Right of First Offer to Lease. Upon the expiration of the Lease Term and provided that Tenant has exercised each Extended Term and no Event of Default then exists beyond any applicable notice and cure period, Tenant shall have a right of first offer ("Tenant's Right of First Offer to Lease") to lease the Property upon the same terms and conditions as Landlord, at its election, intends to offer to lease the Property to a third party. Tenant shall be entitled to exercise Tenant's Right of First Offer to Lease only if at the time of the giving of such notice and at the time of the commencement of the applicable term no Event of Default shall then exist and only if Landlord elects to lease the Property at the expiration of the Lease Term. Not more than nine (9) months and not less than three (3) months prior to the expiration of the Lease Term, Landlord shall, if applicable, give Tenant written notice of its intent to lease the Property and shall indicate the terms and conditions upon which Landlord intends to lease the Property. Tenant shall thereafter have a period of thirty (30) days to elect by unequivocal written notice to Landlord to lease the Property on the same terms and conditions as Landlord intends to offer to a third party; provided prior to Tenant's acceptance Landlord shall retain the right to elect not to lease the Property by giving Tenant written notice thereof. If Tenant elects not to lease the Property, then Landlord shall be free to lease the Property to a third party. However, if the Base Rent for such proposed lease is reduced by five percent (5%) or more as compared to the Base Rent included in the lease that Tenant rejected, then Landlord shall again offer Tenant the right to acquire the Property upon the same terms and conditions, provided that Tenant shall have only fifteen (15) days to accept such offer.
Right of First Offer to Lease. Subject to the terms and conditions of the Lease, Tenant shall have a one-time right to lease certain space on the third (3rd) floor and the first (1st) floor of the Building if it becomes available for lease. This Notice of Lease has been executed to give notice of the Lease. This Notice of Lease is not intended to, and shall not, modify or vary any of the provisions of the Lease, and in the event of any inconsistency the terms of the Lease shall govern. Capitalized terms used but not defined herein are used with their meanings set forth in the Lease. This Notice of Lease may be executed in one or more counterparts, each of which shall be deemed an original, but all of which shall constitute the same instrument. WITNESS the execution hereof under seal by said parties to said Lease. LANDLORD: DIV 35 CPD, LLC, a Delaware limited liability company By: Name: Title: TENANT: CODIAK BIOSCIENCES, INC., a Delaware corporation By: Name: Title: [Signature page to Notice of Lease] (Acknowledgement of Landlord) COMMONWEALTH OF MASSACHUSETTS ) ) COUNTY OF ) On this day of , 2019, before me, the undersigned notary public, personally appeared , as of DIV 35 CPD, LLC, a Delaware limited liability company, proved to me through satisfactory evidence of identification, which was a Massachusetts Driver’s License or personal knowledge, to be the person whose name is signed on the preceding or attached document and acknowledged to me that s/he signed it voluntarily on behalf of the DIV 35 CPD, LLC for its stated purpose. Notary Public My Commission Expires: Printed Name of Notary: [SEAL] (Acknowledgement of Tenant) COMMONWEALTH OF MASSACHUSETTS ) ) COUNTY OF ) On this day of , 2019, before me, the undersigned notary public, personally appeared , as of CODIAK BIOSCIENCES, INC., a Delaware corporation, proved to me through satisfactory evidence of identification, which was a Massachusetts Driver’s License or personal knowledge, to be the person whose name is signed on the preceding or attached document and acknowledged to me that s/he signed it voluntarily on behalf of CODIAK BIOSCIENCES, INC. for its stated purpose. Notary Public My Commission Expires: Printed Name of Notary: [SEAL] EXHIBIT “A” LEGAL DESCRIPTION A certain tract of land in Cambridge, Massachusetts, with all the improvements thereon, which is shown on the plan entitled “Plan of Property of Bethlehem Steel Corp.,” dated September 26, 1979, and recorded in the Middlesex South District Registry of Deeds as Plan No. 1...
Right of First Offer to Lease. During the Original Term, and any Extension Term, Lessor grants to Lessee a continuing right of first offer to lease (the "Expansion Right") any portion of Building One. When Lessor desires to offer to lease all or any portion of Building One (the "Expansion Space") to third parties, Lessor shall deliver written notice (the "Offer Notice") to Lessee setting forth the terms upon which Lessor will offer to lease the Expansion Space to third parties and offering to lease, the Expansion Space to Lessee upon such terms. Once Lessor has sent the Offer Notice, if Lessee elects to exercise said Expansion Right in accordance with the terms of the Offer Notice, Lessee shall do so by giving Lessor written notice of such election within ten (10) days after receiving the Offer Notice. In the event Lessee rejects the Expansion Space Offer or fails to respond to the Offer Notice within said ten (10) day period, Lessor may, within six (6) months following the date of the Offer Notice, lease the Expansion Space to third parties on "Substantially the Same Terms and Conditions" (defined below) as are set forth in the Offer Notice. As used in this PARAGRAPH 58, "Substantially the Same Terms and Conditions" means that (a) the rent under the third party lease is not less than ninety-five percent (95%) of that set forth in the Offer Notice, (b) the lease terms are no more favorable than set forth in the Offer Notice, (c) the duration and construction allowance are the same as in the Offer Notice, (c) the third party lease does not provide the third party Lessee financing of any costs except to the extent set forth in the Offer Notice, and (e) the commencement of the third party lease is within six (6) months of the Offer Notice. If the third party lease is not on Substantially the Same Terms and Conditions as the Offer, Lessor must again provide Lessee a Refusal Right Notice in accordance with this PARAGRAPH 58. Notwithstanding anything contained therein to the contrary, the duration (including any renewal options) of any lease entered into with such third party will not exceed fifteen (15) years. If Lessee leases the Expansion Space, the lease of the Expansion Space shall be upon the same terms and conditions as the Lease, as modified by the provisions of the Offer Notice. Further, in addition to and separate and distinct from the foregoing right of first offer regarding Building One, Lessor hereby grants to Lessee a continuing right of first offer to lease any portion Building...
Right of First Offer to Lease. Paragraph 11 of the First Amendment is deleted in its entirety and replaced with this Paragraph 7. In connection therewith, Schedule 11(c) to the First Amendment is deleted in its entirety and replaced with Schedule 7(c) attached hereto. Lessor hereby grants to Lessee a right of first offer with respect to office space that has Become Available (as hereinafter defined) in either the building located at 0000 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx (the “Xxxx Building”) or the building located at 0000 Xxxxxxx Xxxxxx, Xxx Xxxxxxxxx, Xxxxxxxxxx (the “Xxxxx Building”) (such space within the Xxxx Building or the Xxxxx Building, herein the “First Offer Space”). Lessee’s right of first offer as provided in this Paragraph 7 shall be personal to Lessee and shall not be assignable by Lessee nor included in any rights of any sublessee from Lessee (provided, however, that Lessee may assign its right of first offer in connection with an assignment of the Lease to an Affiliate of Lessee or a Permitted Assignee, and Lessee may grant a sublessee an option to expand contingent upon Lessee’s exercise of its right of first offer with respect to First Offer Space as provided hereunder), and shall be subject to the following terms and conditions:
Right of First Offer to Lease. (a) Landlord has advised Tenant that Buildings F and G in the Center, designated as "First Offer Buildings" on the Site Plan (collectively, the "First Offer Buildings"), are presently leased to Rigel Pharmaceuticals, Inc. pursuant to a Build-to-Suit Lease dated as of May 16, 2001 (the "Existing Rigel Lease"). Landlord shall not lease all or any portion of the First Offer Buildings at any time during the term of this lease (as extended, if applicable), except in compliance with this Section 6.2; provided, however, that the foregoing restriction shall not apply during any period in which Tenant is in default under this Lease, beyond any applicable notice and cure periods, and provided further, however, that Tenant's rights pursuant to this Section 6.2 are subordinate to the rights of Rigel Pharmaceuticals, Inc. and its successors in interest (collectively, "Rigel") pursuant to the Existing Rigel Lease, as the same may be amended from time to time.
Right of First Offer to Lease. (a) Subject to the expiration on December 31, 2010 of the existing Lease between Lessor and Xxxxxxx Investment Services, LLC (“Xxxxxxx Ventures”) of Suite 200, and subject to Xxxxxxx Ventures vacating Suite 200, Lessor hereby grants to Lessee the right of first offer to lease the premises on the second floor of the Building referred to as Suite 200, consisting of approximately five thousand six hundred sixty (5,660) rentable square feet (the “First Offer Space”), upon the following terms and conditions: prior to entering into a lease of the First Offer Space with any other tenant, Lessor shall deliver to Lessee a written offer (“First Offer”) to lease the entire First Offer Space, the Monthly Base Rent at which the First Offer Space is offered for lease (which shall be Lessor’s good faith determination of the fair market value of the First Offer Space), the term of the lease of the First Offer Space in accordance with Paragraph 14(b), and the approximate date that the First Offer Space will be available for occupancy. Lessor shall also specify the amount, if any, of any tenant improvement allowance that Lessor is offering for the First Offer Space, or if the First Offer Space is offered for lease “as is,” without any tenant improvement allowance. Lessee shall have ten (10) calendar days after receipt of the First Offer within which to give written notice to Lessor of Lessee’s acceptance of Lessor’s First Offer to lease the First Offer Space, time being of the essence. Failure of Lessee to deliver such written acceptance within said period of ten (10) calendar days shall be deemed a rejection of the First Offer with respect to the First Offer Space.
Right of First Offer to Lease. Provided Tenant is not then in default (beyond any applicable notice and cure period) under this Lease, and has theretofore fully and faithfully performed each and every obligation of the Tenant under the Lease, at the time any of the designated space on the second floor of the Building, as approximately shown on the plan attached hereto as EXHIBIT A-1 (the “Additional Space”), becomes free of any rights granted by Landlord to any other tenant, and further provided Landlord desires to make the same available for lease, then Landlord shall offer to lease such portion of the Additional Space (the “Offered Space”) to Tenant upon the terms and conditions set forth below:
Right of First Offer to Lease. Subject to the terms of this Section 1.6 and the rights of existing tenants in the Building as of the Date of Lease, Landlord grants to Tenant a continuous right of first offer (“Right of First Offer”) to lease any additional space on the ninth (9th) floor of the Building (“ROFO Space”) that is “Available for Direct Lease” (as defined below), at the proposed economic terms determined by Landlord in its good faith determination (the “Market Terms”).
Right of First Offer to Lease. (a) In the event that Tenant does not lease the entire Available ROFR Space pursuant to Paragraph 17.1 above, Landlord shall be free to lease all or any portion of such space not leased pursuant to Paragraph 17.1 above, to other prospective tenants (the “Initial Lease-Up”). At any time after any of the leases of the Available ROFR Space entered into by Landlord and such other tenant(s) expire and are not extended or renewed, whether pursuant to a right contained in such lease(s) or pursuant to negotiation, and provided that Tenant is then leasing the entire two (2) floors of the Leased Premises and has not received written notice from Landlord informing Tenant that it is in monetary or material non-monetary default under this Lease which default is still uncured, when any Available ROFR Space which was the subject of such expired lease(s) becomes available which Landlord desires to market for lease (the “Designated ROFO Space”), Landlord shall deliver a written notice (the “ROFO Notice”) to Tenant setting forth the Designated ROFO Space and the terms upon which Landlord is intending to market the Designated ROFO Space. Tenant shall notify Landlord in writing with five (5) business days after receipt of the ROFO Notice of Tenant’s election to lease the Designated ROFO Space on the terms set forth in the ROFO Notice (“Tenant’s ROFO Election Notice”).
Right of First Offer to Lease. Tenant shall have a continuing (subject to the terms hereof) right of first offer during the Extended Term (not including the Option Term, if applicable) with respect to available space (as such availability is determined by Landlord in its sole but good faith discretion) containing a minimum of 5,000 rentable square feet (i) on the plaza level and third (3rd) floors of the Building and (ii) in the building located at 0000 Xxxxx Xxxxxx Xxxxx Court (collectively, “First Offer Space”). Notwithstanding the foregoing, the lease term for Tenant’s lease of the First Offer Space pursuant to Tenant’s exercise of such first refusal right of Tenant shall commence only following the expiration or earlier termination of any existing lease pertaining to the First Offer Space, including any renewal or extension of any such existing lease, whether or not such renewal or extension is pursuant to an express written provision in such lease, and regardless of whether any such renewal or extension is consummated pursuant to a lease amendment or a new lease, and (ii) such first refusal right shall be subordinate and secondary to all rights of expansion, first refusal, first offer or similar rights granted to (x) the tenant of any such existing lease and (y) any other tenant of the Project, in either case, as of the date hereof (the rights described in items (i) and (ii), above to be known collectively as “Superior Rights; provided, however, that except for the renewals of leases existing as of the date hereof pertaining to the First Offer Space by the following tenants, the First Offer Space is not subject to any Superior Rights: West Health Incubator; Scripps Health; San Diego County Credit Union; Lyon & Associates; Bioedge; The Scripps Research Institute; Auspex; Xxxxxx XxXxxxxx; and HLS. Tenant’s right of first offer shall be on the terms and conditions set forth in this Section 7.
