or On the commencement date of the applicable Option Term. Provided Tenant has properly Extension Period, Landlord shall have, in addition to all of Landlord's other rights and timely exercised remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 1n the event the applicable Extension OptionOption is exercised in a timely fashion, the Lease Term shall be extended for the period specified above, and term of the applicable Extension Period upon all terms, covenants of the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may provided that the Base Monthly Rent for each extension period shall be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermFair Market Rent" for the Leased Premises, increased as set forth below. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent, that a third party tenant executing a five (5) year lease for leased premises of similar size and with similar quality improvements and tenant improvement allowance in Silicon Valley, taking into account any and all tenant inducements offered in connection with such leasing and the annual increases to Base Monthly Rent Set forth herein; provided however, that the "Fair Market Rent" shall not take into account the value of any alterations or improvements made to the Leased Premises by Tenant at Tenant's sole cost and expense, which "Fair Market Rent" shall be determined pursuant to the process described below. At the end of the first twelve (12) month period of any Extension Period, and at the end of each twelve (12) month period thereafter during any Extension Period, Base Monthly Rent shall be increased at a rate of 3.0% per annum compounded."

Appears in 1 contract

Sources: Lease (Digital Island Inc)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") shall have four (4) -successive successive options (the "EXTENSION OPTION(S)") to renew and extend the Lease Term for a period additional consecutive periods of five (5) years each (individuallyeach, an "Option Term" and collectively, "Option TermsEXTENDED TERM"). Each The Extension Option must Options shall be exercised, if at all, exercised by Tenant giving Landlord written notice thereof at least six ("Option Notice"6) delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days months prior to the end of the initial Lease Term or the then existing Option previous Extended Term, as the case may be (be; PROVIDED, that Tenant's Extension Option(s) will not in any event expire from failure to exercise the same if Landlord does not give or has not given an "Exercise Window"Deadline Notice" (as defined below). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery An "EXERCISE DEADLINE NOTICE" is a written notice given to Tenant at any time within the last year of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended stating as follows: "Pursuant to your Lease at Northlake, Illinois, you as Tenant have until [state deadline date that is 6 months before end of the current term] or until ten (10) business days after receipt of this letter, whichever is later, to exercise your option to extend the Lease Term for an additional 5 year term and FAILURE TO DO SO WILL RESULT IN THE LOSS OF YOUR EXTENSION OPTION(S) IN THE LEASE. NOTICE OF EXERCISE OF SUCH OPTIONS MAY BE GIVEN BY YOU AT ANY TIME AFTER YOUR RECEIPT OF THIS NOTICE, BUT MUST BE DELIVERED TO US BY SUCH DEADLINE DATE TO OUR ADDRESS FOR NOTICES UNDER THIS LEASE, WHICH IS AS FOLLOWS: [state then current address for notices]." During the period specified aboveExtended Term(s), and except as expressly provided in this Lease, all terms, covenants terms and conditions of the this Lease shall remain unmodified unamended and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termeffect."

Appears in 1 contract

Sources: Purchase Agreement (Aei Real Estate Fund Xviii Limited Partnership)

Options to Extend. Landlord hereby grants 15.1 So long as Juniper Networks, Inc. (or a Permitted Assignee) is the Tenant hereunder, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the last year of the Lease Term (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve (12) months nor less than one-hundred twenty nine (1209) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial last year of the Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default under any of the material terms, covenants or material non-monetary default after applicable notice and expiration conditions of cure periods under this Lease Lease, either at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to exercises either extension option or on the commencement date of the applicable Option Term. Provided Tenant has properly First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and timely exercised remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable Extension Optionoption is exercised in a timely fashion, the Lease Term shall be extended for the term of the applicable extension period specified above, and upon all terms, covenants of the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may provided that the Base Monthly Rent for each extension period shall be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermFair Market Rent" for the Leased Premises, determined as set forth below, with annual increases as determined as part of the process set forth below. 15.3 Within 30 days after receipt of Tenant's notice of exercise, Landlord shall notify Tenant in writing of Landlord's estimate of the Base Monthly Rent for the first year of the applicable extension period, and Landlord's estimate of annual increases. For purposes hereof, "Fair Market Rent" shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Within 30 days after receipt of such notice from Landlord, Tenant shall have the right either to (i) accept Landlord's estimate of Fair Market Rent or (ii) elect to arbitrate Landlord's estimate of Fair Market Rent, such arbitration to be conducted pursuant to the provisions hereof. Failure on the part of Tenant to require arbitration of Fair Market Rent within such 30-day period shall constitute acceptance of the Fair

Appears in 1 contract

Sources: Lease Agreement (Juniper Networks Inc)

Options to Extend. As consideration for the consent of Landlord herein set forth, Lease Paragraph 43 (“Second Five Year Option to Extend”) and Paragraph 3 to Amendment No. 3 dated April 16, 1997 (“Third Five Year Option to Extend”) are hereby deleted in their entirety and shall be replaced with the following: A. SECOND FIVE YEAR OPTION TO EXTEND: Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options an option to extend this Lease Agreement (“Option to Extend” or the Lease Term “Option”) for a period of an additional five years (5“Second Extended Term”) years each (individually, "Option Term" upon the following terms and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by conditions: 1) Tenant shall give Landlord written notice of Tenant’s exercise of this Option to Extend at least one hundred eighty ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360180) days prior to the end expiration of the initial Lease Term or pursuant to Paragraph A hereof (not later than April 3, 2011), in which event the Term of the Lease shall be considered extended for an additional five (5) years, subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then existing current Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option Term, to Extend); and (iii) this Paragraph 2.A thereafter deleted. In the event that Tenant fails to timely exercise Tenant’s Option as the case may be ("Exercise Window"). Notwithstanding the foregoingset forth herein in writing, Tenant shall not be deemed have no further Option to have waived its right Extend this Lease, and the Lease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2. 2) In the event Tenant timely exercises Tenant’s Option to exercise an Extension Option unless Tenant fails to deliver such Option Notice Extend as set forth herein, Landlord shall, within fifteen (15) days after Landlord's delivery to receipt of Tenant’s exercise of the Option, advise Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during any changes in the applicable Exercise Window. Further, management fee and the Extension Options shall, at Landlord's election, become null terms and void conditions as referenced in Paragraph 2.A.l(ii) above) and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to Basic Rent (which shall not be less than the commencement Basic Rent for the fifth year of the applicable Option current Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended ) required for the period specified above, and all terms, covenants and conditions Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall remain unmodified have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new teens and conditions and Basic Rent for the Second Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time period allowed, this Paragraph 2 shall be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the default in the time period allowed by the Lease at any time prior to, or at the time the lease commences on the Second Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph 2. 4) The Option rights of Tenant under this Paragraph 2.A, and the Second Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except that Base Rent as provided for in Lease Paragraph 57 (as defined “Permitted Assignments and Subleases”), either voluntarily or by operation of law, in Article 3 belowany manner whatsoever. 5) payable Notwithstanding anything to the contrary in this Paragraph, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during each the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as permitted by cure in the Lease Agreement). In the event said Option Term to Extend is forfeited as stated herein, Tenant shall be adjusted have no further Option to Extend this Lease. B. THIRD FIVE (5)-YEAR OPTION PERIOD: Provided Tenant has extended the Lease for an additional five year period as set forth in Section 7 Paragraph A above, Landlord hereby grants to Tenant another Option to Extend the Lease Agreement upon the following terms and conditions; 1) Tenant shall give Landlord written notice of Tenant’s exercise of this Option to Extend at least one hundred eighty (180) days prior to the expiration of the SummaryBasic Term hereof (not later than April 3, 2016), in which event the Term of the Lease shall be considered extended for an additional five (5) years (“Third Extended Term”) subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) the management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then current Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option to Extend); and (iii) this Paragraph 2.B thereafter deleted. In the event that Tenant fails to timely exercise Tenant’s Option as set forth herein in writing, Tenant shall have no further Option to Extend this Lease, and the Lease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2.B. 2) In the event Tenant timely exercises Tenant’s Option to Extend as set forth herein, Landlord shall, within fifteen (15) days after receipt of Tenant’s exercise of option, advise Tenant of any changes in the management fee and the terms and conditions as referenced in Paragraph 2.B.1(ii) above and Basic Rent (which shall not be less than the Basic Rent for the fifth year of the Second Extended Term) required for the Third Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new terms and conditions and Basic Rent for the Third Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2.B, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time period allowed, this Paragraph 2.B will be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the default in the time period allowed by the Lease at any time prior to, or at the scheduled Commencement Date of the Third Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph Z.B. 4) The term Option rights of Tenant under this Paragraph 2.B and the Third Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except as provided for in Lease Paragraph 57 (“Permitted Assignments and Subleases”), either voluntarily or by operation of law, in any manner whatsoever, 5) Notwithstanding anything to the contrary in this Paragraph 2.B, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as may be extended permitted by any cure in the Lease Agreement). In the event said Option Termto Extend is forfeited as stated herein, is hereinafter collectively referred Tenant shall have no further Option to Extend this Lease. EXCEPT AS MODIFIED HEREIN, all other terms, covenants, and conditions of said October 31, 1989 Lease Agreement, as the "Lease Termheretofore amended, shall remain in full force and effect."

Appears in 1 contract

Sources: Lease Agreement (Maxtor Corp)

Options to Extend. Landlord hereby grants 15.1 So long as Trident Microsystems, Inc. is the Tenant hereunder and occupies a material portion of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have one option to extend the term of this Lease Term with respect to the entirety of the Premises for a period of five (5) years each from the expiration of the Lease Term (individually, the "Option Term" and collectively, "Option TermsExtension Period"). Each Extension Option must , subject to the following conditions: (a) The option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not less than one-one hundred twenty eighty (120) days nor more than three hundred sixty (360180) days prior to the end expiration of the Lease Term; (b) Anything herein to the contrary notwithstanding, if Tenant is in default beyond all applicable notice and cure periods under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises the extension option or on the commencement date of the Extension Period, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option to extend upon notice to Tenant. 15.2 In the event the option is exercised in a timely fashion, the Lease shall be extended for the term of the Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Period shall be the "Fair Market Rent" for the Leased Premises, increased after 12 months in accordance with Article 1. For purposes hereof, "Fair Market Rent" shall mean the base rent for the Premises, based upon the rental rate per square foot that an unaffiliated landlord and tenant would agree to for a lease on the terms of this Lease for the Extension Period for comparable premises in the vicinity of the Property, determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Premises below the amount due from Tenant for the preceding portion of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that which Base Monthly Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termhad been fixed."

Appears in 1 contract

Sources: Lease (Trident Microsystems Inc)

Options to Extend. Landlord hereby grants to 2.4.1 Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the right to extend the Lease Term (each an “Option to Extend”) for a period of five two (52) years five-year periods (each (individuallyan “Extended Term”), "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if provided Tenant is not in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease Default at the time Tenant attempts to of exercise such Extension Option or, following such exercise, prior to and at the commencement time the Extended Term commences of any of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent has provided Landlord with written notice of its intention to extend the Lease not later than twelve (as defined in Article 3 below12) payable by Tenant during each Option months nor earlier than fifteen (15) months prior to the expiration of the Lease Term. The right to extend for the second Extended Term shall be adjusted of no force or effect if the Option to Extend for the first Extended Term has not been validly exercised. The Base Rent during each Extended Term shall be the fair market rent (defined below) for the Premises. Within thirty (30) days of Tenant’s exercise of the Option to Extend, Landlord shall notify Tenant in writing of Landlord’s determination of fair market rent and the Base Rent proposed during the applicable Extended Term. The Base Year for the applicable Extended Term shall be changed to the calendar year during which the applicable Extended Term commences (or the following calendar year if the Extended Term commences in the last quarter of a calendar year), and fair market rent shall take that change into account. If Tenant does not agree with Landlord’s proposal, Tenant shall so notify Landlord in writing within thirty (30) days after receipt of the proposal from Landlord. In the event that Landlord and Tenant are unable to agree in writing upon fair market rent within fifteen (15) days after Tenant shall have notified Landlord in writing that Tenant disagrees with such determination, then within five (5) days after the expiration of such 15-day period, the parties shall deliver to each other concurrently at a mutually agreeable place and time their respective final written estimates of fair market rent (including applicable annual increases). If each party’s estimate of fair market rent is the same, then the fair market rent shall equal such estimate. If both parties’ final estimates of fair market rent are within a ten percent (10%) range of the higher final estimate, then fair market rent shall equal the average of the two (2) final estimates. In every other case, fair market rent, based on the two (2) final estimates, shall be determined by arbitration as provided below in Section 2.4.2. Should the determination of fair market rent not be completed or agreed upon prior to the commencement of an Extended Term, Tenant shall, commencing on the first (1st) day of the applicable Extended Term, and continuing until the fair market rent is determined under Section 2.4.2, pay as Base Rent commencing on the first (1st) day of the applicable Extended Term, an amount equal to Landlord’s final determination of the fair market rent. If after the fair market rent is determined under Section 2.4.2, the fair market rent is less than the amount of Base Rent previously paid by Tenant for the Premises for the applicable Extended Term, Landlord shall pay the difference to Tenant within thirty (30) days after the date of such determination, with interest thereon calculated from the date of each payment of such Base Rent by Tenant at the rate of six percent (6%) per annum; and, if after determination of fair market rent, the fair market rent is more than the amount of Base Rent previously paid Tenant for the Premises for the applicable Extended Term, Tenant shall pay the difference to Landlord within thirty (30) days after the date of such determination, with interest thereon calculated from the date of each payment of such Base Rent by Tenant at the rate of six percent (6%) per annum. 2.4.2 Whenever under this Section 2.4 the determination of fair market rent is to be made by arbitration, such arbitration shall be conducted and determined in the City of San Francisco, solely in accordance with the provisions of this Section 2.4.2. Within fifteen (15) days after the parties have exchanged their estimates of fair market rent under Section 2.4.1, the parties shall attempt to agree upon a mutually-acceptable arbitrator meeting the criteria set forth in Section 7 below to determine fair market rent hereunder. If the parties are unable to agree on an arbitrator within such fifteen (15) day period, then either party, on behalf of both, may request appointment of such arbitrator by the then head official of the SummarySan Francisco office of the American Arbitration Association, and neither party shall raise any objections as to the appointment made by such official or as to such official’s full power and jurisdiction to entertain the application for and make the appointment. The term arbitrator shall be a member of the Appraisal Institute (or its successor organization) with a then current senior designation of MAI (or then comparable designation) currently certified under the continuing education program, shall have at least ten (10) years’ experience in appraising major Class A commercial office buildings in the area from the Central San ▇▇▇▇▇▇ exit off Highway 101 and south or southern Marin County, California (“Comparable Buildings”), and shall not then be engaged or have been engaged by either Landlord or Tenant within the five (5) year period preceding their appointment hereunder. The arbitrator shall determine which of the two estimates submitted by the parties pursuant to Section 2.4.1 is closest to the correct result in the arbitrator’s opinion. The arbitrator shall have no power to select an alternative position or a decision different from that proposed by either party. The decision of the arbitrator shall be final and binding upon the parties, absent fraud or gross error. Upon failure, refusal or inability of an arbitrator to act, his or her successor shall be appointed in the same manner as provided for the original appointment. The party whose position is not chosen by the arbitrator shall bear the fees and expenses of the arbitrator. The attorneys’ fees and expenses of counsel and consultants to the respective parties shall be paid by the respective party engaging such counsel or consultant. The arbitrator shall render his or her decision in writing, with counterpart copies to each party, within thirty (30) days after his or her appointment. The arbitrator shall have no power to modify the provisions of this Lease. Landlord and Tenant agree to execute and deliver to each other a supplement to this Lease confirming the new Base Rent as determined by the method described in this Section 2.4. 2.4.3 For purposes of this Lease, as “fair market rent” means the rent at which a landlord, under no compulsion to lease, would rent the Premises for the applicable Extended Term and a tenant, under no compulsion to lease, would rent the Premises for the applicable Extended Term. Fair market rent shall mean and refer to the rent being charged by Landlord and other landlords at the time of exercise of the Option to Extend for non-renewal, non-expansion, then current, comparable non-sublease, non-encumbered, non-equity space in the Building and Comparable Buildings. Fair market rent shall not necessarily be a monthly rent fixed during the applicable Extended Term, but may be extended subject to periodic adjustment. For purposes of determining fair market rent under this Lease, the following factors shall be taken into account: (i) that the Premises are then in their “as is, where is” condition as improved with any alterations thereto made by or on behalf of Tenant in their then condition, (ii) that Tenant could immediately occupy the Premises in such condition for the use as permitted by the terms and conditions of this Lease, and (iii) the Base Year for the space to which the fair market rent is to apply. In addition, (A) the determination of fair market rent shall exclude “down time” for releasing the Premises and during the period Landlord and Tenant are negotiating the fair market rent only the amount of an “in-house” brokerage commission on renewal shall be taken into account; (B) the determination of fair market rent shall take into account the then unamortized value of Building standard alterations to the Premises paid for by Tenant but shall exclude any value attributable to above Building standard alterations in the Premises paid for by Tenant; and (C) the fair market rent shall include appropriate annual increases. In the event that the fair market rent is to be determined by arbitration in accordance with this Section 2.4, notwithstanding anything to the contrary contained in the preceding sentence, the arbitrator shall take into account all factors which an experienced arbitrator familiar with the Comparable Buildings would customarily take into account in determining the amount of fair market rent. 2.4.4 Tenant’s right to extend the Lease Term for an Extended Term is personal to the named Tenant and/or Affiliate Assignee under this Lease, and shall not inure to the benefit of any other assignee or subtenant. The Option Term, is hereinafter collectively referred to as Extend shall be void and of no further effect if at any time the "named Tenant or an Affiliate Assignee under this Lease (i) assigns this Lease or (ii) subleases more than fifty percent (50%) of the rentable square feet of the Premises for substantially the remainder of the Term."

Appears in 1 contract

Sources: Lease Agreement (Biomarin Pharmaceutical Inc)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options"a) four (4) -successive options Borrower shall have the option to extend (the Lease Term “First Option to Extend”) the term of the Loan from the Original Maturity Date (for a period purposes of five this Section, “Original Maturity Date”), to the First Extended Maturity Date, upon satisfaction of each and every one of the following conditions precedent in Lender’s discretion: (5i) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by Borrower shall provide Lender with written notice ("of Borrower’s request to exercise the First Option Notice") delivered by Tenant to Landlord Extend in the form attached hereto as Exhibit C not less than one-thirty (30) days and not more than one hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end Original Maturity Date (which notice may be revoked by Borrower on or before the Original Maturity Date; provided Borrower shall pay all costs and expenses incurred by Lender in connection with such notice to extend). (ii) As of the initial Lease Term Original Maturity Date, no Default shall exist, and to Borrower’s knowledge no event or condition which, with the giving of notice or the passage of time or both, would constitute a Default shall exist, and Borrower shall so certify in writing. (iii) Borrower shall execute or cause the execution of all documents reasonably required by Lender to exercise the First Option to Extend. (iv) [intentionally omitted]. (v) If required by Lender, at Borrower’s sole cost and expense, the issuance by the Title Company, and Lender’s receipt, of any endorsements deemed necessary by Lender for attachment to the Title Policy, insuring the priority and validity of the Security Instrument. (vi) Borrower shall have delivered evidence reasonably satisfactory to Lender that as of the Original Maturity Date the Property has achieved a Debt Yield of at least 8.0%; provided, however, in the event such required minimum Debt Yield is not achieved, then existing Option TermBorrower shall either (i) pay down the outstanding principal balance of the Loan by an amount (the “First Extension Debt Yield Shortfall Amount”) such that said minimum Debt Yield is met, or (ii) deliver to Lender an Acceptable Letter of Credit in a stated amount equal to the First Extension Debt Yield Shortfall Amount. Any principal balance reduction shall reduce Lender’s commitment by a like amount and may not be re-borrowed. (vii) Lender shall have received, at Borrower’s sole expense, a written appraisal prepared in conformance with the requirements of FIRREA, as well as any other applicable rules and/or regulations from any and all applicable governmental authorities (subject to review and adjustment by Lender consistent with Lender’s standard practices), confirming to the case satisfaction of Lender that the Loan-to-Value Percentage, as of the Original Maturity Date, does not exceed fifty-nine percent (59.0%); provided, however, in the event such fair market value is not adequate to meet the required Loan-to-Value Percentage, then Borrower shall either (i) pay down the outstanding principal balance of the Loan by an amount (the “First Extension Loan-to-Value Rebalance Amount”) such that said Loan-to-Value Percentage is met or (ii) deliver to Lender an Acceptable Letter of Credit in a stated amount equal to the First Extension Loan-to-Value Rebalance Amount. The valuation date of such appraisal shall be within ninety (90) days of the Original Maturity Date. Any principal balance reduction shall reduce Lender’s commitment by a like amount and may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed re-borrowed. (viii) On or before the Original Maturity Date, Borrower shall pay to Lender an extension fee in the amount of 0.25% of the total commitment amount of the Loan, in immediately available funds. (ix) Borrower shall have waived its right delivered to exercise Lender an Extension updated Property Condition Report for the Property in form reasonably acceptable to Lender. (x) Guarantor shall be in compliance with the Guarantor Financial Covenants. Except as modified by this First Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. FurtherExtend, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants terms and conditions of this Agreement and the Lease other Loan Documents as modified and approved by Lender shall remain unmodified and in full force and effect except effect. (b) Borrower shall have a second option to extend (the “Second Option to Extend”) the term of the Loan from the First Extended Maturity Date, to the Second Extended Maturity Date, upon satisfaction of each and every one of the following conditions precedent in Lender’s discretion: (i) Borrower shall provide Lender with written notice of Borrower’s request to exercise the Second Option to Extend in the form attached hereto as Exhibit C not less than thirty (30) days and not more than one hundred twenty (120) days prior to the First Extended Maturity Date (which notice may be revoked, by Borrower on or before the First Extended Maturity Date; provided Borrower shall pay all costs and expenses incurred by Lender in connection with such notice to extend). (ii) As of the date the First Extended Maturity Date, no Default shall exist, and to Borrower’s knowledge, no event or condition which, with the giving of notice or the passage of time or both, would constitute a Default shall exist, and Borrower shall so certify in writing. (iii) Borrower shall execute or cause the execution of all documents reasonably required by Lender to exercise the Second Option to Extend. (iv) Lender shall have received, at Borrower’s sole expense, a written appraisal prepared in conformance with the requirements of FIRREA, as well as any other applicable rules and/or regulations from any and all applicable governmental authorities (subject to review and adjustment by Lender consistent with Lender’s standard practices), confirming to the satisfaction of Lender that Base Rent the Loan-to-Value Percentage, as of the First Extended Maturity Date, does not exceed fifty-nine percent (as defined 59.0%); provided, however, in Article 3 belowthe event such fair market value is not adequate to meet the required Loan-to-Value Percentage, then Borrower shall either (i) payable by Tenant during each Option Term pay down the outstanding principal balance of the Loan (the “Second Extension Loan-to-Value Rebalance Amount”) such that said Loan-to-Value Percentage is met or (ii) deliver to Lender an Acceptable Letter of Credit in a stated amount equal to the Second Extension Loan-to-Value Rebalance Amount The valuation date of such appraisal shall be adjusted as set forth in Section 7 within ninety (90) days of the SummaryFirst Extended Maturity Date. The term Any principal balance reduction shall reduce Lender’s commitment by a like amount and may not be re-borrowed. (v) If required by Lender, at Borrower’s sole cost and expense, the issuance by the Title Company, and Lender’s receipt, of any endorsements deemed necessary by Lender for attachment to the Title Policy, insuring the priority and validity of the Security Instrument. (vi) Borrower shall have delivered evidence reasonably satisfactory to Lender that as of the First Extended Maturity Date the Property has achieved a Debt Yield of at least 8.25%; provided, however, in the event such required minimum Debt Yield is not achieved, then Borrower shall (i) pay down the outstanding principal balance of the Loan by an amount (the “Second Extension Debt Yield Shortfall Amount”) such that said minimum Debt Yield is met, or (ii) deliver to Lender an Acceptable Letter of Credit in a stated amount equal to the Second Extension Debt Yield Shortfall Amount Any principal balance reduction shall reduce Lender’s commitment by a like amount and may not be re-borrowed. (vii) On or before the First Extended Maturity Date, Borrower shall pay to Lender an extension fee in the amount of 0.25% of total commitment amount of the Loan, in immediately available funds. (viii) Guarantor shall be in compliance with the Guarantor Financial Covenants. Except as modified by this Second Option to Extend, the terms and conditions of this Lease, Agreement and the other Loan Documents as may be extended modified and approved by any Option Term, is hereinafter collectively referred to as the "Lease TermLender shall remain unmodified and in full force and effect."

Appears in 1 contract

Sources: Term Loan Agreement (Invesco Real Estate Income Trust Inc.)

Options to Extend. (a) Landlord hereby grants to the Original Tenant and any Permitted Assignee two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Lease Term Term, for a period additional consecutive periods of five three (53) years each (individuallyeach, "an “Option Term" ”), which would commence on the Expiration Date or expiration of the prior Option Term, if applicable. The Option Terms shall be upon the same terms and collectivelyconditions as are provided in the Lease, "except that the Base Rent during the applicable Option Terms"Term would be as specified below in Paragraph 49(c). Each Extension The Option must Term shall be exercised, if at all, by written notice ("Option Notice") delivered exercised by Tenant giving notice to Landlord (“Extension Notice”), not less earlier than one-hundred twenty twelve (12012) days nor more months and not later than three hundred sixty nine (3609) days months prior to the end Expiration Date of the initial Lease Term or the then existing Option current Term, as the case such may be extended as provided herein ("the “Option Exercise Window"Date”). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless If Tenant fails to deliver provide such Option Notice within fifteen (15) days after Landlord's delivery notice to Tenant of written notice notifying Tenant that Landlord failed to receive on or before such Option Notice during the applicable Exercise Window. Furtherdate, the Extension Options shall, at Landlord's election, become Tenant’s rights under this Paragraph 49 shall be null and void (and such option and any succeeding option, shall be null and void). Additionally, Tenant’s rights to extend the Term for the Option Term shall be automatically null and void immediately if any of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, conditions occurs prior to the commencement of the applicable Option Term. Provided Term or the exercise by Tenant has properly and timely exercised of the applicable Extension OptionOption Term: (a) there shall be a Tenant’s Default under this Lease, or the occurrence of any matter which with notice and the passage of time would become a Tenant’s Default, and such Tenant’s Default has not been cured within the cure period provided in this Lease or otherwise waived by Landlord, (b) Tenant shall have assigned the Lease or sublet all or any portion of the Premises to anyone other than a Permitted Transferee, or (c) Tenant shall be in occupancy of less than fifty percent (50%) of the Premises. (b) The leasing of the Premises by Landlord to Tenant for the applicable Option Term shall be extended for upon and subject to all of the period specified above, and all terms, covenants provisions and conditions of the Lease shall remain unmodified and in full force and effect Lease, except that (i) once the applicable Option Term is exercised by Tenant, the renewal rights granted by this Paragraph 49 shall not be reapplied to such Option Term, so that in no event shall Tenant have the right to renew and extend this Lease beyond each applicable Option Term; (ii) the Base Rent (as defined in Article 3 below) payable by Tenant during each the applicable Option Term shall be adjusted as determined in accordance with Paragraph 49(c) below; (iii) Tenant shall accept the Premises in their then “AS IS” condition, and Landlord shall not be required to perform any tenant finish or other work to the Premises or to provide Tenant any tenant finish allowance or other allowance or inducement with respect to the Premises, except as otherwise mutually agreed to in writing by the parties; and (iv) the defined term “Term” shall be deemed to include the applicable Option Term when and if it becomes effective. Once Tenant shall exercise the applicable Option Term in accordance with the terms and conditions of this Paragraph 49, provided that Landlord and Tenant mutually agree to the new Base Rent to be payable during the applicable Option Term as provided in Paragraph 49(c), then Landlord and Tenant shall promptly execute an amendment to this Lease in form and substance reasonably acceptable to both of them, reflecting the leasing of the Premises for the applicable Option Term (the “Lease Renewal Amendment”). There shall be no renewal rights except as set forth in Section 7 this Paragraph 49. (c) Base Rent payable during the applicable Option Term shall be at ninety-five percent (95%) of the Summary. The term prevailing market rate for rent, inclusive of this Leaseall concessions, for the leasing of comparable space in comparable office buildings of similar quality, age and condition in the Brisbane/South San Francisco, California market area for space comparable to the Premises or the expansion space, as may be extended applicable, taking into account factors offered by any third party tenants for comparable space and comparable terms, including, without limitation, the size of the leased premises, the value of the tenant improvements paid for by Landlord already in place at the Premises at the commencement of the renewal or expansion period, as applicable, rent concessions, tenant improvement allowances, lease commissions saved or incurred, moving allowances, credit history and financial condition of the Tenant (collectively the “Prevailing Market Rate”). Within thirty (30) days following Tenant’s delivery of the notice exercising the applicable Option Term, is hereinafter collectively referred Landlord shall advise Tenant of Landlord’s determination of the Prevailing Market Rate on a rentable square foot basis as of the beginning of the applicable Option Term and any escalations during the applicable Option Term. Within thirty (30) days of receipt of Landlord’s notice and determination, Tenant shall advise Landlord, in writing, whether or not Tenant accepts or rejects the Landlord’s determination of the Prevailing Market Rate and concessions proposed by Landlord. Tenant’s failure to accept or reject in writing Landlord’s determination of the Prevailing Market Rate and concessions proposed by Landlord within such thirty (30) day period shall be deemed rejection by Tenant, and the Prevailing Market Rate shall be determined in the manner provided below. If Tenant accepts such rate and concessions in writing, then the monthly Base Rent during the applicable Option Term shall be ninety-five percent (95%) of said Prevailing Market Rate as reflected in the Lease Renewal Amendment. If Tenant rejects the Landlord’s determination of the Prevailing Market Rate and concessions whether by giving Landlord notice or failing to give Landlord notice, then Landlord and Tenant shall negotiate in good faith for a period of thirty (30) days after the date of Tenant’s rejection notice to resolve the Prevailing Market Rate and concessions. If Landlord and Tenant have not agreed upon the Prevailing Market Rate and concessions on or before the expiration of such 30-day period, Tenant’s exercise of the applicable Option Term shall be null and void, unless Tenant, within ten (10) days after the expiration of such 30-day period, delivers written notice to Landlord electing to submit the determination of Prevailing Market Rate and concessions to arbitration (the “Arbitration Notice”) in which case the Prevailing Market Rate shall be determined as set forth in Paragraph 49(d). (d) If Tenant delivers the Arbitration Notice on or before the period set forth above, such arbitration shall be conducted and determined in South San Francisco, California, in accordance with the then-prevailing rules of JAMS or its successor for arbitration of real estate valuation disputes, except that the procedures mandated by such rules shall be modified as follows: (i) In the Arbitration Notice, Tenant shall provide the name and address of the person to act as the "Lease arbitrator on Tenant’s behalf. The arbitrator designated by Tenant in Tenant’s Arbitration Notice shall be a real estate appraiser with at least ten (10) years full-time commercial real estate experience who is familiar with rental rates for office space in South San Francisco, California. Within ten (10) business days after the service on Landlord of Tenant’s Arbitration Notice, Landlord shall give written notice to Tenant specifying the name and address of the person designated by Landlord to act as arbitrator on Landlord’s behalf, which arbitrator shall be subject to the same qualification requirements as apply to the arbitrator selected by Tenant. (ii) If two arbitrators are chosen pursuant to subparagraph (d)(i) above, the two arbitrators so chosen shall meet within ten (10) business days after the second arbitrator is appointed and together shall appoint a third arbitrator, who shall be a competent and impartial person who satisfies the same qualification requirements as apply to the arbitrators selected by Tenant and Landlord above. If the first two arbitrators are unable to agree upon such appointment of the third arbitrator within five (5) business days after the expiration of such ten (10) business day period, the third arbitrator shall be selected by the parties themselves and if the parties cannot so agree, then either party, on behalf of both, may request appointment of such a qualified person by the then president of the San Francisco Association of Realtors. The three arbitrators shall decide the dispute, if it has not been previously resolved, by following the procedures set forth in subparagraph (d)(iii) below. (iii) The Prevailing Market Rate for the applicable period shall be fixed by the three arbitrators in accordance with the following procedures: (1) Each of the two arbitrators selected by the parties shall state, in writing, such arbitrator’s determination of the Prevailing Market Rate for the applicable Option Term supported by the reasons therefor. The third arbitrator shall perform its own investigation without consulting the other two arbitrators and shall make its own determination of the Prevailing Market Rate for the applicable Option Term." (2) Within five (5) days after the third arbitrator has reached its own determination, the third arbitrator shall arrange a meeting at which time the two arbitrators selected by each party shall submit to the third arbitrator each such arbitrator’s determination of Prevailing Market Rate. The role of the third arbitrator shall be to select whichever of the two proposed resolutions most closely approximates the third arbitrator’s own determination of Prevailing Market Rate for the Option Period. The third arbitrator shall have no right to propose a middle ground or any modification of either of the two proposed resolutions. The resolution the third arbitrator chooses as that most closely approximating the third arbitrator’s determination of the Prevailing Market Rate shall constitute the decision of the arbitrators and shall be final and binding upon the parties. Base Rent payable during the applicable Option Term shall be at ninety-five percent (95%) of the third arbitrator’s determination of the Prevailing Market Rate. (3) In the event of a failure, refusal, or inability of any arbitrator to act, the arbitrator in question shall appoint a successor for himself or herself, but in the case of the third arbitrator, a successor shall be appointed in the same manner as set forth herein with respect to the appointment of the original third arbitrator. The arbitrators shall attempt to decide the issue within fifteen (15) business days after the appointment of the third arbitrator. Notwithstanding the other provisions in this Paragraph 49, if the proposal of the arbitrator appointed by Landlord and the proposal of the arbitrator appointed by Tenant are identical, such proposal shall be binding and conclusive upon the parties. Each party shall pay the fees and expenses of its respective arbitrator and both shall share equally the fees and expenses of the third arbitrator. Attorneys’ fees and expenses of counsel and of witnesses for the respective parties shall be paid by the respective party engaging such counsel or calling such witnesses.

Appears in 1 contract

Sources: Office Building Lease (Veracyte, Inc.)

Options to Extend. Landlord hereby grants to Provided the Lease is in full force and effect and no Event of Default is outstanding at the time of notification or commencement, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the option to extend the Term of this Lease Term for as set forth in Section 7.5 of the Summary, on the same terms and conditions set forth in the Lease, except as modified by the terms, covenants and conditions as set forth herein. The extension right described herein is personal to INVITAE CORPORATION, a period Delaware corporation and its Permitted Transferees (as defined below), and shall not otherwise be assigned or transferred and may only be exercised if Tenant is then in possession of five (5) years each (individuallythe entire Premises If Tenant elects to exercise said option, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by then Tenant shall provide Landlord with written notice of such election not more than fifteen ("Option Notice"15) delivered by Tenant to Landlord not months or less than one-hundred twenty nine (1209) days nor more than three hundred sixty (360) days months prior to the end then existing Lease Expiration Date, time being of the initial Lease essence. If Tenant fails to timely provide such notice, Tenant shall have no further or additional right to extend or renew the term of the Lease. Any extension of the Term shall be upon all the terms and conditions set forth in this Lease, except that: (i) Landlord shall not be obligated to perform any remodeling, renovation, alteration or improvement work in the Premises; (ii) Landlord shall not be obligated to pay any commission to any broker with regard to extension of the Term; (iii) Base Rent for the extension term shall be at Fair Market Rental (as defined below) for the Premises. 2.2.1. For the extension period, the Rent in effect at the expiration of the then existing Option Termcurrent term of the Lease shall be adjusted to reflect the then current Fair Market Rental. “Fair Market Rental” shall mean the monthly amount, projected during the relevant period of time, that a willing, comparable non-equity tenant (excluding sublease and assignment transactions) would pay, and a willing comparable landlord of a comparable quality office building located in the Downtown Palo Alto rental market would accept, at arm’s length, to renew a lease for space of comparable size, quality, ceiling height, loading capabilities and power capacities as the case may be Premises, taking into account the age, quality and layout of the Premises and also taking into account the provisions of this Lease and other items that professional real estate brokers customarily consider in calculating renewal rents such as current rental rates, escalation clauses, operating expense pass-through charges, rent abatement provisions ("Exercise Window"if any), tenant improvement allowances (if any), tenant size and creditworthiness and other factors typically considered by landlords of such similar facilities in the Downtown Palo Alto rental market. Notwithstanding the foregoing, Tenant in no event shall not the Fair Market Rental for the option period be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice less than the highest per square foot Base Rent during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the preceding period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease (Invitae Corp)

Options to Extend. Landlord hereby grants to (a) Provided that, at the time of each such exercise, (i) this Lease is in full force and effect, and (ii) no default by Tenant shall have occurred and be continuing (individuallyeither at the time of exercise or at the commencement of an Extended Term), "Extension Option" Tenant shall have the right and collectively, "Extension Options") four (4) -successive options option to extend the Term of this Lease Term for a period two (2) extended terms (collectively, the "Extended Terms") of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by giving written notice ("Option Notice") delivered by Tenant to Landlord not less later than one-hundred twenty twelve (12012) days nor more than three hundred sixty (360) days months prior to the expiration date of the Initial Term with respect to the first Extended Term, and not later than twelve (12) months prior to the expiration date of the first Extended Term with respect to the second Extended Term. 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 initial Lease Term then in effect, and Tenant shall have no further option to extend the Term of this Lease. Each Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term or the then existing Option preceding Extended Term, as the case may be, and shall end on the day immediately preceding the fifth anniversary of the first day of such Extended Term. The Extended Terms shall be on all the terms and conditions of this Lease, except: ("Exercise Window"). Notwithstanding i) during the foregoingExtended Terms, Tenant shall have no further option to extend the Term, except as provided herein during the first Extended Term with respect to the second Extended Term, and (ii) the Fixed Rent for the Extended Terms shall be the Fair Market Rental Value for the Premises as of the commencement of the Extended Term in question, determined pursuant to paragraph (b) of this Section 10.1. (b) Promptly after receiving Tenant's notice extending the Term of this Lease pursuant to paragraph (a) above, Landlord shall provide Tenant with Landlord's good faith estimate of the Fair Market Rental Value of the Premises for the applicable Extended Term based upon rents being paid by tenants renewing leases or entering into new leases for space of comparable size, type, use and quality in the general vicinity of the Premises, including allowances and concessions. If Tenant is unwilling to accept Landlord's estimate of Fair Market Rental Value as set forth in Landlord's notice referred to above, and the parties are unable to reach agreement hereon 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 fifteen (15) days after receiving the 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 deemed to determined by the initiating party's arbitrator. If the second arbitrator shall have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice been so appointed, the two arbitrators thus appointed shall, within fifteen (15) days after Landlordthe responding party's delivery notice of appointment of the second arbitrator, appoint a third arbitrator. If the two initial arbitrators are unable timely to Tenant agree on the third arbitrator, then either may, on behalf of written both, request such appointment by the Boston office of JAMS/ENDISPUTE, or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. Within fifteen (15) days after the appointment of the third arbitrator, the three arbitrators shall determine the Fair Market Rental Value of the Premises and give notice notifying Tenant that Landlord failed thereof to receive such Option Notice the parties hereto, and the arbitrators' determination shall be binding upon the parties. In the event the three appraisers are unable to agree upon the Fair Market Rental Value of the Premises, then the average of the two of the three appraisals which are closest to each other shall be deemed to be the Fair Market Rental Value of the Premises. In no event shall the annual Fixed Rent to be paid during the applicable Exercise Window. Further, first Extended Term ever be less than the Extension Options shall, at Landlord's election, become null and void and annual Fixed Rent payable during the final year of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, Term prior to extension. In no event shall the commencement annual Fixed Rent to be paid during the second Extended Term ever be less than the annual Fixed Rent payable during the final year of the applicable Option first Extended Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term All arbitrators shall be extended for appraisers or other qualified real estate professionals who are independent from the period specified above, parties and all terms, covenants and conditions shall be Members of the Lease Appraisal Institute who shall remain unmodified and have had at least ten (10) years commercial real estate experience in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termgreater Boston area."

Appears in 1 contract

Sources: Lease (LTX Corp)

Options to Extend. Landlord hereby grants to (A) Provided Tenant (individuallyis not in default beyond the expiration of any applicable notice and grace period either at the time Tenant exercises the option or as of the commencement of the Option Period, "Extension Option" and collectively, "Extension Options") four (4) -successive options Tenant shall have the right to extend the term of this Lease Term for a period the Option Periods from the date upon which the term would otherwise expire upon the same terms and conditions as those herein specified. If Tenant elects to exercise its option for any Option Period, it shall, subject to the provisions of five paragraph (5B) years each of this Article, do so by giving Landlord notice of such election at least 12 months before the beginning of the Option Period for which the term hereof is to be extended by the exercise of such option. If Tenant gives such notice, the term of this Lease shall be automatically extended for the Option Period covered by the option so exercised without execution of an extension or renewal lease. (individually, "Option Term" B) It is the intention of Landlord and collectively, "Option Terms")Tenant to avoid forfeiture of Tenant's right to extend the term of this Lease under any of the extension options set forth in paragraph (A) of this Article through failure to give notice of exercise thereof within the time prescribed. Each Extension Option must be exercisedAccordingly, if at allTenant shall fail to give notice of exercise of any such option within the time prescribed in paragraph (A) of this Article, by written then the time to give such notice ("Option Notice") delivered shall be deemed extended for an additional period commencing on the last day on which such notice by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be timely given pursuant to paragraph ("Exercise Window")A) above and ending 10 business days after the date Landlord gives Tenant notice of Tenant's failure to exercise such option within the time prescribed. Notwithstanding If Tenant exercises any such option after the foregoingdate prescribed in paragraph (A) above, Tenant but within the extended time permitted above, the extended term to which such option relates shall not commence, or shall be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furthercommenced, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time it would have commenced if such notice had been given within the time prescribed in paragraph (A) above; otherwise, any period during which Tenant attempts to remains in possession after the expiration of the term hereby created, or as extended by the exercise such Extension Option orof a previous option or options, following such exercise, prior shall be subject to the commencement provisions of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions Article captioned "Continued Possession of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermTenant.".

Appears in 1 contract

Sources: Lease Agreement (Excel Legacy Corp)

Options to Extend. Landlord hereby grants to (a) Tenant (individuallywith the prior written consent of Landlord, "Extension Option" and collectivelywhich consent shall not be unreasonably withheld, "Extension Options") four (4) -successive options to may extend the original Term of this Lease, subject to all the provisions of this Lease Term including but not limited to provisions for a increases in Rent, for one (1) additional period of ten (10) years, followed by six (6) additional periods of five (5) years each, each (individuallysuch period commencing upon the expiration of the term of the immediately preceding period. With respect to each such extended term, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by Tenant shall give Landlord written notice ("Option Notice"in the manner prescribed by Section 18.6) delivered by Tenant of Tenant's intention to Landlord exercise said option not more than thirty (30) months and not less than one-hundred twenty four (12024) months before the end of the Term then in effect. Within sixty (60) days nor more than three hundred after Landlord's receipt of said notice, Landlord shall advise Tenant in writing whether Landlord consents or does not consent to such extended term. If Landlord does not consent to such extended term, Landlord's written notice shall state the reasons for withholding consent. Landlord's failure to respond within sixty (36060) days prior after its receipt of Tenant's notice of intention to exercise its option shall be deemed to be a grant of consent. If Landlord does not consent to such extended term, then such refusal shall be considered to be Landlord's notice to terminate this Lease as provided below at Section 4.5, Landlord's Special Right of Termination, and Tenant may exercise those rights provided to Tenant by said Section 4.5. After the valid exercise of any option to extend, all references in this Lease to the Term hereof shall be considered to mean the Term as extended, and all references to the end of the initial Term shall be considered to mean the end of the Term as extended. (b) Tenant's right to exercise the option to extend for each period is subject to satisfaction of the following conditions precedent: (i) this Lease shall be in effect at the time notice of exercise of an option to extend is given and on the last day of the Term or of the then existing Option Term, as the case may be Lease prior to its extension; and ("Exercise Window"). Notwithstanding the foregoing, ii) Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant in Default under any provision of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to notice of exercise such Extension Option or, following such exercise, of the option is given nor shall an Uncured Default exist as of the last day of the Term prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termits extension."

Appears in 1 contract

Sources: Ground Sublease (Minimed Inc)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive Sublessee shall have a series of options to extend the Lease Term term of this Sublease for a period of five (5) years one year each (individually"One Year Extensions"), and each such option for a One Year Extension may be exercised by Sublessee throughout the "Option Initial Lease Term" and collectively, "Option Terms")as defined in the Master Lease. Each such option to extend the Sublease term for a One Year Extension Option must shall be exercisedexercised by Sublessee's delivery of written notice thereof to Sublessor at least thirty (30) days prior to the expiration of the then current term of this Sublease, as the same may have been previously extended; provided that no default or event of default then exists under this Sublease on the part of Sublessee. In the event Sublessor elects to exercise its option to extend the term of the Master Lease pursuant to Paragraph 3 of the Addendum No. 1 to the Master Lease, then Sublessee's right to exercise additional options for One Year Extensions shall continue through the five year "extension term" provided in the Master Lease. Notwithstanding the foregoing, if at allSublessor requires use of the Subleased Premises for Sublessor's own business operations (and not for assignment or sublease to another person or entity), by Sublessor may cancel Sublessee's option to extend the Lease term beyond the first One Year Extension, provided that (i) Sublessor delivers written notice ("Option Notice") delivered by Tenant of such cancellation to Landlord not less than one-Sublessee at least one hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end expiration of the initial then current term of this Sublease, and (ii) Sublessor occupies the Subleased Premises for its own business use within sixty days of the expiration of the term of this Sublease and continues such use for a period of at least one year. Any such cancellation shall be effective as of the expiration of the then current term of this Sublease and shall only apply to options to extend following the first One Year Extension; provided that if Sublessor cancels any extension term pursuant to the terms of this Section 5.2, Sublessee shall have no further option to extend the term of this Sublease. Rent payable for each One Year Extension occurring during the Initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Master Lease Term shall will be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted calculated as set forth in Section 7 Paragraph 3.1 above. With respect to any One Year Extensions exercised by Sublessee during the five year "extended term" of the SummaryMaster Lease, the Base Rent payable during each such One Year Extension shall be equal to Sublessee's Share (as defined below) of the Basic Monthly Rent payable by Sublessor under the Master Lease during such one year period of the extended term. The All other terms and provisions of this Sublease shall apply to such One Year Extensions. If the "Initial Lease Term" (if Sublessor does not extend the term of this the Master Lease, as may be extended by any Option Term, is hereinafter collectively referred to as ) or the "extended term" described in the Master Lease Termexpires on a date prior to the last day of a calendar year, then any One Year Extension then in effect upon such expiration of the Master Lease shall terminate concurrently with the expiration of the term of the Master Lease. Nothing contained herein shall be construed in any way to obligate Sublessor to extend the terms of the Master Lease or to exercise any options under the Master Lease."

Appears in 1 contract

Sources: Sublease (Lightspan Partnership Inc)

Options to Extend. As additional consideration for the covenants of Tenant hereunder, Landlord hereby grants to unto Tenant two options (individually, each an "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the term of the Lease Term for a period two (2) additional terms of five (5) years each (individually, each an "Option Term" and collectively, "Option Terms"). Each Extension The Option must shall apply to all of the space currently under Lease in the Building at the time such Option is exercised and shall be exercised, if at all, by written on the following terms and conditions: A. Written notice (each "Option Tenant's Notice") delivered of Tenant's interest in exercising the applicable Option shall be given to Landlord (i) as to the first Option Term, no earlier than twelve (12) months and no later than nine (9) months prior to the expiration of the initial Term; and (ii) as to the second Option Term, no earlier than twelve (12) months and no later than nine (9) months prior to the expiration of the first Option Term. Not later than thirty (30) days after receiving Tenant's Notice, Landlord shall give to Tenant notice of the rental rate applicable during the applicable Option Term, in accordance with subparagraph E below ("Landlord's Notice"). B. Tenant shall have fifteen (15) days following Tenant's receipt of Landlord's Notice within which to exercise the then applicable Option by delivering written notice of such exercise to Landlord under the exact terms, conditions and rental rate set forth in Landlord's Notice. If Tenant timely exercises the then applicable Option, the Lease shall be deemed extended and thereafter the parties shall execute an amendment to the Lease setting forth the terms of the extension. C. Unless Landlord is timely notified by Tenant in accordance with subparagraphs A and B above, it shall be conclusively deemed that Tenant does not desire to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to exercise an Option, and the Lease shall expire in accordance with its terms, at the end of the initial Lease Term (or the then existing first Option Term, as the case may be ("Exercise Window"applicable). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its . D. Tenant's right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlordshall be conditioned on Tenant's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during not being in default under the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to of exercise such Extension of the then applicable Option or, following such exercise, prior to or at the time of the commencement of the applicable Option Term. Provided Tenant has properly . E. The Options granted hereunder shall be upon the terms and timely exercised the applicable Extension Option, conditions contained in the Lease except that there shall be no further option to extend the term of the Lease beyond the second Option Term and except that the rental to be paid by Tenant to Landlord during each such Option Term shall be extended for the period specified above, and all terms, covenants and conditions as follows: (i) Eighteen Dollars ($18) per Rentable Square Feet of the Lease shall remain unmodified and in full force and effect except that Base Rent Leased Premises (as defined in Article 3 below1 of the Lease) payable by Tenant during for each year of first Option Term Term; and (ii) Twenty One Dollars ($21) per Rentable Square Feet of the Leased Premises (as defined in Article 1 of the Lease) for each year of second Option Term. F. After exercise of the second Option above described, there shall be adjusted as set forth in Section 7 no further rights on the part of Tenant to extend the term of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease Agreement (Inflow Inc)

Options to Extend. Landlord hereby grants All existing options to Tenant (individuallyrenew the Lease or extend the Term set forth in the Lease are deleted, "Extension Option" and collectively, "Extension Options") four (4) -successive options are replaced with the option to extend the Lease Term set forth in the balance of this Paragraph 4. (a) Tenant shall have the option to extend the Term for a one (1) additional period of five (5) years each (individuallyyears, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by provided that Tenant gives Landlord written notice of the exercise of such option on or before the date that is twelve ("Option Notice"12) delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Lease Term or then-existing period constituting the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant and that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to notice is given and on the commencement of the extension term concerned, (i) this Lease is in full force and effect, (ii) Tenant is not in default under the Lease beyond the expiration of any applicable Option Term. Provided notice and cure period given to Tenant in the Lease, (iii) Tenant has properly not assigned this Lease or subleased all or any portion of the Premises under any then-existing sublease, and timely (iv) such extension is not being exercised the applicable Extension Option, the Lease Term shall be extended in connection with or for the purpose of facilitating any such assignment or sublease. Such extension term shall commence at 12:01 a.m. on the first day following the expiration of the immediately preceding period specified aboveconstituting the Term. (b) During such extension term, and all terms, covenants and conditions provisions of the Lease shall remain unmodified apply, except for any provision relating to the improvement of the Premises by Landlord or at Landlord’s expense, and in full force and effect except that the amount of Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term for such extension term shall be adjusted as set forth in Section 7 of negotiated and determined by mutual agreement between the SummaryParties, and shall be the then-market rent for the Premises. The term “then-market rent” as used in the immediately preceding sentence shall mean the annual amount, projected during such extension term, that a willing, comparable, non-equity tenant (excluding assignment and sublease transactions) would pay, and a willing, comparable landlord of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to a comparable building located in the same market as the "Lease TermBuilding would accept, at arm’s length (without compulsion to agree) for lease extensions or renewals (including what Landlord is accepting for current lease extension or renewal transactions for the Building), for general office space of similar rentable square footage, location and quality, but excluding consideration of tenant improvement allowances and lease concessions, if any, then being given by the landlords of such similar projects unless such tenant improvement allowances and lease concessions are then being given by such persons in connection with lease extensions or renewals."

Appears in 1 contract

Sources: Lease Agreement (Medallion Financial Corp)

Options to Extend. Landlord hereby grants Provided that Tenant is not then in default either at the time Tenant delivers the written notice required by this section or at the time of commencement of an extension term, Tenant shall have the option to extend the term of this Lease for up to fifteen years in three separate and additional terms of five years each (provided that Tenant (individuallymay, "Extension Option" if it chooses, combine the first two extension options and collectively, "Extension Options"extend the term of the Lease for ten years upon delivery of the requisite notice) four (4) -successive under the same terms and conditions as set forth in this Lease except that the Base Rent shall be adjusted as hereafter provided. Tenant shall exercise any of its options to extend the this Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by delivering written notice ("Option Notice") delivered by Tenant of such exercise to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days at least one year prior to the end expiration of the initial Lease Term original or extended term of the then existing Option TermLease, as the case may be. The Base Rent for the first year of each extension term shall be 95% of the Fair Market Rental ("Exercise Window"as hereafter determined); provided, however, that in no event shall the Base Rent for the Premises for the first year of each extension term be less than 100% of the average per rentable square foot of the Base Component of the Base Rent for the entire Premises during the immediately preceding year nor more than 102.5% of the average per rentable square foot of the Base Component of the Base Rent for the entire Premises during the immediately preceding year. Notwithstanding Thereafter, the foregoingBase Rent for the Premises for each year of the extension term shall increase by 2 1/2% per year. For each five year extension exercised by Tenant, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless receive a Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant improvement allowance of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement $2.00 per rentable square foot of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension OptionPremises, the Lease Term which allowance shall be extended for credited against the period specified above, monthly rental payments next due and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term under the Lease until the full amount has been credited to Tenant. If Tenant elects to exercise its first option to extend the Lease for a period of ten years rather than five years, then the tenant improvement allowance to Tenant shall be adjusted as $4.00 per rentable square foot rather that $2.00 per rentable square foot. For purposes of this section, Fair Market Rental shall mean the base rent for comparable space in the Project's market area. The determination of Fair Market Rental shall take into account the tenant improvement allowance offered to Tenant and all other relevant factors. If Landlord and Tenant are unable to agree on the Fair Market Rental within thirty days after Tenant's exercise of each of the options to extend, then the Fair Market Rental shall be determined by appraisal. Landlord and Tenant shall each designate by written notice within ten days after the expiration of said thirty day period, the name of a qualified appraiser who shall have at least five years experience relative to office space in said market area. Each of the appraisers shall submit to Landlord and Tenant within thirty days after his or her appointment, a written determination of the Fair Market Rental for the applicable option period. If both of the appraisers' determinations are within the minimum and maximum Base Rent amounts previously set forth in Section 7 this section, then the Fair Market Rental shall be the average of the Summarytwo appraisals. The term If only one of this Leasethe appraiser's determinations is within such minimum and maximum Base Rent amounts, as may then the Fair Market Rental shall be extended by any Option Termequal to such determination. If neither appraiser's determinations is within the minimum and maximum Base Rent amounts, is hereinafter collectively referred to as then the "Lease TermFair Market Rental shall be the average of such minimum and maximum Base Rent amounts."

Appears in 1 contract

Sources: Office Lease (Metavante Corp)

Options to Extend. Landlord hereby grants 15.1 So long as Active Touch, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have one option to extend the term of this Lease Term with respect to the entirety of the Premises, for a period of five three (53) years each from the expiration of the Lease Term (individually, the "Option Term" and collectively, "Option TermsExtension Period"). Each Extension Option must , subject to the following conditions: (a) The option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve months nor less than one-hundred twenty (120) days nor more than three hundred sixty (360) days seven months prior to the end expiration of the Lease Term; (b) Anything herein to the contrary notwithstanding, if Tenant is in default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises the extension option or on the commencement date of the Extension Period, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. (c) In the event the option is exercised in a timely fashion, the Lease shall be extended for the term of the Extension Period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the Extension Period shall be ninety-five percent (95%) of the "Fair Market Rent" for the Leased Premises, increased annually as set forth below. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Leased Premises below the amount due from Tenant for the preceding portion of the initial Lease Term or for which Base Monthly Rent had been fixed. At the then existing Option Termend of the first 12-month period of the extension Period, as Base Monthly Rent shall be increased to reflect the case may be change in the Consumer Price Index for the San Francisco Metropolitan Area, All Items (the "Exercise WindowCPI"), for the 12-month period ending 11 months after the Lease Commencement Date, but in no event shall Base Monthly Rent be increased less than 3% per annum compounded annually nor more than 5% per annum compounded annually for such 12 month period. Notwithstanding Base Monthly Rent shall be so adjusted at the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant end of written notice notifying Tenant that Landlord failed to receive such Option Notice each subsequent 12-month period during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermPeriod."

Appears in 1 contract

Sources: Lease Agreement (Webex Inc)

Options to Extend. Landlord hereby grants to Tenant Sublessee acknowledges that Sublessor has two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Lease Term term of the Master Lease, each option for a period two (2) year extension term. Sublessor may elect to exercise or not exercise such options in Sublessee's sole and absolute discretion. If Sublessor elects to exercise an extension option under the Master Lease, then, Sublessee shall have the right to elect to extend the Sublease for the corresponding two (2) year extension, subject, however, to the following terms and conditions. Sublessee's right to exercise any such option is subject to the timely payment by Sublessee of five (5) years each (individually, "Option Term" and collectively, "Option Terms")all monetary amounts due to Sublessor under this Sublease. Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant If Sublessee fails to Landlord not less than one-hundred twenty (120) days nor pay when due any sums owing to Sublessor pursuant to this Sublease more than three hundred sixty (3603) days prior to times during the end initial term of this Sublease, or more than once during the period of any extension of the initial Lease Term or term of the then existing Option TermSublease, as all rights and options of Sublessee to extend the case may be term of the Sublease shall automatically terminate. Sublessee shall exercise each option ("Exercise Window")if the right to such option comes into existence) by delivery of written notice thereof to Sublessor within ten (10) business days following Sublessor's delivery of written notice of Lessor's election to exercise an option to extend the term of the Master Lease. Notwithstanding the foregoingSublessee does not deliver such exercise notice to Sublessor within such ten (10) business day period, Tenant Sublessee shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts elected not to exercise such Extension Option oroption, following and all options rights of Sublessee to extend to term of the Sublease shall automatically terminate. If Sublessee timely exercises an option right hereunder provided herein, the terms and conditions of this Sublease shall continue to apply for the corresponding extension term; provided, however, that Base Rent payable by Sublessee for the corresponding extension term shall be equal to the fair market rent (as defined below) for the Premises for such exercise, prior to extension term as of the commencement of the extended term. However, in no event shall Base Rent for the first year of any such extended term be less than one hundred three percent (103%) of the Base Rent applicable Option Termduring the year immediately preceding the extended term. Provided Tenant has properly Further, Base Rent for the second year of each extended term shall be increased by the greater of three percent (3%) or the percentage increase in the Consumer Price Index (but in no event greater than 5%) as determined pursuant to paragraph 12.1 above in this Addendum. If the Sublessor and timely exercised Sublessee cannot agree on the fair market rent of the Premises for the applicable Extension Option, the Lease Term shall be extended extension term within thirty (30) days after Sublessee has exercised its option for the period specified aboveextended term, Sublessor and all terms, covenants and conditions Sublessee shall proceed with the determination of fair market rent pursuant to the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as procedures set forth in Section 7 paragraph 37.1.3 of the Summary. The term Master Lease regarding the selection of this Leaseappraisers and the determination of fair market rent by appraisers, including the time frames set forth in such provisions, as may be extended by any Option Termif Sublessee were "Tenant" thereunder, is hereinafter collectively referred and Sublessor was "Landlord" thereunder. For purposes hereunder, "fair market rent" shall have the meaning set forth in paragraph 37.1.3 of the Master Lease as pertaining to as the "Lease TermPremises."

Appears in 1 contract

Sources: Sublease Agreement (Marlton Technologies Inc)

Options to Extend. Landlord hereby grants 15.1 So long as Redback Networks, Inc. is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the ninth year of the Lease Term (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve (12) months nor less than one-hundred twenty nine (1209) days nor more than three hundred sixty (360) days months prior to the end expiration of the ninth year of the Lease Term or the expiration of the First Extension Period, as applicable; (b) Anything herein to the contrary notwithstanding, if Tenant is in default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises either extension option or on the commencement date of the First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable option is exercised in a timely fashion, the Lease shall be extended for the term of the applicable extension period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for each extension period shall be ninety-five percent (95%) of the "Fair Market Rent" for the Leased Premises, increased as set forth below. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Leased Premises below the amount due from Tenant for the preceding portion of the initial Lease Term (or the then existing Option TermFirst Extension Period, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver if such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant Base Monthly Rent is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended being determined for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Second Extension Period) for which Base Monthly Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termhad been fixed."

Appears in 1 contract

Sources: Lease (Redback Networks Inc)

Options to Extend. Landlord hereby grants So long as Applovin Corporation or a Permitted Transferee is the Tenant hereunder and subject to the conditions set forth in subparagraphs (a) and (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the initial, unextended Lease Term (individuallythe “First Extension Period”), "Option Term" and collectivelythe second (the “Second Extension Period”) for a period of five years from the expiration of the First Extension Period, "Option Terms"). subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve (12) months nor less than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial initial, unextended Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default under any of the terms, covenants or material non-monetary default after applicable notice and expiration conditions of cure periods under this Lease Lease, either at the time Tenant exercises either extension option or on the commencement date of the First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. The foregoing shall not be read to prevent Tenant from curing the applicable default and then exercising the applicable extension option once the default is cured if such cure is completed within the applicable cure period, if any, expressly set forth in this Lease. In addition, if Tenant is in default at the time it attempts to exercise an option to extend, and (i) Tenant had not theretofore received notice of such Extension Option ordefault from Landlord, following such and (ii) because of the date of exercise, prior would not have enough time to cure the commencement default and still be able to exercise the option, but would have had enough time to do so had Landlord provided prompt written notice of such default after learning of same, then Tenant shall be entitled to notice of such default from Landlord and shall have the cure period, if any, allotted therefor in Paragraph 12.1 above within which to cure such default, and then a period of five (5) business days within which to exercise the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termextension option."

Appears in 1 contract

Sources: Sublease Agreement (Applovin Corp)

Options to Extend. Landlord hereby grants to Tenant shall have two (individually, "Extension 2) options (each a “Renewal Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term Term, with respect to all or any portion of the Premises described below, for a period successive periods of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to following the end of the initial Term (each a “Renewal Period” and collectively the “Renewal Periods”), so long as this Lease is then in effect and no Event of Default by Tenant relating to any monetary obligation of this Lease exists at the time of the exercise of the applicable Renewal Option. In the event that Tenant desires to exercise its option to renew the Term for a Renewal Period, Tenant shall so notify Landlord in writing on or before the twelfth (12th) month prior to the last day of the Term. Tenant shall specify in such notice to Landlord the portions of the Premises which Tenant desires to lease for the applicable Renewal Period which shall eliminate from the Premises only that Eliminated Area described below (the “Renewal Space”). If Tenant fails to designate the portion of the Premises which Tenant desires to lease, Tenant shall be deemed to have elected to lease the entire Premises. Upon the giving of such notice, this Lease and the Term hereof shall automatically be extended for five (5) years without the necessity for the execution of any other instrument in confirmation thereof except for a document memorializing the Annual Rent established as set forth in Section 3.3 below for the then existing Option extended Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant’s Renewal Options will not lapse because of Tenant’s failure to exercise any Renewal Option unless Landlord gives Tenant notice that Tenant has failed to exercise such Renewal Option prior to the period provided above, and Tenant shall not be deemed to have waived its right failed to exercise an Extension Option unless Tenant fails to deliver such Option Notice option within fifteen ten (1510) days after Landlord's delivery to Tenant following Tenant’s receipt of written notice notifying Tenant that Landlord failed to receive such Option Notice notice. Except for the reduced square footage (if applicable), the rent payable during the applicable Exercise Window. FurtherRenewal Period, which shall be determined in the Extension Options shallmanner provided in Section 3.3 below, at Landlord's election, become null and void and of the fact that there shall be no further force and effect if Tenant is in monetary default option to extend beyond the second Renewal Period or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts with respect to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent any Eliminated Area (as defined in Article 3 below) payable by Tenant during ), each Option Term extension shall be adjusted upon all the same terms, conditions and provisions as set forth contained in Section 7 this Lease. In the event Tenant exercises either Renewal Option as to a portion, and not all, of the Summarythen current Premises, (i) the Renewal Space must contain at least one hundred thirty thousand (130,000) square feet of rentable area; (ii) the space eliminated from the Premises pursuant to this Section (the “Eliminated Area”) must, to the extent reasonably possible, be internally contiguous; (iii) each portion of the Eliminated Area must contain at least 10,000 contiguous square feet of rentable area and be marketable as office or research and development space on commercially reasonable terms and in accordance with all Legal Requirements; and (iii) the Eliminated Area must have access to legally appropriate restrooms, elevator lobby and fire stairs on the applicable floor of the Building and shall have an approximately proportionate share of the exterior window walls on the applicable floor of the Building when compared with the Renewal Space. The term cost of this Leasepartitioning the Renewal Space from the Eliminated Area shall be paid by Landlord. Once the Eliminated Area has been separated from the Premises, as may be extended by any Option Term, is hereinafter collectively referred Tenant shall no longer have an option to as extend the "Lease TermTerm with respect to the Eliminated Area."

Appears in 1 contract

Sources: Lease (Dunkin' Brands Group, Inc.)

Options to Extend. Landlord hereby grants 15.1 So long as Polycom, Inc. (and, to the extent provided in Section 7.9, its successors and assigns in connection with transfers to affiliates, transfers in connection with mergers or sales of assets, or transfers of a controlling percentage of its capital stock) is the Tenant hereunder and occupies more than fifty percent (individually50%) of the Leased Premises, "Extension Option" and collectivelysubject to the condition set forth in clause (b) below, "Extension Options") four (4) -successive Tenant shall have two options to extend the term of this Lease Term with respect to the entirety of the Premises, the first for a period of five (5) years each from the Lease Expiration Date (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not less than one-two hundred twenty seventy (120) days nor more than three hundred sixty (360270) days prior to the end Lease Expiration Date of the Lease Term or the expiration of the First Extension Period, as applicable; (b) Anything herein to the contrary notwithstanding, if Tenant is in default of a monetary obligation or material non-monetary obligation (after written notice has been given and cure periods, if applicable, have expired), either at the time Tenant exercises either extension option or on the commencement date of the First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable option is exercised in a timely fashion, the Lease shall be extended for the term of the applicable extension period upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for each extension period shall be the "Fair Market Rent" for the Leased Premises, increased after 12 months in accordance with Article 1. For purposes hereof, "Fair Market Rent" shall mean the base rent for the Premises, based upon the rental rate per square foot that an unaffiliated landlord and tenant would agree to for a lease on the terms of this Lease for the relevant Extension Period for comparable premises in the vicinity of the Property, determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Premises below the amount due from Tenant for the preceding portion of the initial Lease Term (or the then existing Option TermFirst Extension Period, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15if applicable) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that which Base Monthly Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termhad been fixed."

Appears in 1 contract

Sources: Lease Agreement (Polycom Inc)

Options to Extend. Landlord hereby grants 15.1 So long as Digital Microwave Corporation is the Tenant hereunder and occupies the entirety of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises; the flat for a period of five (5) years each from the expiration of the tenth year of the Lease Term (individually, the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the first Extension Period, subject to the following conditions: (a) Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than twelve months nor less than one-hundred twenty (120) days nor more than three hundred sixty (360) days nine months prior to the end expiration of the initial tenth year of the Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; (b) Anything herein to the case may be ("Exercise Window"). Notwithstanding the foregoingcontrary notwithstanding, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default under any of the terms, covenants or material non-monetary default after applicable notice and expiration conditions of cure periods under this Lease Lease, either at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to exercises either extension option or on the commencement date of the applicable Option Term. Provided Tenant has properly First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and timely exercised remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. 15.2 In the event the applicable Extension Optionoption is exercised in a timely, fashion, the Lease Term shall be extended for the term of the applicable extension period specified above, and upon all terms, covenants of the terms and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may provided that the Base Monthly Rent for each extension period shall be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term.Fair Market Rent" for the Leased Premises, increased as set forth below. For purposes hereof, "Fair Market Rent" shall mean the Base Monthly Rent determined pursuant to the process described below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Leased Premises below the amount due from Tenant for the

Appears in 1 contract

Sources: Lease Agreement (Digital Microwave Corp /De/)

Options to Extend. Provided (i) this Lease is in full force and effect, (ii) Tenant is not in default beyond any applicable notice and cure periods under any of the terms and conditions of this Lease at the time of notification or commencement, (iii) Tenant or any Permitted Transferee, at the time of exercise and at the time the term is extended, is conducting regular, active, ongoing business in, and is in occupancy (and occupancy by any other subtenant, licensee or other party permitted or suffered by Tenant shall not satisfy such condition) of at least seventy-five percent (75%) of the Premises (except to the extent such any failure to satisfy such threshold is caused solely as a result of a casualty or as a result of Tenant’s performance of Alterations in the Premises), and (iv) Tenant’s certified financial statements (which shall be tendered to Landlord hereby grants with Tenant’s written notice exercising its right hereunder) demonstrate, to Landlord’s reasonable satisfaction, that Tenant has a net worth sufficient to satisfy all of Tenant’s obligations under this Lease during the applicable Extension Term (individuallythe “Minimum Financial Threshold”), "Extension Option" and collectively, "Extension Options"then Tenant shall have two (2) four (4) -successive options to extend the Lease Term (each, an “Extension Option”) this Lease, each for a period term of five sixty (560) years each months (individuallyeach, "Option a “Extension Term" ”), for the portion of the Premises being leased by Tenant as of the date the applicable Extension Term is to commence, on the same terms and collectivelyconditions set forth in this Lease, "Option Terms"). Each except as modified by the terms, covenants and conditions as set forth below. (i) If Tenant elects to exercise the applicable Extension Option must be exercisedOption, if at all, by then Tenant shall provide Landlord with written notice no earlier than the date which is five hundred forty ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360540) days prior to the end expiration of the then current Term of this Lease but no later than the date which is four hundred fifty (450) days prior to the expiration of the then current Term of this Lease. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the Term of this Lease. (ii) The Base Monthly Rental in effect at the expiration of the then current Term of this Lease shall be adjusted to reflect the Prevailing Market (defined below) rate as of the date the applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant. Landlord shall advise Tenant of the new Base Monthly Rental for the Premises no later than thirty (30) days after receipt of Tenant’s written request therefor. Said request shall be made no earlier than thirty (30) days prior to the first date on which Tenant may exercise the applicable Extension Option under this Paragraph 35.B. (iii) If Tenant and Landlord are unable to agree on a mutually acceptable Base Monthly Rental for the applicable Extension Term not later than sixty (60) days prior to the expiration of the initial Lease Term or the then existing Option Term, then Landlord and Tenant, within five (5) days after such date, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate for the Premises during the applicable Extension Term (collectively referred to as the case may be ("Exercise Window"“Estimates”). Notwithstanding If the foregoinghigher of such Estimates is not more than one hundred five percent (105%) of the lower of such Estimates, then the Prevailing Market rate shall be the average of the two Estimates. If the Prevailing Market rate is not established by the exchange of Estimates, then, within seven (7) days after the exchange of Estimates, Landlord and Tenant shall each select an appraiser to determine which of the two Estimates most closely reflects the Prevailing Market rate for the Premises during the applicable Extension Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least five (5) years’ experience within the previous ten (10) years as a real estate appraiser working in San Francisco, California, with working knowledge of current rental rates and practices. For purposes hereof, an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (or its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an “ASA” appraiser means an individual who holds the Senior Member designation conferred by, and is an independent member of, the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). (iv) Upon selection, Landlord’s and Tenant’s appraisers shall work together in good faith to agree upon which of the two Estimates most closely reflects the Prevailing Market rate for the Premises. The Estimates chosen by such appraisers shall be binding on both Landlord and Tenant. If either Landlord or Tenant fails to appoint an appraiser within the seven (7) day period referred to above, the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot agree upon which of the two Estimates most closely reflects the Prevailing Market rate within twenty (20) days after their appointment, then, within ten (10) days after the expiration of such twenty (20) day period, the two appraisers shall select a third appraiser meeting the aforementioned criteria and who has not worked with Landlord or Tenant or their affiliates in the preceding five (5) year period. Once the third appraiser (i.e., the arbitrator) has been selected as provided for above, then, as soon thereafter as practicable but in any case within fourteen (14) days, the arbitrator shall make his or her determination of which of the two Estimates most closely reflects the Prevailing Market rate and such Estimate shall be binding on both Landlord and Tenant as the Prevailing Market rate for the Premises. If the arbitrator believes that expert advice would materially assist him or her, he or she may retain one or more qualified persons to provide such expert advice. The parties shall share equally in the costs of the arbitrator and of any experts retained by the arbitrator. Any fees of any appraiser, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such appraiser, counsel or expert. (v) If the Prevailing Market rate has not been determined by the commencement date of the applicable Extension Term, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice pay Base Monthly Rental upon the terms and conditions in effect during the applicable Exercise Windowlast month of the immediately prior Term until such time as the Prevailing Market rate has been determined. FurtherUpon such determination, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at Base Monthly Rental for the time Tenant attempts to exercise such Extension Option or, following such exercise, prior Premises shall be retroactively adjusted to the commencement of the applicable Option TermExtension Term for the Premises (vi) The Extension Options are not transferable except to a Permitted Transferee that is an assignee of the Lease; the parties hereto acknowledge and agree that they intend that the aforesaid options to extend this Lease shall be “personal” to Tenant and any such Permitted Transferee that is an assignee of the Lease as set forth above and that in no event will any other assignee or any sublessee have any rights to exercise the aforesaid options to extend. (vii) If Tenant fails to validly exercise the first Extension Option, Tenant shall have no further right extend the Term of this Lease. Provided In addition, if both Extension Options are validly exercised or if Tenant has properly fails to validly exercise the second Extension Option, Tenant shall have no further right to extend the Term of this Lease. (viii) [Intentionally Omitted] (ix) For purposes of this Paragraph 35.B, “Prevailing Market rate” shall mean the arm’s length fair market annual rental rate per rentable square foot under extension and timely exercised expansion amendments entered into on or about the date on which the Prevailing Market rate is being determined hereunder for space comparable to the Premises in the Building (if any) and buildings comparable to the Building in San Francisco, California as of the date the applicable Extension OptionTerm is to commence, taking into account the specific provisions of this Lease Term which will remain constant. The determination of Prevailing Market rate shall be extended take into account any material economic differences between the terms of this Lease and any comparison lease or amendment, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for the period specified aboveoperating expenses, insurance costs and all terms, covenants and conditions taxes. The determination of the Lease Prevailing Market rate shall remain unmodified and in full force and effect except not take into account the value of Tenant’s personal property or any fixtures that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of is entitled to remove upon the Summary. The term expiration or earlier termination of this Lease. (x) If applicable, in the event Tenant fails to satisfy the Minimum Financial Threshold and accordingly Tenant is not qualified to exercise the Extension Option, Landlord, in its sole discretion, may elect to permit Tenant to provide an additional security enhancement (as may determined by Landlord in its sole discretion) and, in such event, if Tenant so provides such additional security enhancement to Landlord, Landlord shall then waive such Minimum Financial Threshold requirement and Tenant shall be extended by any Option Term, is hereinafter collectively referred entitled to as exercise the "Lease TermExtension Option."

Appears in 1 contract

Sources: Office Lease (Asana, Inc.)

Options to Extend. Landlord hereby grants to (a) Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term (the "Options to Extend") for a period successive periods of five (5) years each (individually, the "Option Term" and collectively, "Option TermsExtension Periods"), subject to and on the terms set forth herein. Each Extension Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option must be exercisedto Extend, if at all, by written it shall give Landlord a notice (the "Option Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty twelve (12012) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Initial Term of this Lease Term or the then existing Option Termpreceding Extension Period, as the case may be Thereafter, the Fair Market Rent ("Exercise Window")as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection (d) below. Notwithstanding After the foregoingapplicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than nine (9) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, at the sole election of Landlord, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, and (ii) there is no Event of Default of Tenant under this Lease. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Extension Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within fifteen such ten (1510) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts and MAI approved (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's delivery to Tenant appointment of written notice notifying Tenant that Landlord failed to receive the second Arbitrator. On or before the expiration of such Option Notice during the applicable Exercise Window. Furtherthirty (30) day period, the Extension Options shall, at Landlord's election, become null and void and two Arbitrators shall confer to compare their respective determinations of no further force and effect if Tenant the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is in monetary default less than or material non-monetary default after applicable notice and expiration equal to ten percent (10%) of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior lower of said amounts then the final determination of the Fair Market Rent shall be equal to the commencement average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the applicable Option Term. Provided Tenant has properly and timely exercised two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension OptionPeriod within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, the Lease Term if any, shall be extended for the period specified above, shared equally by Landlord and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermTenant."

Appears in 1 contract

Sources: Lease (Millennium Pharmaceuticals Inc)

Options to Extend. Landlord hereby grants All existing options to Tenant (individuallyrenew the Lease or extend the Term set forth in the Lease are deleted, "Extension Option" and collectively, "Extension Options") four (4) -successive options are replaced with the option to extend the Lease Term set forth in the balance of this Paragraph 4. (a) Tenant shall have the option to extend the Term for a one (1) additional period of five (5) years each (individuallyyears, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by provided that Tenant gives Landlord written notice of the exercise of such option on or before the date that is twelve ("Option Notice"12) delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Lease Term or then-existing period constituting the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant and that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to notice is given and on the commencement of the extension term concerned, (i) this Lease is in full force and effect, (ii) Tenant is not in default under the Lease beyond the expiration of any applicable Option Term. Provided notice and cure period given to Tenant in the Lease, (iii) Tenant has properly and timely not assigned this Lease or subleased all or any portion of the Premises under any then-existing sublease, and (iv) such extension is not being exercised the applicable Extension Option, the Lease Term shall be extended in connection with or for the purpose of facilitating any such assignment or sublease. Such extension term shall commence at 12:01 a.m. on the first day following the expiration of the immediately preceding period specified aboveconstituting the Term. (b) During such extension term, and all terms, covenants and conditions provisions of the Lease shall remain unmodified apply, except for any provision relating to the improvement of the Premises by Landlord or at Landlord’s expense, and in full force and effect except that the amount of Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term for such extension term shall be adjusted as set forth in Section 7 of negotiated and determined by mutual agreement between the SummaryParties, and shall be the then-market rent for the Premises. The term “then-market rent” as used in the immediately preceding sentence shall mean the annual amount, projected during such extension term, that a willing, comparable, non-equity tenant (excluding assignment and sublease transactions) would pay, and a willing, comparable landlord of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to a comparable building located in the same market as the "Lease TermBuilding would accept, at arm’s length (without compulsion to agree) for lease extensions or renewals (including what Landlord is accepting for current lease extension or renewal transactions for the Building), for general office space of similar rentable square footage, location and quality, but excluding consideration of tenant improvement allowances and lease concessions, if any, then being given by the landlords of such similar projects unless such tenant improvement allowances and lease concessions are then being given by such persons in connection with lease extensions or renewals."

Appears in 1 contract

Sources: Agreement of Lease

Options to Extend. Landlord hereby grants to (a) Provided the Tenant is not in default under this Lease beyond applicable cure periods at the time the Tenant delivers the applicable Extension Notice (individuallyas defined below), "Extension Option" and collectively, "Extension Options") four (4) -successive the Tenant shall have [redacted] separate consecutive options to extend the Lease Term Term, in each case for a further period of five [redacted] (5) years each, an “Extension Term”), each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, option exercisable by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end Landlord (the “Extension Notice”) given no later than [redacted]and no earlier than [redacted]prior to the expiry of the initial Lease Initial Term or the then existing Option current Extension Term, as the case may be ("Exercise Window"the “Extension Notice Expiration Date”). Notwithstanding Each such Extension Term shall be on the foregoingsame terms and conditions as the Initial Term, save and except that Basic Rent shall be determined in accordance with paragraph 22.1(b) or 22.1(c), as applicable, the Tenant shall not be deemed to have waived its no further right to exercise an of extension beyond the second Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. FurtherTerm, the Landlord will have no obligation to pay or provide to the Tenant any allowance, concession or inducement of any nature, or provide any free rent or discounted rent of any nature, or provide any fixturing period, or do or perform any work in the Premises. (b) The Basic Rent for each Extension Options shall, at Landlord's election, become null Term shall be agreed upon by the Landlord and void and of no further force and effect if the Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Extension Term and shall be the then current fair market basic rent for the Premises, being the basic rent which would be paid for the Premises in its current condition as of the commencement of the subject Extension Term, including all Leasehold Improvements installed or placed in the Premises. Provided In determining the then current fair market basic rent for the Premises, all relevant circumstances must be considered and applied, including without limitation the basic rent payable for comparable premises in a building of similar size, age and location as the Building, provided that under no circumstances will Basic Rent for any Extension Term be less than the Basic Rent applicable during the last year of the Initial Term in respect of the first Extension Term and during the last year of the first Extension Term in respect of the second Extension Term. (c) Failing agreement by the parties as to the Basic Rent for any Extension Term by not later than 60 days prior to the commencement of the particular Extension Term, either party may submit the matter to a single arbitrator appointed under the Arbitration Act (British Columbia), whose decision will be final and binding upon the Tenant and the Landlord. The cost of the arbitration will be borne by the Landlord and the Tenant equally. In the event that the Basic Rent payable during any Extension Term has properly not been agreed upon or determined by the date of commencement of the particular Extension Term, the Tenant shall pay by way of provisional Basic Rent on the first day of the first month of that Extension Term, an amount equal to the monthly instalment of Basic Rent payable in the month immediately preceding the commencement of such Extension Term, and timely exercised on the first day of each and every month thereafter the Tenant shall continue to pay such monthly amount until the new Basic Rent is agreed upon or determined, and, upon the Basic Rent being so agreed upon or determined an appropriate adjustment of Basic Rent shall be made, if required, on the first day of the month next following the month in which the new Basic Rent is so agreed upon or determined, retroactive to the commencement of the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Office Lease (Aurinia Pharmaceuticals Inc.)

Options to Extend. Subject to the provisions of Section 24(a)(ix) above and provided that no Default shall have occurred and be continuing at the time this Option is exercised, Landlord hereby grants to Tenant three (individually, "Extension Option" and 3) successive options (collectively, the "Extension OptionsOPTIONS", and each an "OPTION") four (4) -successive options to extend the Lease Term of this Lease for a period three (3) successive periods of five (5) years consecutive Lease Years each. Tenant may exercise each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, only by giving Landlord written notice ("Option Notice") delivered by Tenant to Landlord thereof not less than one-hundred twenty twelve (12012) days nor months, no more than three hundred sixty eighteen (36018) days months prior to the end expiration of the then running initial or extended Lease Term or the then existing Option Term, as the case may be. The covenants, terms and conditions between Landlord and Tenant during each such extended term shall be ("Exercise Window"). Notwithstanding the foregoingsame as contained in this Lease for the initial Lease Term, except that Tenant shall not be deemed to have waived its no further right to exercise an Extension extend the Lease Term, and the Base Rent payable during each such extended term for which Tenant exercises this Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during shall be adjusted for the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this first Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement Year of the applicable Option Termto equal the greater of: a. one hundred and two percent (102%) of the Base Rent due for the preceding Lease Year; and b. Fair Market Rental of the Leased Premises as of the beginning of the extended term ("OPTION DATE") as hereinafter set forth: i. Between the three hundred sixty-fifth (365th) and one hundred eightieth (180th) day prior to the Option Date, Landlord and Tenant shall attempt to agree by a written and signed addendum to this Lease on the Fair Market Rental to be payable during such extended term. Provided If Landlord and Tenant are unable to agree on such Fair Market Rental or fail to execute the addendum by the one hundred eightieth (180th) day preceding the Option Date, then, within thirty (30) days thereafter Landlord and Tenant shall each select a Qualified Appraiser and use the appraisal mechanism set forth in Section 28 to determine the Fair Market Rental. ii. If for any reason the Fair Market Rental has not been determined as of the Option Date, Tenant shall continue to pay Base Rent to Landlord in an amount of Landlord's lowest proposal during the negotiations set forth in Section 27(b)(i) above, and, when the Fair Market Rental for the extended term is determined, Tenant within thirty (30) days following Landlord's notice thereof, shall pay to Landlord the amount of any increase for each month during which Tenant paid a lower monthly installment of Base Rent, or, if Tenant has properly and timely exercised over paid Base Rent, Tenant shall receive a credit for such amounts against Base Rent next coming due. c. Further, the applicable Extension Option, Base Rent for each Lease Year during an Option after the first Lease Year during said Option shall be increased by two percent (2%) over the preceding Lease Year. d. The exercise of all preceding Option(s) is a condition precedent to the exercise of any subsequent Option(s). e. Any references in this Lease to the Lease Term shall be mean the initial Lease Term as extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of pursuant to this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermSection."

Appears in 1 contract

Sources: Lease (Speedfam Ipec Inc)

Options to Extend. Landlord hereby grants to Tenant (individuallyshall have the right and option, "Extension Option" which said option and collectivelyright shall not be severed from this Lease or separately assigned, "Extension Options") four (4) -successive options mortgaged or transferred, to extend the Lease Term Initial Terra for a period two (2) additional consecutive periods of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "“Extension Period” and singularly as the “First Extension Period” and the “Second Extension Period”, respectively), provided that (a) Tenant shall give Landlord notice of Tenant’s exercise of each such option at least eighteen (18) full months prior to the expiration of the (i) Initial Term with respect to the first such option, and (ii) First Extension Period with respect to the second such option and (b) Tenant shall not be in default (beyond expiration of applicable notice and cure periods, if any) in the performance or observance of any of the terms and provisions of the Lease Termon the part of Tenant to be performed or observed at the time of giving applicable notice and the commencement of each such Extension Period. Except for the amount of Basic 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 Initial Term shall be extended as aforesaid, except that there shall be no further option to extend the Term nor shall there be any Allowance nor shalL Landlord be obligated to make or pay for any improvements to the Premises nor pay any architectural or engineering fees, legal fees, brokerage fees or inducement payments of any kind or nature. If Tenant shall give notice of its exercise of each such option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further attention on the part of either Landlord or Tenant. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any or all conditions precedent to Tenant’s exercise of any such option, which conditions are set forth in clauses (a) and (b) above. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. Failure to timely exercise the first such option shall terminate Tenant’s right to exercise the second such option. Any assignment by Tenant of its interest under this Lease or any subleasing of all or any part of the Premises (other than a subletting of a portion of the Premises consented to by Landlord pursuant to Article VI) or any termination of this Lease Agreement shall terminate the rights hereby granted Tenant. Any subletting of the Premises will not transfer to the sublessee any of the rights granted hereby."

Appears in 1 contract

Sources: Lease (Aspen Technology Inc /De/)

Options to Extend. Paragraph X of the Lease is amended to read as follows: Landlord hereby grants to Tenant three (individually, "Extension Option" and collectively, "Extension Options"3) four five (4) -successive 5)-year options to extend the term of the Lease. On condition that Tenant is not then in default under any of the terms and conditions of the Lease Term for a period beyond any applicable notice and cure periods, Tenant may exercise each of five the options to extend by giving Landlord at least one hundred eighty (5180) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by days prior written notice ("Option Notice") delivered of its exercise of the applicable option to extend. All of the terms and conditions of this Lease shall be in effect during each of the extended terms, except that the annual rental to be paid by Tenant during the first year of the applicable extended term shall be adjusted to equal the fair market rental value of the Premises as of the first day of such extended term, as Landlord and Tenant shall agree as provided in the following paragraph. If Tenant has timely exercised its option to extend as set forth above, Landlord shall promptly give Tenant notice of Landlord's opinion of the fair market rental value (as defined below) applicable to the Premises during the first year of the extended term. Thereafter, Landlord and Tenant shall attempt to agree in good faith in writing on such fair market rental value. If Landlord and Tenant do not less than one-agree in good faith on the fair market rental value of the Premises by the date which is one hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term original term, or the then existing Option Termcurrent renewal term, as the case may be ("Exercise Window"). Notwithstanding the foregoingapplicable, then Landlord and Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice each select, within fifteen (15) days after Landlord's delivery such one hundred twentieth (120th) day, an appraiser (the "Appraisers") with a minimum of five (5) years experience appraising real property for commercial rental purposes in the Reno, Nevada area, to Tenant determine the fair market rental value of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise WindowPremises. FurtherWithin fifteen (15) days of appointment, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at Appraisers shall mutually select a third appraiser (the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to "Neutral Appraiser") who has the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to same minimum qualifications as the "Lease Term."Appraisers and who has not

Appears in 1 contract

Sources: Commercial Lease (Intuit Inc)

Options to Extend. As consideration for the consent of Landlord herein set forth, Lease Paragraph 42 (“Second Five Year Option to Extend”) and Paragraph 3 to Amendment No. I dated April 16, 1997 (“Third Five Year Option to Extend”) are hereby deleted in their entirety and shall be replaced with the following: A. SECOND FIVE YEAR OPTION TO EXTEND: Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options an option to extend this Lease Agreement (“Option to Extend” or the Lease Term “Option”) for a period of an additional five years (5“Second Extended Term”) years each (individually, "Option Term" upon the following terms and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by conditions:*** 1) Tenant shall give Landlord written notice of Tenant’s exercise of this Option to Extend at least one hundred eighty ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360180) days prior to the end expiration of the initial Lease Term or pursuant to Paragraph A hereof (not later than April 3, 2011), in which event the Term of the Lease shall be considered extended for an additional five (5) years, subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then existing current Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option Term, to Extend); and (iii) this Paragraph 2.A thereafter deleted. In the event that Tenant fails to timely exercise Tenant’s Option as the case may be ("Exercise Window"). Notwithstanding the foregoingset forth herein in writing, Tenant shall not be deemed have no further Option to have waived its right Extend this Lease, and the Lease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2. 2) In the event Tenant timely exercises Tenant’s Option to exercise an Extension Option unless Tenant fails to deliver such Option Notice Extend as set forth herein, Landlord shall, within fifteen (15) days after Landlord's delivery to receipt of Tenant’s exercise of the Option, advise Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during any changes in the applicable Exercise Window. Further, management fee and the Extension Options shall, at Landlord's election, become null terms and void conditions as referenced in Paragraph 2.A.1(ii) above) and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to Basic Rent (which shall not be less than the commencement Basic Rent for the fifth year of the applicable Option current Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended ) required for the period specified above, and all terms, covenants and conditions Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall remain unmodified have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new terms and conditions and Basic Rent for the Second Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time period allowed, this Paragraph 2 shall be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the default in the time period allowed by the Lease at any time prior to, or at the time the lease commences on the Second Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph 2. 4) The Option rights of Tenant under this Paragraph 2.A, and the Second Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except that Base Rent as provided for in Lease Paragraph 56 (as defined “Permitted Assignments and Subleases”), either voluntarily or by operation of law, in Article 3 belowany manner whatsoever. 5) payable Notwithstanding anything to the contrary in this Paragraph, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during each the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as permitted by cure in the Lease Agreement). In the event said Option Term to Extend is forfeited as stated herein, Tenant shall be adjusted have no further Option to Extend this Lease. B. THIRD FIVE (5)-YEAR OPTION PERIOD: Provided Tenant has extended the Lease for an additional five year period as set forth in Section 7 Paragraph A above, Landlord hereby grants to Tenant another Option to Extend the Lease Agreement upon the following terms and conditions; 1) Tenant shall give Landlord written notice of Tenant’s exercise of this Option to Extend at least one hundred eighty (180) days prior to the expiration of the SummaryBasic Term hereof (not later than April 3, 2016), in which event the Term of the Lease shall be considered extended for an additional five (5) years (“Third Extended Term”) subject to the Basic Rent set forth below and with: (i) the Basic Rent to be determined pursuant to Paragraph 2) below; (ii) the management fee and the terms and conditions subject to amendment by Landlord (Landlord, in its sole and absolute discretion, may, but is not required to, incorporate its then current Lease provisions that are standard in Landlord’s leases for comparable buildings as of the date of Tenant’s exercise of its Option to Extend); and (iii) this Paragraph 2.B thereafter deleted. In the event that Tenant fails to timely exercise Tenant’s Option as set forth herein in writing, Tenant shall have no further Option to Extend this Lease, and the Lease shall continue in full force and effect for the full remaining term hereof, absent this Paragraph 2.B. 2) In the event Tenant timely exercises Tenant’s Option to Extend as set forth herein, Landlord shall, within fifteen (15) days after receipt of Tenant’s exercise of option, advise Tenant of any changes in the management fee and the terms and conditions as referenced in Paragraph 2.B.1 (ii) above and Basic Rent (which shall not be less than the Basic Rent for the fifth year of the Second Extended Term) required for the Third Extended Term of the Lease to make the Basic Rent for the Premises comparable to the then current market triple net basic rent for comparable properties either (i) then owned in whole or in part by the above mentioned Landlord or by members of its immediate family in the vicinity of the Premises or (ii) if not owned by Landlord or its family as stated herein, other third party properties in the vicinity of the Premises. Tenant shall have five (5) days after receipt from the Landlord of said new terms and conditions and Basic Rent in which to accept said new terms and conditions and Basic Rent and enter into written documentation confirming same. In the event Tenant fails to execute said written documentation confirming said new terms and conditions and Basic Rent for the Third Extended Term of Lease within said five (5) day period, Tenant shall have no further Option to Extend this Lease, and this Lease shall continue in full force and effect for the full remaining term hereof absent of this Paragraph 2.B, with Landlord having no further responsibility or obligation to Tenant with respect to Tenant’s Option to Extend. 3) It is agreed that if Tenant is at any time prior to exercising its Option to Extend in default of this Lease and has failed to cure the default in the time period allowed, this Paragraph 2.B will be null and void and Tenant will have no further rights under this Paragraph. It is further agreed that if Tenant has exercised its Option to Extend and is subsequently in default, and has failed to cure the default in the time period allowed by the Lease at any time prior to, or at the scheduled Commencement Date of the Third Extended Term, Landlord may at its sole and absolute discretion, cancel Tenant’s Option to Extend, and this Lease will continue in full force and effect for the full remaining Term hereof, absent of this Paragraph 2.B. 4) The term Option rights of Tenant under this Paragraph 2.B and the Third Extended Term thereunder, are granted for Tenant’s personal benefit and may not be assigned or transferred by Tenant, except as provided for in Lease Paragraph 56 (“Permitted Assignments and Subleases”), either voluntarily or by operation of law, in any manner whatsoever. 5) Notwithstanding anything to the contrary in this Paragraph 2.B, this Option to Extend is automatically forfeited by Tenant (without notice from Landlord) in the event Tenant is, at any time during the Term of this Lease, in default of said Lease and if Tenant does not completely cure said default within five days for a monetary default and thirty days for a non-monetary default (or such longer time as may be extended permitted by any cure in the Lease Agreement). In the event said Option Termto Extend is forfeited as stated herein, is hereinafter collectively referred Tenant shall have no further Option to as the "Lease TermExtend this Lease."

Appears in 1 contract

Sources: Lease Agreement (Maxtor Corp)

Options to Extend. Landlord hereby grants So long as Cell Genesys, Inc. or a Permitted Assignee is the Tenant hereunder and occupies no less than 50% of the Rentable Square Feet of the Leased Premises, and subject to the condition set forth in clause (b) below, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive shall have two options to extend the term of this Lease Term with respect to the entirety of the Leased Premises, the first for a period of five (5) years each from the expiration of the initial fifteen (individually, 15) year Lease Term (the "Option Term" and collectively, "Option TermsFirst Extension Period"). , and the second (the "Second Extension Period") for a period of five (5) years from the expiration of the First Extension Period, subject to the following conditions: Each Extension Option must option to extend shall be exercised, if at all, by written notice ("Option Notice") delivered of exercise given to Landlord by Tenant to Landlord not more than fifteen months nor less than one-hundred twenty (120) days nor more than three hundred sixty (360) days twelve months prior to the end expiration of the initial Lease Term or the then existing Option Termexpiration of the First Extension Period, as applicable; Anything herein to the case may contrary notwithstanding, if Tenant is in default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises either extension option or on the commencement date of the First Extension Period or the Second Extension Period, as applicable, Landlord shall have, in addition to all of Landlord's other rights and remedies provided in this Lease, the right to terminate such option(s) to extend upon notice to Tenant. In the event the applicable option is exercised in a timely fashion, the Lease shall be extended for the term of the First Extension Period or Second Extension Period, as applicable, upon all of the terms and conditions of this Lease, provided that the Base Monthly Rent for the First Extension Period or Second Extension Period, as applicable shall be the "Fair Market Rent" for the Leased Premises, with annual increases as determined as part of the process set forth below. In no event, however, shall any adjustment of Base Monthly Rent pursuant to this paragraph result in a decrease of the Base Monthly Rent for the Leased Premises below the amount due from Tenant for the month immediately preceding the applicable extension period. No leasing commissions shall be due or payable to any broker retained by Tenant with regard to this Lease for any Extension Period. Within thirty (30) days after receipt of Tenant's notice of exercise, Landlord shall and Tenant shall each notify the other in writing of Landlord's estimate of the Fair Market Rent for the applicable extension period, based on the provisions of Paragraph 15.2 above. For purposes hereof, "Exercise Window")Fair Market Rent" shall mean collectively, (1) Base Monthly Rent for the first year of the applicable extension period, taking into account any capital improvement costs to be passed through as Additional Rent during such period and (2) the annual increases determined at the time Base Monthly Rent for the first year is determined. Notwithstanding Within thirty (30) days after receipt by both parties of the foregoingrespective notices, Landlord and Tenant shall meet to attempt to agree on the Fair Market Rent. In the event Landlord and Tenant cannot agree on the Fair Market Rent within such thirty (30) day period, Tenant shall have the right either to (i) accept Landlord's statement of Fair Market Rent as the Base Monthly Rent for the applicable extension period; or (ii) elect to arbitrate Landlord's estimate of Fair Market Rent, such arbitration to be conducted pursuant to the provisions hereof; or (iii) rescind Tenant's notice of exercise. Failure on the part of Tenant to either require arbitration of Fair Market Rent or rescind its notice within such 30-day period shall constitute acceptance of the Base Monthly Rent for the applicable extension period as calculated by Landlord. If Tenant elects arbitration, the arbitration shall be concluded within 90 days after the date of Tenant's election, subject to extension for an additional 30-day period if a third arbitrator is required and does not act in a timely manner. To the extent that arbitration has not been completed prior to the expiration of any preceding period for which Base Monthly Rent has been determined, Tenant shall pay Base Monthly Rent at the rate calculated by Landlord, with the potential for an adjustment to be deemed made once Fair Market Rent is ultimately determined by arbitration. In the event of arbitration, the judgment or the award rendered in any such arbitration may be entered in any court having jurisdiction and shall be final and binding between the parties. The arbitration shall be conducted and determined in the City and County of San Francisco in accordance with the then prevailing rules of the American Arbitration Association or its successor for arbitration of commercial disputes except to have waived the extent that the procedures mandated by such rules shall be modified as follows: At the time Tenant's elects arbitration under Paragraph 15.3 above, Tenant shall send to Landlord a notice specifying therein the name and address of the person to act as the arbitrator on its behalf. The arbitrator shall be qualified as a real estate broker with no less than 7 years experience leasing of similar industrial, research and development, or office space in Northern San Mateo County. Failure on the part of Tenant to make a proper demand in a timely manner for such arbitration shall constitute a waiver of the right thereto. Within fifteen (15) days after the service of the demand for arbitration, Landlord shall give notice to exercise an Extension Option unless Tenant Tenant, specifying the name and address of the person designated by Landlord to act as arbitrator on its behalf who shall be similarly qualified. If Landlord fails to deliver such Option Notice notify Tenant of the appointment of its arbitrator, within or by the time above specified, then the arbitrator appointed by Tenant shall be the arbitrator to determine the issue. In the event that two arbitrators are chosen pursuant to Paragraph 15.4(a) above, the arbitrators so chosen shall, within fifteen (15) days after the second arbitrator is appointed determine the Fair Market Rent. The arbitrators shall be instructed that they must choose a Fair Market Rent of Landlord's delivery proposal or Tenant's proposal or a number in between the two. If the two arbitrators shall be unable to agree upon a determination of Fair Market Rent within such 15-day period, they, themselves, shall appoint a third arbitrator, who shall be a competent and impartial person with qualifications similar to those required of the first two arbitrators pursuant to Paragraph 15.4(a). In the event they are unable to agree upon such appointment within seven days after expiration of such 15-day period, the third arbitrator shall be selected by the parties themselves, if they can agree thereon, within a further period of fifteen (15) days. If the parties do not so agree, then either party, on behalf of both, may request appointment of such a qualified person by the then Presiding Judge of the California Superior Court having jurisdiction over the County of San Mateo, acting in his private and not in his official capacity, and the other party shall not raise any question as to such Judge's full power and jurisdiction to entertain the application for and make the appointment. The three arbitrators shall decide the dispute if it has not previously been resolved by following the procedure set forth below. Where an issue cannot be resolved by agreement between the two arbitrators selected by Landlord and Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice or settlement between the parties during the applicable Exercise Window. Furthercourse of arbitration, the Extension Options shallissue shall be resolved by the three arbitrators within 15 days of the appointment of the third arbitrator in accordance with the following procedure. The arbitrator selected by each of the parties shall state in writing his determination of the Fair Market Rent supported by the reasons therefor with counterpart copies to each party. The arbitrators shall arrange for a simultaneous exchange of such proposed resolutions. The role of the third arbitrator shall be to select which of the two proposed resolutions most closely approximates his determination of Fair Market Rent. The third arbitrator shall have no right to propose a middle ground or any modification of either of the two proposed resolutions. The resolution he chooses as most closely approximating his determination shall constitute the decision of the arbitrators and be final and binding upon the parties. In the event of a failure, at Landlord's electionrefusal or inability of any arbitrator to act, become null his successor shall be appointed by him, but in the case of the third arbitrator, his successor shall be appointed in the same manner as provided for appointment of the third arbitrator. The arbitrators shall decide the issue within fifteen (15) days after the appointment of the third arbitrator. Any decision in which the arbitrator appointed by Landlord and void the arbitrator appointed by Tenant concur shall be binding and conclusive upon the parties. Each party shall pay the fee and expenses of its respective arbitrator and both shall share the fee and expenses of the third arbitrator, if any, and the attorneys' fees and expenses of counsel for the respective parties and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term witnesses shall be extended for paid by the period specified aboverespective party engaging such counsel or calling such witnesses. The arbitrators shall have the right to consult experts and competent authorities to obtain factual information or evidence pertaining to a determination of Fair Market Rent, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term but any such consultation shall be adjusted as set forth made in Section 7 the presence of the Summaryboth parties with full right on their part to cross-examine. The term arbitrators shall render their decision and award in writing with counterpart copies to each party. The arbitrators shall have no power to modify the provisions of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."

Appears in 1 contract

Sources: Lease Agreement (Cell Genesys Inc)

Options to Extend. Landlord hereby grants If Tenant is not in default in the performance of any of its obligations under this Lease at the time of Tenant's exercise of the then applicable option to extend the then applicable terms of this Lease, Tenant shall have the right at its option to extend the term of the Lease for two (individually2) successive five (5)-year periods (individually the "First Extended Term" and the "Second Extended Term," respectively, "Extension Option" and collectively, the "Extension Options") four (4) -successive options to extend the Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Extended Terms"). Each Extension Option must The Lease of the Property during the Extended Terms shall be exercisedupon the same terms, if at allcovenants and conditions as are set forth in this Lease, by other than the monthly Base Rent and the term of the Lease. If Landlord does not receive from Tenant written notice ("Option Notice") delivered by Tenant to Landlord of ▇▇▇▇▇▇'s exercise of this option on a date which is not less than one-hundred twenty eighteen (12018) days nor more than three hundred sixty (360) days months prior to the end of the initial term of the Lease Term or the then existing Option Termend of the First Extended Term of this Lease, as the case may be (the "Exercise WindowOption Notice"). Notwithstanding the foregoing, Tenant all rights under this option shall not automatically lapse and terminate and shall be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect effect. Time is of the essence herein. Additionally, if Tenant is in monetary default fails to timely or material non-monetary default after applicable notice and expiration duly exercise this option for the First Extended Term, all rights of cure periods Tenant under this Lease at option to extend into the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to First Extended Term and the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Second Extended Term shall automatically lapse, terminate and shall be extended for the period specified aboveof no further force and effect, and all terms, covenants and conditions of Tenant shall have no further rights to extend the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease. Notwithstanding any other provision contained in this Section 7 to the contrary, as Tenant may only exercise the options to extend the term of this Lease for each of the Extended Terms if, concurrently with Tenant's exercise of such option hereunder, Tenant simultaneously exercises the same option granted to Tenant to extend the corresponding term under the Second Lease. If Tenant does not so simultaneously extend the term of both leases, Tenant shall have no right to extend the term of this Lease and thereafter the options granted to Tenant herein shall lapse and be extended by any Option Term, is hereinafter collectively referred to as of no force or effect. The monthly Base Rent for each of the First Extended Tem and the Second Extended Term shall be the then fair market rent for the Property (the "Lease TermFair Rental Value") agreed upon solely by and between Landlord and Tenant and their agents appointed for this purpose."

Appears in 1 contract

Sources: Lease Agreement (Pemstar Inc)

Options to Extend. Landlord hereby grants to (a) Provided that Tenant (individuallyis not in default at the time of exercise or at commencement of the extended term, "Extension Option" and collectivelyotherwise has timely cured all defaults, "Extension Options") four (4) -successive then Tenant shall have 2 consecutive options to extend the Lease Term term for a period of five (5) 5 years each (individuallyeach, an "Option Extended Term" and collectively, "Option Terms"). Each Extension Option must be exercisedIn order to exercise such options, if at all, by Tenant shall provide written notice ("Option Notice of Exercise") to Landlord of its election no later than 6 months before the end of the initial lease term (or first Extended Term). The exercise of such options to extend shall be for the entire Premises and shall be on the same terms and conditions as set forth in the Lease except the Base Rent shall be adjusted as set forth in Paragraph (b) below. The options provided in this Section 2.03 are personal to Tenant and may not be exercised by any assignee or sublessee. (b) If Tenant exercises an extension right pursuant to Paragraph (a) above, the initial Base Rent and the periodic increases for the applicable Extended Term shall be equal to the market rent for a 5 year term for comparable space ("Fair Market Rent Schedule") but in no event shall the initial Base Rent be less than the Base Rent paid in Year 10 of the Lease Term (for the first Extended Term) or the Base Rent paid in Year 5 of the first Extended Term (for the second Extended Term). Tenant's estimation of the Fair Market Rent Schedule shall be included with Tenant's option exercise notice. Landlord shall give Tenant notice of Landlord's estimation of Fair Market Rent Schedule ("Landlord's Value Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) the later of 20 days nor more than three hundred sixty (360) days prior to after receipt of Tenant's exercise notice or 6 months before the end of the initial Lease Term or the then existing Option first Extended Term, as the case may be ("Exercise Window")be. Notwithstanding If there is a disagreement on the foregoingFair Market Rent Schedule, the parties shall promptly meet to attempt to resolve their differences. If the differences are not resolved then either party may apply for arbitration in accordance with the below paragraphs. If neither party applies for arbitration within 10 business days after receipt by Tenant of Landlord's Value Notice, Tenant shall not be deemed bound to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after the Fair Market Rent Schedule stated in Landlord's delivery Value Notice. Should either party elect to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during arbitrate, and if the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant arbitration is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to not concluded before the commencement of the applicable Option Extended Term. Provided , Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that pay Monthly Base Rent (as defined to Landlord in Article 3 below) payable by Tenant during each Option Term shall be adjusted as an amount equal to the Fair Market Rent Schedule set forth in Section 7 Landlord's Value Notice, until the Fair Market Rent Schedule is determined in accordance with the arbitration provisions hereof. If the Fair Market Rent Schedule as determined by arbitration differs from that stated in Landlord's Value Notice, then any adjustment required to correct the amount previously paid by Tenant shall be made by payment by the appropriate party within 30 days after the determination of Fair Market Rent Schedule by arbitration has been concluded, as provided herein. Tenant shall be obligated to make payment during the entire Extended Term of the SummaryMonthly Base Rent determined in accordance with the arbitration procedures hereunder. (c) If either party seeks arbitration of Fair Market Rent Schedule under the provisions hereof for the applicable Extended Term, the other party shall be bound to submit the matter for determination by arbitration. The term arbitration shall be conducted and determined in the county where the Property is located. (d) A party demanding arbitration hereunder shall make its demand in writing ("Demand Notice") within 10 business days after service of this Lease, as may Landlord's Value Notice. A copy of the Demand Notice shall be extended by any Option Term, is hereinafter collectively referred sent to as the "Lease Term."President of the Real Estate Board for the county in which the Property

Appears in 1 contract

Sources: Industrial Real Estate Lease (Seamed Corp)

Options to Extend. Landlord Tenant is hereby grants granted two (2) five (5)-year options to Tenant further extend the term of Lease (individuallyeach option, "an “Extension Option" ”, and collectivelyeach extended term, "an “Extension Options"Term”), with the first Extension Term to commence (if at all) four immediately upon the expiration of the Extended Term, and the second Extension Term to commence (4if at all) -successive options to extend immediately upon the Lease Term for a period expiration of five (5) years each (individually, "Option the first Extension Term" and collectively, "Option Terms"). Each Extension Option must Term shall be exercisedupon the same terms and conditions of the Lease, if at allas amended hereby, by except that Monthly Fixed Rent during the Extension Terms shall be as set forth in Section 4 below. Tenant shall provide Landlord written notice of Tenant’s exercise of an Extension Option at least ninety ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (36090) days prior to the end expiration of the initial Lease Extended Term or the then existing Option first Extension Term, as the case may be applicable ("Exercise Window"such notice, an “Extension Notice”). Notwithstanding the foregoingforegoing or anything in the Lease to the contrary, should Tenant fail to timely provide an Extension Notice, Landlord will notify Tenant in writing that it has missed the deadline and Tenant shall not have ten (10) days after receipt of such notice from Landlord to provide Landlord with an Extension Notice. If Tenant fails to provide such Extension Notice to Landlord within such ten (10)-day period, Tenant’s Extension Option (and any future Extension Option) will be terminated and Tenant will be deemed to have waived its Extension Option. The Extension Options herein provided replace any option to renew or extend the Lease previously granted to Tenant under the Lease; any such previously granted option to renew or extend is hereby null and void. Tenant’s right to exercise an any Extension Option unless is subject to the condition that, on the date that Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furtherdelivers its Extension Notice, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is not in monetary default or material non-monetary default after under the Lease beyond the expiration of any applicable period of notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termcure."

Appears in 1 contract

Sources: Lease (Natural Grocers by Vitamin Cottage, Inc.)

Options to Extend. Provided no Event of Default under this Lease has occurred and is CONTINUING, TENANT shall have the right and option, exercisable by giving Landlord hereby grants written notice at least nine (9) months prior to Tenant (individuallythe expiration of the initial Term, "Extension Option" and collectively, "Extension Options") four (4) -successive options to to extend the Lease Term for a one (1) additional period of five four (54) years each (individually, the "Option Extended Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by and, upon the giving of such notice, this Lease shall automatically be extended for such four (4) year period and no further agreement of extension need be executed. In the even that Tenant fails to give such notice to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to as herein provided, this Lease shall automatically terminate at the end of the initial then current Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, and Tenant shall not have no further right or option to extend this Lease. The Extended Term shall be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice upon the same covenants, agreements, provisions, terms and conditions as during the applicable Exercise Windoworiginal Lease Term except that the Annual Fixed Rent during the Extended Term shall equal the Fair Market Rent for the Leased Premises, but not less than the aggregate rent paid during the last year of the initial Term. Further, The "Fair Market Rent" for the Extension Options shall, at Landlord's election, become null Leased Premises shall mean the rent for comparable space in a Class A mid-rise building in lower Bucks County for a new tenant entering into a new four (4) year lease and void and of no further force and effect if Tenant is with the Operating Expense Allowance being adjusted to reflect the expense allowance used in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at calculating the time Tenant attempts to exercise such Extension Option or, following such exercise, Fair Market Rent. At least nine (9) months prior to the commencement expiration of the applicable Option then current Lease Term, Tenant may request Landlord to quote the Fair Market Rent effective for the first day of the Extended Term. Provided If Tenant has properly objects thereto, Landlord and timely exercised Tenant shall negotiate for a period of thirty (30) days to determine whether the applicable Extension OptionFair Market Rent can be agreed upon. In the event Landlord and Tenant cannot agree on the Fair Market Rent within such thirty (30) day period, Landlord and Tenant shall mutually select a real estate appraiser (MAI or equal) knowledgeable of rents obtained in Class A mid-rise office buildings in lower Bucks County, Landlord shall submit to such appraiser the Lease Term lowest Annual Fixed Rent which Landlord is willing to accept, together with any information with respect thereto that Landlord deems relevant and Tenant shall submit to such appraiser the highest Annual Fixed Rent which Tenant is wining to pay, together with any information with respect thereto that Tenant deems relevant, and the appraiser will then select which of Landlord's or Tenant's submissions most clearly reflect the Fair Market Rent for Class A mid-rise office buildings in lower Bucks County for new leases for a four (4) year term as aforesaid. The appraiser's decision shall be extended for rendered within forty-five (45) days following his selection and to determine the period specified above, and all terms, covenants and conditions Fair market rent of the Lease shall remain unmodified and in full force and effect except that Base Rent (leased premises as defined in Article 3 below) payable by Tenant during each Option Term aforesaid. Such determination shall be adjusted as set forth in Section 7 of the Summary. The term of this Leasefinal, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termbinding and or conclusive on Landlord and Tenant."

Appears in 1 contract

Sources: Lease Agreement (Worldgate Communications Inc)

Options to Extend. Landlord hereby grants to 2.3.1 Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the right to extend the Term of this Lease Term for a period up to three (3) additional terms of five (5) years each (individuallyeach, an "Option Extension Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, ) by delivery of written notice ("Option Notice") delivered by Tenant to Landlord not less no later than one-hundred twenty ninety (120) days nor more than three hundred sixty (36090) days prior to the end expiration of the initial Lease penultimate year of the then-existing Term or (the then existing Option Term, as the case may be ("Exercise WindowExtension Notice"). Notwithstanding The Base Rent during the foregoingExtension Term, subject to periodic adjustment as provided in Section 3.1.3, below, shall be the fair market rent for the Premises as of the date of the Extension Notice (the "Extended Base Rent"). The determination of fair market rent for the Premises shall consider the rents and other terms and conditions at which comparable transactions are being consummated in projects comparable to the Premises in the El Segundo, California area, which determination of comparable projects shall duly take into account such projects' age, design and construction relative to the Premises, and the presence or absence of any remaining Proposition XIII protection in accordance with Section 5.2.2, below, as such Proposition XIII protection may be affected by Tenant shall not be deemed to have waived exercising its right to exercise an extend the Term pursuant to this Section 2.3. Other than the determination of Base Rent for the Extension Option unless Term, the terms and conditions of this Lease shall remain the same for the Extension Term and Landlord shall have no obligation to grant Tenant fails to deliver such Option any improvement allowances or concessions in connection with the Extension Term. Tenant's Extension Notice within fifteen shall set forth Tenant's opinion of the Extended Base Rent. Within thirty (1530) days after Landlord's delivery receipt of the Extension Notice, Landlord shall either deliver a notice to Tenant either accepting Tenant's opinion of written notice notifying the Extended Base Rent or objecting (an "Objection Notice") to Tenant's determination of the Extended Base Rent. If Landlord delivers an Objection Notice, then Landlord and Tenant that Landlord failed shall negotiate in good faith the amount of the Extended Base Rent. The right to receive such Option Notice during the applicable Exercise Window. Further, exercise the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior Terms are personal to the commencement of originally named Tenant herein (the applicable Option Term. Provided "Original Tenant") and may only be exercised by such Original Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (or a "Survivor" or an "Affiliate," as those terms are defined in Article 3 15 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term , which Survivor or Affiliate is an assignee of this Lease, as and may not be extended exercised by any Option Termother assignee, is hereinafter collectively referred to as the "Lease Termsublessee or transferee of this Lease."

Appears in 1 contract

Sources: Lease (Infonet Services Corp)

Options to Extend. Landlord hereby grants to (a) Provided this Lease is then in full force and effect and an Event of Default (as hereinafter defined) has not occurred and is then continuing, Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options shall have the option to extend the Lease Term for a period two separate, consecutive periods of five 5 years (5each, an “Extension Period”) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to commencing on the end expiration of the initial Lease Term or the then existing Option Termfirst Extension Period, as the case may be. (b) Each Extension Period shall be upon the same terms and conditions as apply during the initial Term, except that: ("Exercise Window"i) the Base Rent for the first Extension Period shall be the lesser of (a) **** per square foot of rentable area per Lease Year (“First Extension Period Stipulated Rent”) and (b) **** of the Market Rent (as hereinafter defined); provided, that in no event will the First Extension Period Base Rent be less than **** per rentable square foot. (ii) Base Rent for the second Extension Period shall be the lesser of (a) **** per rentable square foot per Lease Year (“Second Extension Period Stipulated Rent”) and (b) **** of the Market Rent; provided, that in no event will the Second Extension Period Base Rent be less than **** per rentable square foot. (c) The Market Rent (herein so called) shall be the base rent that would be payable during the subject Extension Period for comparable quality space located in greater downtown Pittsburgh, Pennsylvania (the “Market Area”), taking into account, among other considerations, the size and location of the Buildings, lease term, level, quality, age and value of the space and leasehold improvements, condition, quality, age, and location of the Buildings and Building systems, Building services, tenant inducements, leasing commissions being paid or not being paid, and the condition of the Premises. Notwithstanding The Market Rent and the foregoingapplicable Extension Period Base Rent shall be established as follows: (i) at least 12 months prior to the expiration of the initial Term or the first Extension Period, as the case may be, Tenant shall send Landlord written notice of Tenant’s desire to extend the Term, provided that the parties reach an agreement as to the applicable Market Rent and the applicable Extension Period Base Rent. Within 15 days of receipt of said notice, Landlord shall send Tenant written notice (“Landlord’s Renewal Rent Notice”) designating the Market Rent and the applicable Extension Period Base Rent established for the applicable Extension Period; (ii) unless Tenant sends a written notice of objection to Landlord within 15 days after receipt of said designation, the applicable Extension Period Base Rent set forth in said designation shall be the applicable Extension Period Base Rent established for the Extension Period, (iii) if Tenant objects in writing to the applicable Extension Period Base Rent within said 15 day period, Tenant and Landlord shall negotiate in good faith an amount to be the applicable Extension Period Base Rent for such Extension Period. If Landlord and Tenant cannot agree on such applicable Extension Period Base Rent within 15 days after Landlord’s receipt of Tenant’s objection, Tenant, at Tenant’s election, may (i) revoke Tenant’s **** This redacted material has been omitted pursuant to a request for confidential treatment, and the material has been filed separately with the Commission. election to extend the Term and in such case this Lease will terminate at the end of the then current Term, or (ii) elect to proceed to arbitration. If Tenant elects arbitration, Landlord and Tenant shall each select a qualified real estate appraiser and the two selected appraisers shall promptly choose a third qualified real estate appraiser. The third appraiser so selected shall determine the applicable Market Rent for the applicable Extension Period in accordance with the parameters set forth in this Section 3.5. Tenant shall pay the costs for said third real estate appraiser if the applicable Market Rent determined by said third real estate appraiser is equal to or greater than the applicable Market Rent designated by Landlord under (i) above; otherwise, Landlord shall pay the costs for said real estate appraiser. If Landlord shall fail to give Landlord’s Renewal Rent Notice within the 30 day period after receipt of the notice from Tenant, Tenant shall have the right to remain in the Premises on a month to month basis paying the Rent that is then in effect, until such time as Landlord does give Tenant the Landlord’s Renewal Rent Notice, at which point, Landlord and Tenant shall determine the applicable Extension Period Base Rent in accordance with the provisions set forth above in this Section 3.5. (d) Failure of Tenant to provide written notice of extension within the time frame set forth herein shall not be deemed to be a waiver by Tenant of its option to extend the Term until Landlord has notified Tenant in writing that Tenant will have waived relinquished its right to exercise an Extension Option extend the Term unless within 15 days of the date of Landlord’s notice Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of provides its written notice notifying of election to extend the Term. (e) Landlord will provide Tenant that Landlord failed a Tenant improvement allowance equal to receive such Option Notice during **** per the applicable Exercise Window. Furtherthen rentable square foot area of Premises (“Allowance”) for each Extension Period option exercised by Tenant in which the First Extension Period Stipulated Rent or the Second Extension Period Stipulated Rent, as the Extension Options shallcase may be, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at determined to be the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised rent for the applicable Extension OptionPeriod. During any Extension Period in which the rent is not the First Extension Period Stipulated Rent or the Second Extension Period Stipulated Rent, whichever is applicable, then the Lease Term amount of the Allowance for such Extension Period shall be extended for the period specified above, and all terms, covenants and conditions lesser of (i) **** per rentable square foot of Premises; or (ii) **** of the Lease Market Area finish allowance for comparable lease space in the Market Area for a 5-year renewal term as determined by the appraiser. At Tenant’s election, either Landlord or Tenant shall remain unmodified perform the Tenant improvements and in full force and effect except that Base Rent (as defined either case Tenant shall pay for all costs of Tenant improvements in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 excess of the Summary. The term Allowance in accordance with Section 10.2 of this Lease, the Work Agreement attached hereto as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term."Exhibit C.

Appears in 1 contract

Sources: Lease Agreement (Del Monte Foods Co)

Options to Extend. 2.1 Landlord hereby grants further agrees to Tenant grant to Subtenant the option to enter into a direct lease with Landlord upon termination of the Sublease in 2008 upon the following terms and conditions. Regardless of whether Sublandlord exercises its option to renew the Master Lease pursuant to Section 6 of the Second Addendum, Subtenant's option to enter into a direct lease with Landlord shall commence in 2008, at the expiration of the initial term of the Master Lease, as defined in the Second Addendum. Sublandlord's right to renew the Master Lease shall not include the Subleased Premises if Subtenant elects to enter into a direct lease with Landlord for the Subleased Premises. Provided Subtenant is not in monetary default hereunder beyond any applicable notice and cure periods, Subtenant shall have two five-year options (individuallyeach, an "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms"), at the rental amount described in Section 2.2 below, to lease directly from Landlord all of the Subleased Premises. Each Extension Option must be exercisedIn order to exercise an Option, if at all, by Subtenant shall give Landlord written notice ("Option Notice") delivered by Tenant to Landlord not less later than one-hundred twenty (120) days nor more than three hundred sixty (360) 180 days prior to the end termination date of this Sublease (and of the initial Lease Term or termination of the then existing first Option Termterm) of its intent to exercise the Option. If Subtenant exercises the Option for the first Option period, as the case may Base Rent shall be the scheduled rent for the last year under Master Lease, increased by 3%, and the Base Rent shall increase by 3% each year of the Option period. If Subtenant exercises the Option for the second Option period, the Base Rent shall continue to increase by 3% per year. In addition to Base Rent, Subtenant shall pay its proportionate share ("Exercise Window"). Notwithstanding 27.70%) of annual increases in Property Taxes for the foregoingSubleased Premises, Tenant over a base year of 1998; provided, however, that Subtenant shall not be deemed obligated to pay increases that exceed a 10% increase per year. Landlord shall pay any increases in excess of 10% per year. 2.2 If Subtenant does not exercise the first Option, it shall have waived its no right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furthersecond Option. 2.3 Except for the term and rental rate, the Extension Options shalldirect lease shall be on the same terms and conditions as this Sublease, at Landlord's election, become null and void and including the incorporation of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement those terms of the applicable Option Term. Provided Tenant has properly and timely exercised Master Lease that are not inconsistent with the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions terms of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease TermSublease."

Appears in 1 contract

Sources: Sublease (Micro Media Solutions Inc)

Options to Extend. Landlord hereby grants to (a) Tenant shall have two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term (the "Options to Extend") for a period successive periods of five ten (510) years each (individually, the "Option Term" and collectively, "Option TermsExtension Periods"), subject to and on the terms set forth herein. Each Extension Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option must be exercisedto Extend, if at all, by written it shall give Landlord a notice (the "Option Inquiry Notice") delivered by Tenant to Landlord of such desire not less later than one-hundred twenty fifteen (12015) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Initial Term of this Lease Term or the then existing Option Termpreceding Extension Period, as the case may be. Thereafter, the Fair Market Rent (as defined in Subsection (c) below) for the applicable Extension Period shall be determined in accordance with Subsection ("Exercise Window")d) below. Notwithstanding After the foregoingapplicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (the "Exercise Notice") of its election to do so not later than twelve (12) months prior to the expiration of the Initial Term of this Lease, or the preceding Extension Period, as the case may be. If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option to Extend hereunder. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall be void and of no force or effect unless on the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the each Extension Period (i) this Lease is in full force and effect, (ii) there is no Event of Default of Tenant under this Lease, and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. (c) All of the terms, provisions, covenants, and conditions of this Lease shall continue to apply during each Extension Period, except that the Annual Fixed Rent Rate during each Extension Period (the "Extension Rent") shall be equal to the fair market rent for the Premises determined as of the date twelve (12) months prior to expiration of the Initial Term or the preceding Extension Period, as the case may be, in accordance with the procedure set forth in Subsection (d) below (the "Fair Market Rent"). (d) The Fair Market Rent for each Extension Period shall be determined as follows: Within five (5) days after Tenant gives Landlord its Inquiry Notice with respect to any Option to Extend, Landlord shall give Tenant notice of Landlord's determination of the Fair Market Rent for the applicable Extension Period. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Fair Market Rent, whereupon the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant does not notify Landlord within fifteen such ten (1510) day period of Tenant's agreement with or objection to Landlord's determination of the Fair Market Rent, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Fair Market Rent as set forth in the notice from Landlord described in this subsection. (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in the City of Cambridge, Massachusetts (an "Arbitrator"). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's delivery to Tenant appointment of written notice notifying Tenant that Landlord failed to receive the second Arbitrator. On or before the expiration of such Option Notice during the applicable Exercise Window. Furtherthirty (30) day period, the Extension Options shall, at Landlord's election, become null and void and two Arbitrators shall confer to compare their respective determinations of no further force and effect if Tenant the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is in monetary default less than or material non-monetary default after applicable notice and expiration equal to ten percent (10%) of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior lower of said amounts then the final determination of the Fair Market Rent shall be equal to the commencement average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the applicable Option Term. Provided Tenant has properly and timely exercised two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the "Third Arbitrator"), who shall be instructed to determine the Fair Market Rent for the applicable Extension OptionPeriod within ten (10) days after its appointment by selecting one of the amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (f) Regardless of the manner in which the Extension Rent is determined, the Lease Term Annual Fixed Rent for each Extension Period shall be extended for the period specified above, and all terms, covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted subject to adjustment as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Term4.1(b) hereof."

Appears in 1 contract

Sources: Lease Agreement (Vertex Pharmaceuticals Inc / Ma)

Options to Extend. Landlord hereby grants to Tenant two (individually, "Extension Option" and collectively, "Extension Options"2) four (4) -successive options to extend the Term of this Lease Term beyond the initial Term. Each option shall be for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms")year each. Each Extension extension of the Term of this Lease for the Option Period shall be upon the same terms and conditions as those herein specified as applicable to the initial Term of this Lease except that Minimum Monthly Rent shall be at the then fair market value. If Tenant elects to exercise the Option, Tenant must be exercised, if at all, do so by giving Landlord written notice of such election not more than eighteen ("Option Notice"18) delivered by Tenant to Landlord months and not less than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end expiration of the initial Lease then Term or of this Lease. A condition precedent to the then existing effective exercise of each Option Term, as to extend the case may Term shall be ("Exercise Window"). Notwithstanding the foregoing, that Tenant shall not be deemed to have waived its right in material default hereunder (or would be in default but for the passage of time or the giving of notice, or both) either at the time of giving notice of ▇▇▇▇▇▇'s election to exercise an Extension Option unless or on the effective date of the beginning of the applicable Option Period or at any time between such dates. If Tenant fails properly gives notice of exercise of an Option hereunder and the conditions thereto are satisfied, then the Term of this Lease shall be extended for the additional Option Period covered by the Option which is exercised. The Options granted herein are personal to deliver the original Tenant named herein and may not be transferred or assigned, whether separate from or as an incident to an assignment or other transfer of ▇▇▇▇▇▇'s interest under this Lease. Any attempted assignment or transfer of any Option shall cause the Option in question to automatically cease and terminate and, in such Option Notice event, this Lease shall terminate upon the expiration of the then applicable Term. This limitation on transfer of the option does not apply, however, to an assignment of the lease, with option, to a successor entity to Tenant following acquisition or merger. (as per paragraph 21). (a) As used in this Section, the term "fair market rental rate" means the annual amount per rentable square foot, projected during the relevant period, that a willing, comparable, non-equity tenant (excluding sublease and assignment transactions) would pay, and a willing, comparable landlord of a comparable building in the area in which the Premises are located would accept, at arm's length for an office of comparable size, quality and floor height and area as the leased Premises taking into account the age, quality and layout of the existing improvements in the leased area at issue and the condition of the building and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, space availability, condition of existing improvements, tenant size, tenant improvement allowances, operating expenses and allowances, reduced rent, free rent, area demographics, traffic and any other lease concessions, if any, then being charged or granted by Landlord or the lessors of such similar office buildings. The fair market rental rate will be an effective rate, not specifically including, but accounting for, the appropriate economic concessions described above. (b) Landlord will provide written notice of Landlord's determination of the fair market rental rate ("FMRR") and the new rent rate not later than thirty (30) days after the date upon which Tenant timely exercises its Option. Tenant will have thirty (30) days ("Tenant's Review Period") after receipt of Landlord's notice of the FMRR within which to accept such FMRR or to reasonably object thereto in writing. ▇▇▇▇▇▇'s failure to object to the FMRR submitted by Landlord in writing within Tenant's Review Period will conclusively be deemed ▇▇▇▇▇▇'s approval and acceptance thereof. If Tenant reasonably objects to the FMRR submitted by Landlord within Tenant's Review Period, Landlord and Tenant will attempt in good faith to agree upon such FMRR using their best good faith efforts. If Landlord and Tenant fail to reach agreement on such FMRR within fifteen (15) days following the expiration of Tenant's Review Period (the "Outside Agreement Date"), then each party's determination will be submitted to appraisal in accordance with the provisions below. (i) Landlord and Tenant will each appoint one independent appraiser who by profession must be a real estate broker who has been active over the five (5) year period ending on the date of such appointment in the leasing of offices located in area in which the Premises are located. Each such appraiser will be appointed within fifteen (15) days after Landlord's delivery to Tenant the Outside Agreement Date. (ii) The two appraisers selected shall agree upon the FMRR and if the two appraised rental rates are within 10% of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Furtherone another, the Extension Options shallFMRR shall be the average of the two rates established by the appraisers. If the two selected appraisers cannot agree on the FMRR within 10%, at Landlord's election, become null the two appraisers will within fifteen (15) days agree upon and void appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two appraisers and the FMRR shall be determined within sixty (60) days by the average of no further force and effect if the three appraised rental rates established by the three appraisers. (iii) If either Landlord or Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at fails to appoint an appraiser within the time period specified in Subsection (c)(i) herein above, the appraiser appointed by one of them will, within thirty (30) days following the date on which the party failing to appoint an appraiser could have last appointed such appraiser, establish the FMRR and notify Landlord and Tenant attempts to exercise thereof, and such Extension Option orappraiser's decision will be binding upon Landlord and Tenant. (iv) The cost of appraisal (and, following such exerciseif necessary, prior to arbitration) will be shared by Landlord and ▇▇▇▇▇▇ equally. (v) If the process described in Subsection (b) above and this Subsection (c) has not resulted in a determination of the fair market rental rate by the commencement of the applicable Option Term. Provided Tenant has properly lease term, then the fair market rental rate estimated by Landlord will be used until the appraiser(s) reach a decision, with an appropriate rental credit and timely exercised other adjustments for any overpayments of Minimum Monthly Rent or other amounts based on the applicable Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants and conditions final determination of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termfair market rental rate."

Appears in 1 contract

Sources: Lease Agreement (Community Bancorp Inc)

Options to Extend. (a) So long as no default exists under the terms of this Lease, Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options the option to extend the term of this Lease Term for a period of five one (51) years each additional twelve (individually12) month periods (each, "Option Term" and an “Option”, collectively, "Option Terms"). Each Extension Option the “Options”) commencing when the applicable prior term expires upon each and all of the following terms and conditions: (i) To exercise an Option, Tenant must be exercised, if at all, by give written notice ("Option Notice") delivered by Tenant of such election to Landlord not less than one-at least one hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end date that the Option period would commence (the “Option Notice”). If the Option Notice is not delivered in accordance with the terms of this Lease, the Option shall automatically expire. Each Option may only be exercised consecutively. (ii) Any extension of the initial Lease Term or the then existing term pursuant to an Option (“Option Term”) shall be under the same terms and conditions as provided in this Lease except for the provisions of this Lease granting the Options and adjustment to the Rent. (iii) The Options are personal to the original Tenant, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall and cannot be deemed to have waived its right to exercise an Extension Option unless assigned or exercised by anyone other than said original Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during and only while the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if original Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement full possession of the applicable Premises. (iv) The monthly Rent of an Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended for calculated using the period specified abovemethod set forth in subparagraph (b) below. (b) If the Lease expires during Executive’s employment as an Executive Vice President in good standing with Cadence, and all terms, covenants and conditions Landlord will negotiate in good faith to extend the term of the Lease shall remain unmodified and in full force and effect except that Base Rent Lease. In the event Executive’s employment as an Executive Vice PresidentCadence is terminated other than for Cause (as defined in Article 3 belowSection 4.2 of Executive’s Employment Agreement, executed on May 26, 2004) payable by Tenant during each Option Term shall be adjusted or if Executive resigns his employment as set forth an Executive Vice President as a result of an event constituting Constructive Termination (as defined in Section 7 4.3 of Executive’s Employment Agreement, executed on May 26, 2004), the Summary. The term of this Landlord will not exercise its right to terminate the Lease, except upon Executive’s default thereunder, such that Executive will remain a tenant until 12 months following the date upon which Executive’s employment as may be extended by any Option Term, an Executive Vice President with Cadence is hereinafter collectively referred to terminated other than for Cause or as the "Lease Terma result of a Constructive Termination."

Appears in 1 contract

Sources: Residential Lease (Cadence Design Systems Inc)

Options to Extend. So long as no Event of Default shall have occurred and be continuing as of the exercise of the Renewal Term option specified herein the Landlord hereby grants to the Tenant an option to renew this Lease in whole or in part (individuallyif in part, "Extension Option" in full floor increments) for four successive terms of five years each (each a “Renewal Term”), the first Renewal Term to commence at the expiration of the Basic Term and collectivelyeach other Renewal Term to commence at the expiration of the preceding Renewal Term; provided that in the event any portion of the Premises is subject to subleases at the commencement of the Renewal Term, "Extension Options") four (4) -successive options the Tenant shall be required to renew the entire floor for each space subleased. The Tenant shall have no right to extend the Lease except as provided in this Section 2.3 and Section 2.5. Annual Base Rent during each Renewal Term shall be payable to the Landlord by the Tenant as described in Section 3.1. The amount of Annual Base Rent for a period each Renewal Term, shall equal the annual Fair Market Rental Value of five the Premises (5or the portion thereof) years determined as of the commencement of each (individually, "Option Term" Renewal Term during such period. If the Landlord and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, the Tenant cannot agree on such Fair Market Rental Value by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) 120 days prior to the end commencement of such Renewal Term, such Fair Market Rental Value shall be determined by the Appraisal Procedure. Any option to extend shall be subject to the following additional terms and conditions: (a) Tenant shall deliver to Landlord, no less than eighteen (18) months prior to the expiration of the initial Lease Term or the then existing Option Current Term, as the case may be written notice ("Exercise Window"). Notwithstanding the foregoingeach, Tenant shall not be deemed to have waived an “Extension Notice”) of its right intention to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise WindowRenewal Term. FurtherIf Tenant decides to renew the Current Term as to less than all of the Premises then being leased, then Tenant must indicate in the Extension Options shall, at Landlord's election, become null Notice that Tenant exercises its renewal option with respect to less than all of the Premises then being leased and void and shall specify in such Extension Notice the particular floors of no further force and effect if the Project as to which Tenant is not exercising its option to renew, which election shall be within the parameters set forth in monetary default or material non-monetary default after subparagraphs (b) and (c) below, but shall otherwise be determined by Tenant in its sole discretion. (b) The portion of the Premises which Tenant elects to exclude from the Premises during any applicable notice Renewal Term shall be vacated and expiration of cure periods under this Lease at the time surrendered by Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Renewal Term as provided in Article 20 hereof, subject, however, to the holdover provisions of Article 21 hereof. (c) If Tenant shall exercise the option to extend the Term for a subsequent Renewal Term with respect to less than all of the Premises then being leased, Tenant’s right to exercise the option to extend the Term or Renewal Term. Provided Tenant has properly and timely exercised , as the applicable Extension Optioncase may be, the Lease for any succeeding Renewal Term shall be extended for the period specified above, and all terms, covenants and conditions not apply to any portion of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant Premises surrendered during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease previous Renewal Term."

Appears in 1 contract

Sources: Sublease Agreement (Red Hat Inc)

Options to Extend. Landlord hereby grants to Provided that, at the time of giving notice of exercise or at the commencement of the First or Second Option Term, as applicable, no Event of Default or Inchoate Default has occurred which is continuing, Tenant (individually, "Extension Option" shall have the right and collectively, "Extension Options") four (4) -successive options option to extend the term of this Lease Term for a period two (2) additional periods of five (5) years each (upon the same terms and conditions herein applicable to the Base Term, except for the amount of the Annual Base Rent, the first option being referred to herein as the “First Option,” the second option being referred to herein as the “Second Option,” and the First Option and Second Option being referred to herein, individually, "Option Term" as an “Option” and collectively, "as the “Options.” In the event that, at the time of giving notice of exercise or at the commencement of the First or Second Option Terms")Term, as applicable, an Inchoate Default has occurred which is continuing, Landlord shall provide Tenant with written notice thereof, Tenant shall have sixty (60) days to cure such Inchoate Default following such written notice, the applicable Option will not expire during such sixty (60) day period so long as Tenant is diligently pursuing such cure and, in the event such Inchoate Default is cured within such sixty (60) day period or Landlord waives in writing the obligation of Tenant to cure such Inchoate Default as a condition to the effectiveness of the exercise of the Option within such sixty (60) day period, the Option shall be deemed to have been timely exercised. Each Extension The five (5) year period for which the term is extended in the event the First Option must be exercisedis exercised is referred to herein as the “First Option Term”, and the five (5) year period for which the term is extended in the event the Second Option is exercised is referred to herein as the “Second Option Term.” Tenant shall exercise the First Option, if at all, by giving written notice ("Option Notice") delivered by Tenant to Landlord of such exercise not less than one-hundred twenty nine (1209) days nor months and not more than three hundred sixty twelve (36012) days months prior to the end expiration of the initial Lease Term Base Term, and Tenant shall exercise the Second Option, if at all, by giving written notice to Landlord of such exercise not less than nine (9) months and not more than twelve (12) months prior to the expiration of the First Option Term. At Tenant’s request during the three-month periods described in the preceding sentence, Landlord shall, by the later of (a) thirty (30) days after such request and (b) ten (10) months before the commencement of the First or the then existing Second Option Term, as applicable, provide Tenant with a written notice setting forth Landlord’s estimate of the case Fair Market Rental for the Premises (as described in Section 5.3 hereof). The Second Option may be ("Exercise Window")exercised only if the First Option is exercised. Notwithstanding the foregoing, Tenant An exercise of an Option shall not be deemed to have waived its right to exercise an Extension Option unless irrevocable. If Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of give written notice notifying Tenant that Landlord failed to receive such Option Notice during of the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, prior to the commencement of the applicable Option Term. Provided Tenant has properly and timely exercised within the applicable Extension Option, the Lease Term shall be extended for the period specified time provided above, and all termssuch Option shall automatically terminate, covenants and conditions time being of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termessence."

Appears in 1 contract

Sources: Lease Agreement (Dj Orthopedics Inc)

Options to Extend. (a) Provided this Lease is in effect at the end of the Primary term and Tenant is not then in default hereunder, and provided that Tenant shall have given Landlord hereby grants written notice at least six (6) months prior to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options the expiration of the Primary Term of its election to extend the this Lease Term for a period "First Extended Term", the term of this Lease shall be extended for a first five (5) years each year extended term commencing at the expiration of the Primary Term and ending at midnight on the last day of the twentieth Lease Year (individually, the "Option First Extended Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty on the same terms and conditions herein set forth except that the monthly rental shall be $6,970.68. (120b) days nor more than three hundred sixty (360) days prior to Provided this Lease is in effect at the end of the initial Lease First Extended Term or the and Tenant is not then existing Option Termin default hereunder, as the case may be ("Exercise Window"). Notwithstanding the foregoing, and provided that Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of given Landlord written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, least six (6) months prior to the commencement expiration of said First Extended Term of its election to extend this Lease further for a "Second Extended Term" the applicable Option Term. Provided Tenant has properly and timely exercised the applicable Extension Option, the term of this Lease Term shall be extended for a second five (5) year extended term commencing at the period specified aboveexpiration of the First Extended Term and ending at midnight on the last day of the twenty fifth Lease Year (the "Second Extended Term") on the same terms and conditions herein set forth except that the monthly rental shall be $8,016.28. (c) Provided this Lease is in effect at the end of the Second Extended Term and Tenant is not then in default hereunder, and all termsprovided that Tenant shall have given Landlord written notice at least six (6) months prior to the expiration of said Second Extended Term of its election to extend this Lease further for a "Third Extended Term", covenants and conditions of the Lease shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may Lease shall be extended by any Option Term, is hereinafter collectively referred to as for a third five (5) year extended term commencing at the expiration of the Second Extended Term and ending at midnight on the last day of the thirtieth Lease Year (the "Lease Third Extended Term") on the same terms and conditions herein set forth except that the monthly rental shall be $9,218.72."

Appears in 1 contract

Sources: Ground Lease Agreement (South Alabama Bancorporation Inc /De/)

Options to Extend. Landlord hereby grants to Tenant (individually, "Extension Option" and collectively, "Extension Options") four (4) -successive options to Lessee may extend the Lease Term for a one (1) additional period of five (5) years each (individuallythe "Extended Term") upon all the terms and conditions of this Lease, "Option Term" subject to the following terms, conditions and collectively, "Option Terms")exceptions. Each Extension Option Lessee must be exercisedexercise the Option, if at all, by giving written notice of its intention to do so no earlier than nine ("Option Notice"9) delivered by Tenant to Landlord not less and no later than one-hundred twenty six (1206) days nor more than three hundred sixty (360) days months prior to the end of the initial Original Term: (a) Lessee's option shall automatically terminate upon any transfer, assignment, sublease, conveyance, hypothecation or encumbrance of the Lease (except to a Permitted Transferee) for which Lessor's consent is required, or if the use of he Premises specified in Paragraphs 1.8 and 6 is changed without the consent of Lessor. (b) Base Rent for the first Extended Term or shall be equal to the then existing Option Fair Market Rental Rate (the "FMRR") of the Premises as of the commencement of such Extended Term. As used herein, FMRR shall mean the rent that a willing lessee would pay to a willing lessor, with neither party under any financial duress, in an arm's length transaction, for property similar to the Premises, as the case may Premises are then improved (and taking into account that there shall be no free rent period and no payment of broker's commissions), in the market area in which the Premises are located. Not more than nine (9), nor less than six (6) months before the end of the Original Term, Lessee shall provide Lessor with its written notice that it wishes to exercise its option as provided for herein. Within thirty (30) days of Lessor's receipt of such notice, Lessor shall provide Lessee, in writing, its good faith opinion of the FMRR of the Premises as of the end of such term ("Exercise WindowLessor's FMRR Notice"). Notwithstanding If Lessee objects to Lessor's determination of the foregoingFMRR of the Premises for the Extended Term, Tenant Lessee shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice notify Lessor in writing, within fifteen (15) days after Landlordreceipt of Lessors notice of the FMRR, that Lessee disagrees with Lessor's delivery determination. The parties shall then attempt to Tenant agree upon the FMRR. In the event that Lessor and Lessee are unable to agree upon the FMRR of written the Premises within thirty (30) days of Lessor's receipt of Lessee's notice notifying Tenant that Landlord failed it disagrees with the Lessor's FMRR Notice, then the FMRR shall be determined by appraisal in the manner provided below. Until the appraisal procedures are finalized; Lessee shall continue to receive such Option Notice during pay Lessor the applicable Exercise Window. Further, amount of Base Rent due immediately preceding the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this the Lease at Term. After the time Tenant attempts determination of the appraisers is final, Lessee shall promptly make payment to exercise such Extension Option orLessor for any underpayment of Base Rent owing for prior months. The FMRR of the Premises shall be determined as follows: The Premises shall be appraised by an MAI appraiser chosen by Lessor ("First Appraisal") and the appraisal report forwarded to Lessee. If the First Appraisal is deemed unacceptable by Lessee, following such exercisethen Lessee shall so advise Lessor in writing within ten (10) working days after receipt of the First Appraisal and Lessee shall have the right to engage an MAI appraiser to appraise the Premises ("Second Appraisal") and the appraisal report forwarded to Lessor. In the event Lessor shall deem the Second Appraisal unacceptable, then Lessor shall advise Lessee within ten (10) working days after receipt of the Second Appraisal, and the first appraiser and second appraiser shall together choose a third MAI appraiser who shall appraise the Premises ("Third Appraisal") and forward the appraisal report to Lessor and Lessee. The cost of the second appraisal shall be borne by Lessee, and the cost of the third Appraiser, if any, shall be shared equally by the parties. All Appraisers shall have no less than five (5 ) years experience (up to and including the date of instituting the appraisal process, of appraising property like the Premises, in the market area where the Premises are located, If the Third Appraiser is greater than the highest or lower than the lowest of the First and Second Appraisals, then the FMRR for the Premises shall be the average of the First and Second Appraisals. If the Third Appraisal is not greater than the highest nor lower than the lowest of the First and Second Appraisals, then the FMRR for the Premises shall be the sum of the three appraisals, divided by three (3). The appraisal process shall commence no later than forty-five (45) days prior to the commencement effect date of the applicable Option Term. Provided Tenant has properly Extended Term and timely exercised the applicable Extension Option, the Lease Term shall be extended for concluded within thirty (30) days after the period specified above, and all terms, covenants and conditions start of the Lease appraisal process. Notwithstanding anything else herein to the contrary, in no event shall remain unmodified and in full force and effect except that the Base Rent (as defined for any Extended Term be less than that in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 effect at the end of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease prior Term."

Appears in 1 contract

Sources: Lease Agreement (Converse Inc)

Options to Extend. Landlord hereby grants to Tenant (individually, "a) The Borrower may request an extension of the Original Maturity Date (the “First Extension Option" and collectively”) to the date twelve (12) months from the Original Maturity Date (the “First Extension Maturity Date”), "Extension Options"upon satisfaction of each of the following conditions precedent: (i) four (4) -successive options The Borrower shall provide the Lender with written notice of the Borrower’s request to extend exercise the Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each First Extension Option must be exercised, if at all, by written notice not more than ninety ("Option Notice"90) delivered by Tenant to Landlord days but not less than one-hundred twenty thirty (120) days nor more than three hundred sixty (36030) days prior to the end Original Maturity Date (such notice, the “First Option to Extend Notice”); (ii) No Default shall have occurred and be continuing as of either or both of (i) the First Extension DSCR Test Date, and (ii) the Original Maturity Date, and the Borrower shall so certify in writing; (iii) The Borrower shall execute or cause the execution of all documents reasonably required by the Lender to exercise the First Extension Option and shall deliver to the Lender, at the Borrower’s sole cost and expense, such title insurance endorsements reasonably required by the Lender; (iv) On the First Extension DSCR Test Date, the Borrower shall pay to the Lender an extension fee equal to 0.25% of the initial Lease Term or Outstanding Credit Exposure as of the then existing Option TermFirst Extension DSCR Test Date; and (v) As of the First Extension DSCR Test Date, as the case Project shall have a Debt Service Coverage Ratio of not less than 1.10 to 1.0. (b) The Borrower may be request an extension of the First Extension Maturity Date ("Exercise Window"the “Second Extension Option”) to the date twelve (12) months from the First Extension Maturity Date (the “Second Extension Maturity Date”). Notwithstanding , upon satisfaction of each of the foregoing, Tenant following conditions precedent: (i) The Borrower shall not be deemed to have waived its right provide the Lender with written notice of the Borrower’s request to exercise an the Second Extension Option unless Tenant fails to deliver such Option Notice within fifteen not more than ninety (1590) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further force and effect if Tenant is in monetary default or material non-monetary default after applicable notice and expiration of cure periods under this Lease at the time Tenant attempts to exercise such Extension Option or, following such exercise, but not less than thirty (30) days prior to the commencement First Extension Maturity Date (such notice, the “Second Option to Extend Notice”); (ii) No Default shall have occurred and be continuing as of either or both of (i) the Second Extension DSCR Test Date, and (ii) the First Extension Maturity Date, and the Borrower shall so certify in writing; (iii) The Borrower shall execute or cause the execution of all documents reasonably required by the Lender to exercise the Second Extension Option and shall deliver to the Lender, at the Borrower’s sole cost and expense, such title insurance endorsements reasonably required by the Lender; (iv) On the Second Extension DSCR Test Date, the Borrower shall pay to the Lender an extension fee equal to 0.25% of the applicable Outstanding Credit Exposure as of the Second Extension DSCR Test Date; and (v) As of the Second Extension DSCR Test Date, the Project shall have a Debt Service Coverage Ratio of not less than 1.25 to 1.0. Except as modified by the First Extension Option Term. Provided Tenant has properly and timely exercised the applicable Second Extension Option, the Lease Term shall be extended for the period specified above, and all terms, covenants terms and conditions of this Agreement and the Lease other Loan Documents as modified and approved by the Lender shall remain unmodified and in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter collectively referred to as the "Lease Termeffect."

Appears in 1 contract

Sources: Construction Loan Agreement (Global Growth Trust, Inc.)

Options to Extend. Landlord hereby grants to Tenant (individuallyA. ▇▇▇▇▇▇, "Extension Option" and collectively, "Extension Options") four (4) -successive options to extend the provided this Lease Term for a period of five (5) years each (individually, "Option Term" and collectively, "Option Terms"). Each Extension Option must be exercised, if at all, by written notice ("Option Notice") delivered by Tenant to Landlord not less than one-hundred twenty (120) days nor more than three hundred sixty (360) days prior to the end of the initial Lease Term or the then existing Option Term, as the case may be ("Exercise Window"). Notwithstanding the foregoing, Tenant shall not be deemed to have waived its right to exercise an Extension Option unless Tenant fails to deliver such Option Notice within fifteen (15) days after Landlord's delivery to Tenant of written notice notifying Tenant that Landlord failed to receive such Option Notice during the applicable Exercise Window. Further, the Extension Options shall, at Landlord's election, become null and void and of no further is in full force and effect if and Tenant is not in monetary default or material non-monetary default after applicable notice under any of the other terms and expiration conditions of cure periods under this Lease at the time of notification or commencement, shall have 2 options to renew (each, a “Extension Option”) this Lease, each for a term of 5 years (each, a “Extension Term”), for the portion of the Premises being leased by Tenant attempts as of the date the applicable Extension Term is to commence, on the same terms and conditions set forth in this Lease, except as modified by the terms, covenants and conditions as set forth below: B. If Tenant elects to exercise the applicable Extension Option, then Tenant shall provide Landlord with written notice no earlier than the date which is 12 months prior to the expiration of the then current Term but no later than the date which is 9 months prior to the expiration of the then current Term. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the Term. C. The Base Rent in effect at the expiration of the then current Term shall be adjusted to reflect the Prevailing Market (defined below) rate as of the date the applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant. Landlord shall advise Tenant of its proposal for the new Base Rent for the Premises no later than 30 days after receipt of Tenant’s written request therefor. Said request shall be made no earlier than 30 days prior to the first date on which Tenant may exercise the applicable Extension Option or, following such exercise, prior under this Article 35. Said notification of the new Base Rent may include a provision for its escalation to provide for a change in the prevailing market rental between the time of notification and the commencement of the applicable Option Extension Term. Provided . D. If Tenant has properly and timely exercised the applicable Extension Option, the Lease Term shall be extended Landlord are unable to agree on a mutually acceptable Base Rent for the period specified above, and all terms, covenants and conditions Extension Term not later than 60 days prior to the expiration of the Lease ten current Term, then Landlord and Tenant, within 5 days after such date, shall remain unmodified and each simultaneously submit to the other, in full force and effect except that Base Rent (as defined in Article 3 below) payable by Tenant during each Option Term shall be adjusted as set forth in Section 7 a sealed envelope, its good faith estimate of the Summary. The term of this Lease, as may be extended by any Option Term, is hereinafter Prevailing Market rate for the Premises during the Extension Term (collectively referred to as the "“Estimates”). If the higher of such Estimates is not more than 105% of the lower of such Estimates, then the Prevailing Market rate shall be the average of the two Estimates. If the Prevailing Market rate is not established by the exchange of Estimates, then, within 7 days after the exchange of Estimates, Landlord and Tenant shall each select an appraiser to determine which of the two Estimates most closely reflects the Prevailing Market rate for the Premises during the Extension Term. Each appraiser so selected shall be certified as an MAI appraiser or as an ASA appraiser and shall have had at least 5 years’ experience within the previous 10 years as a real estate appraiser working in Alameda, California, with working knowledge of current rental rates and practices. For purposes hereof, an “MAI” appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (or its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an “ASA” appraiser means an individual who holds the Senior Member designation conferred by, and is an independent member of, the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). E. Upon selection, L▇▇▇▇▇▇▇’s and T▇▇▇▇▇’s appraisers shall work together in good faith to agree upon which of the two Estimates most closely reflects the Prevailing Market rate for the Premises. The Estimates chosen by such appraisers shall be binding on both Landlord and Tenant. If either Landlord or Tenant fails to appoint an appraiser within the 7 day period referred to above, the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot agree upon which of the two Estimates most closely reflects the Prevailing Market rate within 20 days after their appointment, then, within 10 days after the expiration of such 20 day period, the two appraisers shall select a third appraiser meeting the aforementioned criteria. Once the third appraiser (i.e., the arbitrator) has been selected as provided for above, then, as soon thereafter as practicable but in any case within 14 days, the arbitrator shall make his or her determination of which of the two Estimates most closely reflects the Prevailing Market rate and such Estimate shall be binding on both Landlord and Tenant as the Prevailing Market rate for the Premises. If the arbitrator believes that expert advice would materially assist him or her, he or she may retain one or more qualified persons to provide such expert advice. The parties shall share equally in the costs of the arbitrator and of any experts retained by the arbitrator. Any fees of any appraiser, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such appraiser, counsel or expert. F. If the Prevailing Market rate has not been determined by the commencement date of the applicable Extension Term, Tenant shall pay Base Rent upon the terms and conditions in effect during the last month of the then current Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Premises shall be retroactively adjusted to the commencement of such Extension Term for the Premises. G. The Extension Options are not transferable; the parties hereto acknowledge and agree that they intend that the aforesaid options to renew this Lease Termshall be “personal” to Tenant as set forth above and that in no event will any assignee or sublessee have any rights to exercise the Extension Options." H. If Tenant fails to validly exercise the first Extension Option, Tenant shall have no further right extend the Term of this Lease. In addition, if both Extension Options are validly exercised or if Tenant fails to validly exercise the second Extension Option, Tenant shall have no further right to extend the Term of this Lease. J. For purposes of this Article 35, “Prevailing Market” shall mean the arms length fair market annual rental rate per rentable square foot under renewal and expansion amendments entered into on or about the date on which the Prevailing Market is being determined hereunder for space comparable to the Premises in the Building and buildings comparable to the Building in the Alameda, California area as of the date the applicable Extension Term is to commence, taking into account the specific provisions of this Lease which will remain constant, and may, if applicable, include parking charges. The determination of Prevailing Market shall take into account any material economic differences between the terms of this Lease and any comparison lease or amendment, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses, insurance costs and taxes.

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Sources: Lease Agreement (Vivani Medical, Inc.)