Common use of Extension Term Clause in Contracts

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2.

Appears in 2 contracts

Samples: Sublease (Praxis Precision Medicines, Inc.), Sublease (Praxis Precision Medicines, Inc.)

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Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent twelve (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined12) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) an Event of Default by Tenant exists, or (ii) Tenant is not leasing sixty percent (60%) or more of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the Initial Term as it may be self executing, extended by the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such optionExtension Term. The execution of such lease amendment Extension Term shall not be deemed to waive any of on all the same terms and conditions to Tenant’s exercise of its rights under this Section 1.2except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 2 contracts

Samples: Lease (Keros Therapeutics, Inc.), Lease (Keros Therapeutics, Inc.)

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than twelve (12), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13 (other than a Related Party Transfer), at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the [Initial] Term as it may be self executing, extended by the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such optionExtension Term. The execution of such lease amendment Extension Term shall not be deemed to waive any of on all the same terms and conditions to Tenant’s exercise of its rights under this Section 1.2except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 2 contracts

Samples: Commencement Date Agreement (Xenetic Biosciences, Inc.), Commencement Date Agreement (Xenetic Biosciences, Inc.)

Extension Term. The Term of this Lease of all of the Premises may be extended for each applicable Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying written notice from Tenant to Landlord at least sixty-five percent twelve (65%12) (but not more than eighteen (18)) months before the end of the Premises; and Initial Term or first (ii1st) there is no Event Extension Term, as the case may be, time being of Default nor an event whichthe essence. If Tenant does not timely exercise such option, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of or if on the date of the Extension Notice (hereinafter defined), and (2) such notice or at the commencement beginning of the applicable Extension Term (hereinafter defined) (it being understood an uncured Event of Default by Tenant exists, at Landlord’s option upon written notice to Tenant, Tenant’s right to extend the Term of this Lease shall irrevocably lapse and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option)void and of no further force and effect, Tenant shall have no further right to extend, and this Lease shall expire at the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, Term or the prior first (1st) Extension Term, as the case may be. If Tenant must fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the Tenant’s failure to exercise (or waiver of) such option right, and Tenant’s failure to extend by giving so execute and deliver such certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord written notice (to execute and deliver to any third party, and record, an affidavit confirming the “Extension Notice’’) on failure or before the date that is thirteen (13) months prior waiver, which affidavit, to the expiration of the then-current term of this Leaseextent true, time being of the essenceshall be binding on Tenant and may be conclusively relied on by third parties. Upon the timely giving of such notice, All references to the Term shall, subject to Tenant’s right to withdraw shall mean the Initial Term as it may be extended by an Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Term. Each Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate on all the Premises same terms and Tenant shall have no further right to extend conditions except that the Term. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend Base Rent for the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the applicable Extension Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2as set forth below.

Appears in 1 contract

Samples: Letter (Concert Pharmaceuticals, Inc.)

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, or (ii) Tenant is not leasing one hundred percent (100%) of the Term shallPremises, subject or (iii) Tenant has made any Transfer under Article 13, at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the Initial Term as it may be self executing, extended by the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such optionExtension Term. The execution of such lease amendment Extension Term shall not be deemed to waive any of on all the same terms and conditions to Tenant’s exercise of its rights under this Section 1.2except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Cyteir Therapeutics, Inc.)

Extension Term. (a) Provided that (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default does not exist as of the commencement of the Extension Term (1as defined below) or as of the date of Landlord’s receipt of the Extension Notice (hereinafter definedas defined below), (ii) neither the Expansion Rescission occurred nor the Expansion Termination Option is exercised in accordance with this Amendment and (2iii) at Tenant has not assigned the commencement Lease (excluding an assignment to a Permitted Transferee) or subleased more than fifty percent (50%) of the applicable Extension Term Premises (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled excluding a sublease to exercise such optiona Permitted Transferee), Tenant shall have the option right to extend the Lease Term for one (1) additional term period of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend ) by giving Landlord written notice of extension (the “Extension Notice’’) on or before the date that is thirteen (13) months ”), which notice must be received by Landlord not earlier than 18 months, nor later than 12 months, prior to the then-expiration date of the then-current term of this LeaseLease Term, time being of the essence. Upon the timely giving of if such noticeextension becomes effective, the Lease Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed automatically extended upon all of the same terms and conditions of this Leaseas are applicable to the current Lease Term, except that (x) Base Rent during for the Extension Term shall be calculated as set forth in accordance with this Section 1.2subsection (b) below, Landlord and (y) there shall have no obligation to construct or renovate the Premises and Tenant shall have be no further right to extend or renew the Lease Term beyond the Extension Term. If Tenant fails The right of extension provided under this section is personal to give timely noticeGenocea Biosciences, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive Inc. (or any of the conditions to Tenant’s exercise of its rights Permitted Transferees) and is not exercisable by any subtenant or assignee permitted under this Section 1.2.Lease. 80333389_1

Appears in 1 contract

Samples: Lease (Genocea Biosciences, Inc.)

Extension Term. (a) Provided that the following conditions, which may be waived by Landlord in its sole discretion, are satisfied (i) Tenant, an Affiliate, its Affiliated Funds Entity (hereinafter defined) and/or its Portfolio Companies a Successor (as such terms are hereinafter defined) is/are then occupying at least sixty-five one hundred percent (65100%) of the Premises; and (ii) there is no Event of Default nor an event which, which with the passage of time and/or the giving of notice would constitute an Event of Default has occurred (1A) as of the date of the Extension Notice (hereinafter defined), ) and (2B) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration February 1,2024 and expiring as of the Initial TermJanuary 31, or the prior Extension Term, as the case may be2029. Tenant must exercise such option to extend extend, if at all, by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this LeaseFebruary 1, 2023, time being of the essence. Upon the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.21.2 below, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. , If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Term shall be self self-executing, the parties shall promptly execute a lease amendment reflecting confirming such Ext1nsion Extension Term after Tenant exercises such option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2.

Appears in 1 contract

Samples: Sublease Agreement (Compass Therapeutics, Inc.)

Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate, its Affiliated Funds Affiliate (hereinafter defined) and/or its Portfolio Companies a Successor (as such terms are hereinafter defined) is/are then occupying at least sixty-five one hundred percent (65100%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (hereinafter defined) (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Initial Term for one (1) additional term of five three (53) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend extend, if at all, by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen not earlier than twelve (1312) months and no later than nine (9) months prior to the expiration of the then-current term of this Lease, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 18.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Conditions and the timely giving of such notice, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) belowwithout a subsequent nullification by Landlord, the Initial Term shall be deemed extended upon all of the terms and conditions of this Lease, except that Base Rent during the Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises and Tenant shall have no further right to extend the Term. If Tenant fails to give a timely noticeExtension Notice, as aforesaid, Tenant shall have no further right to extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self self-executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Extension Term after Tenant validly exercises such its option. The execution of such lease amendment shall not be deemed to waive any Event of Default or any an event which, with the conditions to Tenant’s exercise passage of its rights under this Section 1.2time and/or the giving of notice, would constitute an Event of Default hereunder.

Appears in 1 contract

Samples: Indenture of Lease (Black Diamond Therapeutics, Inc.)

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Extension Term. (a) Provided that the following conditions (the “Extension Conditions”), any or all of which may be waived by Landlord in its sole discretion, are satisfied: (i) Tenant, an Affiliate, its Affiliated Funds Affiliate (hereinafter defined) and/or its Portfolio Companies a Successor (as such terms are hereinafter defined) is/are then occupying at least sixtyseventy-five percent (6575%) of the Premises; and (ii) there is no Event of Monetary Default (hereinafter defined) continuing beyond any applicable notice and cure period nor an event which, with the passage of time and/or the giving of notice would constitute an any Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and nor (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant shall have the option to extend the Initial Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend extend, if at all, by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen no earlier than fifteen (1315) months and no later than twelve (12) months prior to the expiration of the then-current term of this LeaseInitial Term, time being of the essence. Notwithstanding the foregoing, Landlord may nullify Tenant’s exercise of its option to extend the Term by written notice to Tenant (the “Nullification Notice”) if (A) on the date Landlord receives the Extension Notice, there is an event which, with the passage of time and/or the giving of notice, would constitute an Event of Default hereunder and (B) Tenant fails to cure such default within the applicable cure period set forth in Section 20.1 after receipt of the Nullification Notice. Upon the satisfaction of the Extension Conditions and the timely giving of such noticethe Extension Notice without a subsequent nullification by Landlord, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed extended for the Extension Term upon all of the terms and conditions of this Lease, except that Base Rent during the such Extension Term shall be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises (which shall be taken into consideration when determining FMV (hereinafter defined)) and Tenant shall have no further right to extend the Initial Term. If Tenant fails to give a timely noticeExtension Notice, as aforesaid, Tenant shall have no further right to extend the Initial Term. Notwithstanding the fact that Tenant’s proper and timely exercise of such option to extend the Initial Term shall be self self-executing, the parties shall promptly execute a lease amendment reflecting such Ext1nsion Extension Term after Tenant validly exercises such its option. The execution of such lease amendment shall not be deemed to waive any of the conditions to Tenant’s exercise of its rights under this Section 1.2.

Appears in 1 contract

Samples: Lease Agreement (Theseus Pharmaceuticals, Inc.)

Extension Term. (a) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional written notice from Tenant to Landlord at least sixty-five percent twelve (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined12) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term (i) a default by Tenant exists, (ii) Tenant is not occupying seventy-five percent (75%) or more of the Term shallPremises, subject or (iii) Tenant has not subleased more than twenty-five percent (25%) of the Premises, at Landlord’s option upon written notice to Tenant, Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Xxxxxx fails to timely exercise its rights hereunder, then within seven (7) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Xxxxxx’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the Initial Term as it may be self executing, extended by the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such optionExtension Term. The execution of such lease amendment Extension Term shall not be deemed to waive any of on all the same terms and conditions to Tenant’s exercise of its rights under this Section 1.2except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Curis Inc)

Extension Term. (a) Provided that the following conditions, which may be waived by Sublandlord in its sole discretion, are satisfied (i) Tenant, an Affiliate, Subtenant has not assigned its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying at least sixty-five percent (65%) interest in this Sublease nor sublet any of the PremisesSubleased Space to anyone other than an Affiliated Entity and/or a Successor; and (ii) there is no uncured Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default exists (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such option), Tenant and subject to Sublandlord’s consent to such extension as set forth in this Section 21, Subtenant shall have the option to extend the Term of this Sublease for a single additional term of either six (6) months or one (1) additional year (such elected term of five (5) years (length, the “Extension Term”), commencing as of the expiration of the Initial initial Term, or the prior Extension Term, as the case may be. Tenant Subtenant must exercise such option to extend (including its election to extend for either six (6) months or one (1) year), if at all, by giving Landlord Sublandlord written notice (the “Extension Notice’’) on or before the date that is thirteen six (136) months but not more than twelve (12) months prior to the expiration of the then-then current term Term of this LeaseSublease, time being of the essence. Sublandlord shall have ten (10) days from receipt of Subtenant’s Extension Notice with which to either (i) confirm Subtenant’s extension for the Extension Term for either six (6) months or one (1) year, or (ii) in the event Subtenant elects to extend for one (1) year, to deny Subtenant’s extension for the additional six (6) months (which denial may be provided in Sublandlord’s sole discretion), in which event the Extension Term shall be automatically reduced to six (6) months. Upon the timely giving of such noticenotice by Sublandlord, the Term shall, subject to Tenant’s right to withdraw the Extension Notice in accordance with Section 1.2(b) below, shall be deemed extended so extended, for one (1) year or six (6) months, as so specified by Sublandlord, upon all of the same terms and conditions of this LeaseSublease, except that other than Base Rent, which shall be 103% of the Base Rent during in existence as of the Extension Term shall be calculated in accordance with this Section 1.2initial Termination Date. If Subtenant fails to give timely notice, Landlord shall have no obligation to construct or renovate the Premises and Tenant as aforesaid, Subtenant shall have no further right to extend the Term. If Tenant Sublandlord fails to give timely noticenotice in response to the Extension Notice, as aforesaid, Tenant this Sublease shall have no further right to extend be so extended for the Termeither six (6) month or one (1) year period as set forth in Subtenant’s Extension Notice. Notwithstanding the fact that TenantSubtenant’s proper and timely exercise of such option to extend the Term shall be self self-executing, the parties shall promptly execute a lease sublease amendment reflecting such Ext1nsion Extension Term after Tenant Subtenant exercises such optionoption and to the extent Sublandlord provides its consent. The execution of such lease sublease amendment shall not be deemed to waive any of the conditions to TenantSubtenant’s exercise of its rights under this Section 1.221. [Signatures appear on the following page.] The parties have executed this Sublease as of the Effective Date. Sublandlord: FREQUENCY THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxxxx X. Xxxxxxxx Name & Title: Subtenant: SALIOGEN THERAPEUTICS, INC., a Delaware corporation By: /s/ Xxx Xxxxxxxxxx

Appears in 1 contract

Samples: Sublease Agreement (Frequency Therapeutics, Inc.)

Extension Term. The Term of this Lease of all of the Premises may be extended for the Extension Term by unconditional (aexcept for the Base Rent determination process as provided herein) Provided (i) Tenant, an Affiliate, its Affiliated Funds and/or its Portfolio Companies (as such terms are hereinafter defined) is/are then occupying written notice from Tenant to Landlord at least sixty-five percent nine (65%) of the Premises; and (ii) there is no Event of Default nor an event which, with the passage of time and/or the giving of notice would constitute an Event of Default (1) as of the date of the Extension Notice (hereinafter defined), and (2) at the commencement of the applicable Extension Term (hereinafter defined9) (it being understood and agreed that if Tenant shall cure any default within applicable notice and/or cure periods, then Tenant shall thereafter be entitled to exercise such optionbut not more than fifteen (15), Tenant shall have ) months before the option to extend the Term for one (1) additional term of five (5) years (the “Extension Term”), commencing as of the expiration end of the Initial Term, or the prior Extension Term, as the case may be. Tenant must exercise such option to extend by giving Landlord written notice (the “Extension Notice’’) on or before the date that is thirteen (13) months prior to the expiration of the then-current term of this Lease, time being of the essence. Upon If Tenant does not timely exercise this option, or if on the timely giving date of such noticenotice or at the beginning of the Extension Term an uncured Event of Default by Tenant exists, the Term shallat Landlord’s option upon written notice to Tenant, subject to Tenant’s right to withdraw extend the Extension Notice in accordance with Section 1.2(b) below, be deemed extended upon all of the terms and conditions Term of this Lease, except that Base Rent during the Extension Term Lease shall irrevocably lapse and be calculated in accordance with this Section 1.2, Landlord shall have no obligation to construct or renovate the Premises void and Tenant shall have of no further right to extend the Term. If Tenant fails to give timely notice, as aforesaidforce and effect, Tenant shall have no further right to extend extend, and this Lease shall expire at the end of the Initial Term. Notwithstanding If Tenant fails to timely exercise its rights hereunder, then within ten (10) days of Landlord’s request therefor, Tenant shall execute and deliver to Landlord a certification, in recordable form, confirming the fact that Tenant’s proper failure to exercise (or waiver of) such right, and timely exercise of Tenant’s failure to so execute and deliver such option certification shall (without limiting Landlord’s remedies on account thereof) entitle Landlord to extend execute and deliver to any third party, and record, an affidavit confirming the failure or waiver, which affidavit shall be binding on Tenant and may be conclusively relied on by third parties. All references to the Term shall mean the Initial Term as it may be self executing, extended by the parties shall promptly execute a lease amendment reflecting such Ext1nsion Term after Tenant exercises such optionExtension Term. The execution of such lease amendment Extension Term shall not be deemed to waive any of on all the same terms and conditions to Tenant’s exercise of its rights under this Section 1.2except that the Base Rent for the Extension Term shall be as set forth below.

Appears in 1 contract

Samples: Commencement Date Agreement (Synageva Biopharma Corp)

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