Common use of Xxxxx of Option; Conditions Clause in Contracts

Xxxxx of Option; Conditions. Tenant shall have a one-time right of first offer (the “Right of First Offer”) with respect to each of: (i) the 14,007 rentable square feet of office space, known as Suite 0120 and located on the first (1st) floor of the Building (the “First Floor RFO Premises”), as shown on Exhibit B, First Amendment, attached hereto and incorporated herein, and (ii) the 13,694 rentable square feet of office space, known as Suite 0310 and located on third (3rd) floor of the Building (the “Third Floor RFO Premises”), as shown on Exhibit B-1, First Amendment, attached hereto and incorporated herein (each of the First Floor RFO Premises and Third Floor RFO Premises, an “Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the existing tenant in the applicable Offering Space will not extend or renew the term of its lease for the applicable Offering Space (but prior to leasing such Offering Space to a party other than the existing tenant or any party holding expansion rights to such space as of the Execution Date as provided in Subsection E below), Landlord shall advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease the Offering Space to Tenant, including the Base Rent, Tenant’s improvement allowance, if any, renewal term and all other terms. Tenant may lease such Offering Space under such terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten (10) Business Days after the date of the Advice, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: If Tenant does not accept the terms set forth in the Advice by delivering a Notice of Exercise within such 10-day period, and, subject to the conditions listed in paragraphs 1 through 6 immediately above, Landlord thereafter is prepared to offer such space on new terms that have a net economic value that is less than 90% of the net economic value of the terms set forth in the Advice, Landlord agrees to offer such new terms to Tenant by delivering an updated Advice to Tenant, in which event the foregoing provisions of this Section 6 shall govern as if the updated Advice were the original Advice delivered to Tenant, including without limitation the requirement that Tenant shall exercise such Right of First Offer, if at all, by delivering a Notice of Exercise within ten (10) Business Days after the date of the updated Advice.

Xxxxx of Option; Conditions. Tenant shall have a one-time (subject only to Section 12C below) right of first offer (the “Right of First Offer”) with respect to each of: (i) the 14,007 on 12,473 rentable square feet of office space, known as Suite 0120 and located space on the first tenth (1st10th) floor of the Building (the Building, shown as “First Floor RFO Premises”), as shown Oglivy 12,473 RSF” on Exhibit B, First Amendment, attached hereto and incorporated herein, and (ii) the 13,694 rentable square feet of office space, known as Suite 0310 and located on third (3rd) floor of the Building (the “Third Floor RFO Premises”), as shown on Exhibit B-1, First Second Amendment, attached hereto and incorporated herein (each of the First Floor RFO Premises and Third Floor RFO Premises, an such space being referred to herein as “Offering Space”). Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the an existing tenant in the applicable Offering Space will not extend or extend, renew the term of its lease or enter into a new lease directly with Landlord, for the applicable entirety of the Offering Space (but prior to leasing such the Offering Space to a party other than the existing tenant tenant, subtenant or any party holding expansion rights to such space as of the Execution Date as provided in Subsection E below), Landlord shall advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease the Offering Space to Tenant, including the Base Rent, the base years for operating costs and taxes, Tenant’s improvement allowance, if any, renewal term and all other terms. Tenant may lease such the Offering Space under such terms, by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten (10) Business Days after the date of the Advice, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: If Tenant does not accept the terms set forth in the Advice by delivering a Notice of Exercise within such 10-day period, and, subject to the conditions listed in paragraphs 1 through 6 immediately above, Landlord thereafter is prepared to offer such space on new terms that have a net economic value that is less than 90% of the net economic value of the terms set forth in the Advice, Landlord agrees to offer such new terms to Tenant by delivering an updated Advice to Tenant, in which event the foregoing provisions of this Section 6 shall govern as if the updated Advice were the original Advice delivered to Tenant, including without limitation the requirement that Tenant shall exercise such Right of First Offer, if at all, by delivering a Notice of Exercise within ten (10) Business Days after the date of the updated Advice.:

Xxxxx of Option; Conditions. Tenant shall have a one-the one time right of first offer (the “Right of First Offer”) with respect to each of: of the following spaces (each, an “Offering Space”): (i) the 14,007 space consisting of 5,255 rentable square feet of office space, known as Suite 0120 and located on the first (1st) floor of the building located at 9000, 9020, 9030, 9040, and 0000 XX Xxxxxx Xxxxx, Xxxxxxxxx, Xxxxxx, commonly known as Nimbus Building 8 (the “First Floor RFO PremisesBuilding 8”), as and shown on Exhibit B, First Amendment, the demising plan attached hereto and incorporated herein, as Exhibit I-1; and (ii) the 13,694 space consisting of 3,233 rentable square feet of office space, known as Suite 0310 and located on third the first (3rd1st) floor of Building 8, and shown on the demising plan attached hereto as Exhibit I-2, (iii) the space consisting of 3,233 rentable square feet on the first (1st) floor of Building 8, and shown on the demising plan attached hereto as Exhibit I-3, and (iv) the “Third Floor RFO Premises”)space consisting of 4,000 rentable square feet on the first (1st) floor of Building 8, as shown on Exhibit B-1, First Amendment, the demising plan attached hereto and incorporated herein (each of the First Floor RFO Premises and Third Floor RFO Premises, an “Offering Space”)as Exhibit I-4. Tenant’s Right of First Offer shall be exercised exercised, if at all, as follows: at any time after Landlord has determined that the existing tenant in the applicable an Offering Space will not extend or renew the term of its lease for the applicable such Offering Space (but Space, whether pursuant to a then existing right or pursuant to new arrangements with Landlord, and prior to leasing such Offering Space to a party other than the existing tenant or any party holding expansion rights to such space as of the Execution Date as provided in Subsection E below)tenant, Landlord shall advise Tenant (the “Advice”) of the terms under which Landlord is prepared to lease the such Offering Space to TenantTenant for the remainder of the Term, including which terms shall reflect the Base Rent, Tenant’s improvement allowance, if any, renewal term and all other termsPrevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Tenant may lease such Offering Space in its entirety only, under such termsterms (but with a term expiring coterminously with the term of the Lease), by delivering written notice of exercise to Landlord (the “Notice of Exercise”) within ten (10) Business Days business days after the date of the Advice, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: If Tenant does not accept the terms set forth in the Advice by delivering a Notice of Exercise within such 10-day period, and, subject to the conditions listed in paragraphs 1 through 6 immediately above, Landlord thereafter is prepared to offer such space on new terms that have a net economic value that is less than 90% of the net economic value of the terms set forth in the Advice, Landlord agrees to offer such new terms to Tenant by delivering an updated Advice to Tenant, in which event the foregoing provisions of this Section 6 shall govern as if the updated Advice were the original Advice delivered to Tenant, including without limitation the requirement that Tenant shall exercise such Right of First Offer, if at all, by delivering a Notice of Exercise within ten (10) Business Days after the date of the updated Advice.:

Xxxxx of Option; Conditions. 1. Tenant shall have a one-the one time right of first offer (the “Right of First Offer”) with respect to each of: of the following suites (iand with respect to each portion of each such suite) that becomes Available (as defined below) after the date of mutual execution and delivery of this Amendment (each such suite or portion thereof, a “Potential Offering Space”): (1) the 14,007 21,875 rentable square feet of office space, known as Suite 0120 and located on the first (1st) 6th floor of the Building (the “First Floor RFO Premises”)Building, as shown on Exhibit B, First Amendment, the demising plan attached hereto and incorporated herein, and as Exhibit C-1; (ii2) the 13,694 21,777 rentable square feet of office space, known as Suite 0310 and located on third (3rd) the 14th floor of the Building Building, shown on the demising plan attached hereto as Exhibit C-2; and (3) the 21,615 rentable square feet known as the 20th floor of the Building, shown on the demising plan attached hereto as Exhibit C-3. For purposes hereof, a Potential Offering Space shall be deemed to become “Third Floor RFO Premises”)Available” as follows: (a) if, as shown on Exhibit B-1, First of the date of this Amendment, attached hereto and incorporated herein (each the existing third-party tenant of such Potential Offering Space has one or more options to renew the term of its lease, or enter into a new lease, for such Potential Offering Space, then such Potential Offering Space shall be deemed to become Available when, as a result of the First Floor RFO Premises passage of time and/or any waiver or agreement, such third-party tenant loses the right(s) to exercise one or more of such options and Third Floor RFO Premisesthe term of such third-party tenant’s lease is scheduled to expire with respect to such Potential Offering Space as of a date not later than February 28, 2012, or (b) if, as of the date of this Amendment, such third-party tenant does not have such an “option and such third-party tenant’s lease is scheduled to expire with respect to such Potential Offering Space”)Space as of a date not later than February 28, 2012, then such Potential Offering Space shall be deemed to become Available immediately upon the mutual execution and delivery of this Amendment. Tenant’s Right of First Offer shall be exercised as follows: at any time after Landlord has determined that the existing tenant in the applicable any Potential Offering Space will not extend or renew the term of its lease for the applicable Offering Space (has become Available, but prior to leasing such Potential Offering Space to a any party (other than the to any existing tenant or any party holding expansion rights thereof pursuant to such space as the terms of an option that exists on the Execution Date as provided in Subsection E belowdate of this Amendment), Landlord shall advise Tenant (the “First Stage Advice”) of the terms under which Landlord is prepared to lease such Potential Offering Space (an “Offering Space”) to Tenant for the remainder of the Term, which terms shall reflect the Prevailing Market (hereinafter defined) rate for such Offering Space as reasonably determined by Landlord. Subject to Subparagraph A.2 below, Tenant may lease the Offering Space in its entirety only, under such terms, by delivering written notice of exercise to Landlord (the “First Stage Notice of Exercise”) within 10 days after the date of the First Stage Advice. In addition, if Tenant becomes entitled to exercise its Right of First Offer with respect to an Offering Space based on a First Stage Advice delivered by Landlord, but fails to provide Landlord with a First Stage Notice of Exercise within such 10-day period, and if Landlord thereafter proposes to lease such Offering Space to a prospective tenant on terms that are substantially more favorable to such prospective tenant than those set forth in the First Stage Advice, then Tenant shall once again have a Right of First Offer and Landlord, before leasing the Offering Space to such prospective tenant, shall advise Tenant (a “Second Stage Advice”) of the terms under which Landlord is prepared to lease the Offering Space to such prospective Tenant, including the Base Rentwhereupon, Tenant’s improvement allowancesubject to Subparagraph A.2 below, if any, renewal term and all other terms. Tenant may lease such the Offering Space Space, in its entirety only, under such terms, by delivering written notice of exercise to Landlord (the “Second Stage Notice of Exercise”) within ten (10) Business Days 10 days after the date of the Second Stage Advice. For purposes hereof, except that Tenant shall have no such Right of First Offer and Landlord need not provide Tenant with an Advice, if: If Tenant does not accept the terms offered to a prospective tenant (the “Proposed Terms”) shall not be deemed to be substantially more favorable than those set forth in the First Stage Advice by delivering a Notice of Exercise within such 10-day period, and, subject to unless the conditions listed in paragraphs 1 through 6 immediately above, Landlord thereafter is prepared to offer such space on new terms that have a net economic value that effective rent for the Offering Space as provided under the Proposed Terms is less than 90% of the net effective rent for the Offering Space as provided under the First Stage Advice, as determined in good faith by Landlord using a discount rate of 9.0% and taking into account all proposed material economic value terms relating to the Offering Space, including, without limitation, the length of the terms set forth term, the net rent, any base year, any tax or expense escalation or other financial escalation, and any financial concessions, but excluding any right to extend the term or any right to expand the leased premises (whether in the Adviceform of an expansion option, Landlord agrees to a right of first offer such new terms to Tenant by delivering an updated Advice to Tenantor refusal, in which event the foregoing provisions of this Section 6 shall govern as if the updated Advice were the original Advice delivered to Tenant, including without limitation the requirement that Tenant shall exercise such Right of First Offer, if at all, by delivering a Notice of Exercise within ten (10) Business Days after the date of the updated Adviceor any similar right).