Common use of Renewal Term Rent Clause in Contracts

Renewal Term Rent. The annual Base Rent payable during any Renewal Term shall be equal to 100% of Fair Market Value (as hereinafter defined) of the Renewal Premises, as of the day that is six (6) months prior to commencement of the applicable Renewal Term (each a “Calculation Date”). “Fair Market Value” shall mean the fair market annual rent (including additional rent and considering any “base year” or “expense stop” applicable thereto), taking into account all escalations, at which, as of the applicable Calculation Date, tenants are leasing non-sublease, non-encumbered, non-equity, non-expansion space comparable in size, location and quality to the Renewal Premises for a term of five (5) years, in an arm’s-length transaction, which comparable space is located in the Building or in the Comparable Buildings, and which comparable transactions (collectively, the “Comparable Transactions”) have been entered into within the six (6) month period immediately preceding the Calculation Date, taking into consideration the following concessions (the “Concessions”): (a) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; and (b) tenant improvements or allowances provided or to be provided for such comparable space, taking into account, and deducting the value of, the existing improvements in the Renewal Premises, such value to be based upon the age, condition, design, quality of finishes and layout of the improvements and the extent to which the same can be utilized by a tenant; (c) other reasonable monetary concessions being granted such tenants in connection with such comparable space; and (d) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Tenant’s exercise of its right to lease the Renewal Premises during the Renewal Term, as the case may be, or in connection with the Comparable Transactions or the fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space, provided, however, that in calculating the Fair Market Value, no consideration shall be given to any period of rental abatement granted to tenants in Comparable Transactions in connection with the design, permitting and construction of tenant improvements in such comparable spaces.

Renewal Term Rent. The annual Base Rent payable during any the Renewal Term shall be equal to 100% of the annual Fair Market Value (as hereinafter defined) of the Renewal Premises, Premises as of the day that is six (6) months prior to commencement of the applicable Renewal Term (each a the “Calculation Date”). “Fair Market Value” shall mean the fair market annual rent (including additional rent and considering any “base year” or “expense stop” applicable thereto), taking into account all escalations, at which, as of the applicable Calculation Date, tenants are leasing non-sublease, non-renewal, non-encumbered, non-equity, non-expansion space comparable in size, location and quality to the Renewal Premises for a term of five (5) yearsequal to the Renewal Term, in an arm’s-length transaction, which comparable space is located in the Building or in the Comparable BuildingsBuilding, and which comparable transactions (collectively, the “Comparable Transactions”) have been are entered into within the six (6) month period immediately preceding Landlord’s delivery of the Calculation Date“Rent Notice” (as hereafter defined) to Tenant, taking into consideration the following concessions (the “Concessions”): (ai) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; and (bii) tenant improvements or allowances provided or to be provided for such comparable space, taking into account, and deducting the value of, the existing improvements in the Renewal Premises, such value to be based upon the age, condition, design, quality of finishes and layout of the improvements and the extent to which the same can be utilized by a tenantTenant based upon the fact that the precise tenant improvements existing in the Premises are specifically suitable to Tenant; (ciii) that the Base Year for Tenant’s lease of the Premises during the Renewal Term shall be adjusted to the calendar year in which the Renewal Term commences; and (iv) other reasonable monetary concessions being granted such tenants in connection with such comparable space; and provided, however, that in calculating the Fair Market Value, no consideration shall be given to (dA) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Tenant’s exercise of its right to lease the Renewal Premises during the Renewal Term, as the case may be, Term or in connection with the Comparable Transactions or the fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space, provided, however, that in calculating the Fair Market Value, no consideration shall be given to and (B) any period of rental abatement abatement, if any, granted to tenants in Comparable Transactions in connection with the design, permitting and construction of tenant improvements in such comparable spaces. The determination of Fair Market Value shall additionally include a determination (the “Financial Security Determination”) as to whether, and if so to what extent, Tenant must provide Landlord with financial security, such as a letter of credit or guaranty, for Tenant’s rent obligations in connection with Tenant’s lease of the Premises during the Renewal Term. Such determination shall be made by reviewing the extent of financial security then generally being imposed in Comparable Transactions from tenants of comparable financial condition and credit history to the then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). Landlord shall advise Tenant (the “Rent Notice”) of Landlord’s determination of Fair Market Value of the Premises for the Renewal Term prior to the Renewal Term Commencement Date. If Tenant timely disputes Landlord’s determination of Fair Market Value in accordance with Section 2.5(c) below, then the dispute shall be resolved by arbitration as provided in Section 2.5(c) below. If the Rent payable during the Renewal Term is not determined prior to the Renewal Term Commencement Date, then Tenant shall pay Rent in an amount equal to the Fair Market Value for the Premises as set forth in the Rent Notice (the “Interim Rent”). Upon final determination of the Rent for the Renewal Term, Tenant shall commence paying such Rent as so determined, and within ten (10) days after such determination Tenant shall pay any deficiency in prior payments of Rent or, if the Rent as so determined shall be less than the Interim Rent, Tenant shall be entitled to a credit against the next succeeding installments of Rent in an amount equal to the difference between each installment of Interim Rent and the Rent as so determined that should have been paid for such installment until the total amount of the over payment has been recouped.

Renewal Term Rent. The annual Base Rent payable during any the applicable Renewal Term shall be equal to 100% of the annual Fair Market Value (as hereinafter defined) of the Renewal Premises, Premises as of the day that is six (6) months prior to commencement of the applicable Renewal Term (each a “Calculation Commencement Date”). “Fair Market Value” shall mean the fair market annual rent (including additional rent and considering any “base year” or “expense stop” applicable thereto), taking into account all escalations, at which, as of the applicable Calculation Renewal Term Commencement Date, tenants are leasing non-sublease, non-encumbered, non-equity, non-expansion equity space comparable in size, location and quality to the Renewal Premises for a term of five (5) years, in an arm’s-length transaction, which comparable space is located in the Building or in the Comparable BuildingsBuildings (as defined in Exhibit B), including an analysis of the creditworthiness of such tenants, and which comparable transactions (collectively, the “Comparable Transactions”) have been are entered into within the six Fair Market Determination Period (6) month period immediately preceding the Calculation Dateas hereinafter defined), taking into consideration the following concessions (the “Concessions”): (a) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; and (b) tenant improvements or allowances provided or to be provided for such comparable space, taking into account, and deducting the value of, the existing improvements in the Renewal Premises, such value to be based upon the age, condition, design, quality of finishes and layout of the improvements and the extent to which the same can be utilized by a tenantgeneral office user, provided that in making such a determination, no value shall be attributed to the portion of the costs incurred by Tenant in connection with the Initial Installations in excess of Landlord’s Contribution; and (c) other reasonable monetary concessions being granted such tenants in connection with such comparable space; and (d) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Tenant’s exercise of its right to lease the Renewal Premises during the Renewal Term, as the case may be, or in connection with the Comparable Transactions or the fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space, provided, however, that in calculating the Fair Market Value, no consideration shall be given solely with respect to each Renewal Term, any period of rental abatement abatement, if any, granted to tenants in Comparable Transactions in connection with the design, permitting and construction of tenant improvements in such comparable spaces. The Base Year for the first and second Renewal Terms, shall be the calendar year 2019 and 2024, respectively. “Fair Market Determination Period” shall mean the twelve (12) month period immediately preceding Landlord’s delivery to Tenant of the Renewal Rent Notice (or, if Tenant did not deliver a Renewal Interest Notice in accordance with Section 2.6(b) above, then the twelve (12) month period immediately preceding Tenant’s delivery to Landlord of the Renewal Exercise Notice). Notwithstanding any provision to the contrary contained in this Section 2.6(c), if there are not at least three (3) Comparable Transactions with a comparable lease term to the Option Term to determine the Fair Market Value for a lease of such duration, then the Fair Market Value for the Premises for purposes of this Section 2.6(c) shall be equal to that of Comparable Transactions with terms longer or shorter than five (5) years, provided that the Concessions shall be appropriately prorated on a fractional basis to account for the shorter or longer term of lease. The determination of Fair Market Value shall additionally include a determination as to whether, and if so to what extent, Tenant must provide Landlord with financial security, such as a letter of credit or guaranty, for Tenant’s rent obligations in connection with Tenant’s lease of the Premises during the applicable Renewal Term; provided, however, Tenant shall only be obligated to provide Landlord with such financial security in the event that Landlord is incurring out of pocket costs or inducements in connection with the Renewal Term (including, without limitation, a tenant improvement allowance, but excluding the payment of a brokerage commission to a third party). Such determination shall be made by reviewing the extent of financial security then generally being imposed in Comparable Transactions from tenants of comparable financial condition and credit history to the then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). If the Rent payable during the applicable Renewal Term is not determined prior to the applicable Renewal Term Commencement, Tenant shall pay Rent (“Interim Rent”) in an amount equal to the Fair Market Value for the Premises as set forth in the Renewal Rent Notice (or, if Tenant did not deliver a Renewal Interest Notice in accordance with Section 2.6(b) above, then an amount equal to Fair Market Value for the Premises as determined by the arbitrator selected by Landlord in accordance with Section 2.6(d) below). Upon final determination of the Rent for the applicable Renewal Term, Tenant shall commence paying such Rent as so determined, and within forty-five (45) days after such determination, Tenant shall pay any deficiency in prior payments of Rent or, if the Rent as so determined shall be less than the Interim Rent, Tenant shall be entitled to a credit against the next succeeding installments of Rent in an amount equal to the difference between each installment of Interim Rent and the Rent as so determined which should have been paid for such installment until the total amount of the over payment has been recouped.

Renewal Term Rent. The annual Base Monthly Rent payable during any the Renewal Term shall be equal to 100% of the Fair Market Value (as hereinafter defined) of the Renewal Leased Premises, as of the last day that is six (6) months prior to commencement of the applicable calendar month immediately preceding the Renewal Term (each a the “Calculation Date”). “Fair Market Value” shall mean the fair market annual rent (including additional rent and considering any “base year” or “expense stop” applicable thereto)monthly rent, taking into account all escalations, at which, as of the applicable Calculation Date, tenants are leasing non-sublease, non-renewal, non-encumbered, non-equity, non-expansion space comparable in size, location and quality to the Renewal Leased Premises for a term of five (5) years, in an arm’s-length transaction, which comparable space is located in the Building or in same geographic market as the Comparable BuildingsProperty, and which comparable transactions (collectively, the “Comparable Transactions”) have been entered into within the six (6) month period immediately preceding the Calculation Date, taking into consideration the following concessions (the “Concessions”): (a) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; and (b) tenant improvements or allowances provided or to be provided for such comparable space, taking into account, and deducting the value of, the existing improvements in the Renewal Leased Premises, such value to be based upon the age, condition, design, quality of finishes and layout of the improvements and the extent to which the same can be utilized by a tenantTenant based upon the fact that the precise tenant improvements existing in the Leased Premises are specifically suitable to Tenant; and (c) other reasonable monetary concessions being granted such tenants in connection with such comparable space; and provided, however, that in calculating the Fair Market Value, no consideration shall be given to (di) the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with Tenant’s exercise of its right to lease the Renewal Leased Premises during the Renewal Term, as the case may be, or in connection with the Comparable Transactions or the fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space, provided, however, that in calculating the Fair Market Value, no consideration shall be given to ; and (ii) any period of rental abatement abatement, if any, granted to tenants in Comparable Transactions in connection with the design, permitting and construction of tenant improvements in such comparable spaces.