Common use of Renewal Terms Clause in Contracts

Renewal Terms. The Term of this Lease may be extended for four (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives the Renewal Notice or on the last day of the then current Term (other than a Tenant Event of Default that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be extended for the then applicable Renewal Term. During any such Renewal Term, except as specifically provided for herein, all of the provisions, terms and conditions of this Lease shall remain in full force and effect. After the last Renewal Term, Tenant shall have no further right to renew or extend the Term. If Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminate.

Renewal Terms. The Term (a) Subject to Section 1.3, the term of this Master Lease may be extended for four (4) separate “Renewal Terms” of five (5) years each with respect to all (or such lesser portion of the Facilities as provided below) of the Facilities that are subject to the Master Lease as of the last day of the then current Term at a Rent being equal to the Renewal Rent if (a) at least twelve twenty four (12), but not more than eighteen (18), 24) months prior to the end of the then current Stated Expiration Term (a “Renewal Election Outside Date”), Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising exercises its right to extend this Master Lease for one (1) Renewal Term; Term and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives Renewal Election Outside Date. If, Tenant elects to renew the Lease for less than all of the Facilities, then Tenant must specify in the Renewal Notice or on which Facilities it elects not to renew (each a “Non-Renewal Leased Property” and collectively, the last day “Non-Renewal Leased Properties”). Any Facilities not specified in the Renewal Notice as Non-Renewal Leased Properties shall be deemed to be part of the then current Term (other than a Tenant Event of Default Leased Property that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be has been extended for the then applicable one (1) Renewal TermTerm (each a “Renewal Leased Property” and collectively, the “Renewal Leased Properties”). During any such Renewal Term, except as otherwise specifically provided for herein, all of the provisions, terms and conditions of this Master Lease shall remain in full force and effect. After , except that the last Non-Renewal Leased Properties shall be excluded from the definition of “Leased Property” for the applicable Renewal Term, and Tenant shall have no further right renewal rights with respect to renew or extend the TermNon-Renewal Leased Properties. If Tenant fails does not timely send the applicable Renewal Notice pursuant to validly and timely exercise any right the provisions of this Section 1.4, Tenant shall be deemed to extend this Lease, then have irrevocably waived its renewal rights for all subsequent rights to extend the Term shall terminateRenewal Terms.

Renewal Terms. The Provided that no Event of Default, or event which, with notice or lapse of time or both, would constitute an Event of Default, has occurred and is continuing, either at the date of exercise or upon the commencement of an Extended Term of (as hereunder defined), then Lessee shall have the right to renew this Lease may be extended for four two (42) separate “Renewal Terms” of five ten-year renewal terms (5) years each if (a) at least twelve (12each, an "Extended Term), but upon (i) giving written notice to Lessor of such renewal not more less than eighteen (18), ) months and not more than twenty-one (21) months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives the Renewal Notice or on the last day expiration of the then current Term and (ii) the Lessee under each other than a Tenant Event of Default that is Facility Group Lease concurrently therewith exercises its right to renew such Facility Group Lease for the corresponding Extended Term in the process manner and within the time provided in Article XIX of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this such Facility Group Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be extended for the then applicable Renewal Term. During any such Renewal each Extended Term, except as specifically provided for herein, all of the provisions, terms and conditions of this Lease shall remain continue in full force and effect. After effect except that the annual Minimum Rent for and during such Extended Term shall be the greater of (a) the then current annual Fair Market Rental for the Leased Property and (b) the annual Minimum Rent and Additional Rent payable for the last Renewal Lease Year of the immediately preceding Term. Notwithstanding anything to the contrary in this Section 19.1, Tenant shall have no further Lessor, in its sole discretion, may waive the condition to Lessee's right to renew this Lease that no Event of Default, or extend event which, with notice or lapse of time or both, would constitute an Event of Default, have occurred or be continuing, and the same may not be used by Lessee as a means to negate the effectiveness of Lessee's exercise of its renewal right for such Extended Term. If Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminate.

Renewal Terms. The Term of this Lease may be extended for four Provided (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (bi) no Tenant Event of Default shall have occurred and be continuing on hereunder or under the date Other Leases and (ii) the tenant under each of the Other Leases shall have exercised its respective renewal option under the applicable Other Lease to the extent the same is available, Tenant shall have the right to renew this Lease (as to all, but not less than all, the Leased Property subject to this Lease at such time) for two (2) successive five (5) year terms ("Extended Terms") upon giving written notice to Landlord receives of each such renewal at least eighteen (18) months prior to the Renewal Notice or on the last day termination of the then current Term (other than a Tenant Event of Default that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be extended for the then applicable Renewal Term. During any each such Renewal Extended Term, except as specifically provided for herein, all of the provisions, terms and conditions of this Lease shall remain continue in full force and effect. After , except that the last Renewal TermMinimum Rent for and during each Extended Term shall be the greater of (i) the then current fair market rental ("Fair Market Rental"), which unless otherwise mutually agreed to by Landlord and Tenant shall have no further right be determined by the appraisal procedure set forth in Article XXIV and (ii) the Minimum Rent for the Lease Year immediately preceding the Extended Term plus five percent (5%). Tenant's failure to renew or extend exercise its renewal option as to the first Extended Term shall result in the loss of its renewal option as to the second Extended Term. If As used herein, the term "Other Leases" shall refer to, collectively, (i) that certain Master Lease Agreement, dated as of February 28, 1999, between Americold Corporation, as landlord, and AmeriCold Logistics, LLC, as tenant, as amended, (ii) that certain Master Lease Agreement, dated as of April 22, 1998, between URS Real Estate, L.P., as landlord, and URS Logistics, Inc., as tenant, as amended, and (iii) such other Master Lease Agreements as may be entered into from time to time between Landlord or its Affiliates and Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminateor its Affiliates."

Renewal Terms. The Term of this Lease may be extended for four Provided (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (bi) no Tenant Event of Default shall have occurred and be continuing on hereunder or under the date Other Leases and (ii) the tenant under each of the Other Leases shall have exercised its respective renewal option under the applicable Other Lease to the extent the same is available, Tenant shall have the right to renew this Lease (as to all, but not less than all, the Leased Property subject to this Lease at such time) for two (2) successive five (5) year terms ("Extended Terms") upon giving written notice to Landlord receives of each such renewal at least eighteen (18) months prior to the Renewal Notice or on the last day termination of the then current Term (other than a Tenant Event of Default that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be extended for the then applicable Renewal Term. During any each such Renewal Extended Term, except as specifically provided for herein, all of the provisions, terms and conditions of this Lease shall remain continue in full force and effect. After , except that the last Renewal TermMinimum Rent for and during each Extended Term shall be the greater of (i) the then current fair market rental ("Fair Market Rental"), which unless otherwise mutually agreed to by Landlord and Tenant shall have no further right be determined by the appraisal procedure set forth in Article XXIV and (ii) the Minimum Rent for the Lease Year immediately preceding the Extended Term plus five percent (5%). Tenant's failure to renew or extend exercise its renewal option as to the first Extended Term shall 2 result in the loss of its renewal option as to the second Extended Term. If As used herein, the term "Other Leases" shall refer to, collectively, (i) that certain Master Lease Agreement, dated as of February 28, 1999, between Americold Corporation, as landlord, and AmeriCold Logistics, LLC, as tenant, as amended, (ii) that certain Master Lease Agreement, dated as of April 22, 1998, between Americold Real Estate, L.P., as landlord, and Americold Corporation, as tenant, as amended, and (iii) such other Master Lease Agreements as may be entered into from time to time between Landlord or its Affiliates and Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminateor its Affiliates."

Renewal Terms. The Term of this Lease may be extended for four (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives the Renewal Notice or on the last day of the then current Term (other than a Tenant Event of Default that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, the Term of this Lease shall be extended for the then applicable Renewal Term. During any such Renewal Term, except as specifically provided for herein, all of the provisions, terms and conditions of this Lease shall remain in full force and effect. After the last Renewal Term, Tenant shall have no further right to renew or extend the Term. If Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminate.. ARTICLE II DEFINITIONS For all purposes of this Lease, except as otherwise expressly provided or unless the context otherwise requires, (i) the terms defined in this Article II have the meanings assigned to them in this Article and include the plural as well as the singular and any gender as the context requires; (ii) all accounting terms not otherwise defined herein have the meanings assigned to them in accordance with GAAP; (iii) all references in this Lease to designated “Articles,” “Sections,” “Exhibits” and other subdivisions are to the designated Articles, Sections, Exhibits and other subdivisions of this Lease; (iv) the word “including” shall have the same meaning as the phrase “including, without limitation,” and other similar phrases; (v) the words “herein,” “hereof” and “hereunder” and other words of similar import refer to this Lease as a whole and not to any particular Article, Section or other subdivision; (vi) all Exhibits, Schedules and other attachments annexed to the body of this Lease are hereby deemed to be incorporated into and made an integral part of this Lease; (vii) all references to a range of Sections, paragraphs or other similar references, or to a range of dates or other range (e.g., indicated by “-” or “through”) shall be deemed inclusive of the entire range so referenced; and (viii) for the calculation of any financial ratios or tests referenced in this Lease, this Lease, regardless of its treatment under GAAP, shall be deemed to be an operating lease and the Rent payable hereunder shall be treated as an operating expense and shall not constitute indebtedness or interest expense. “AAA”: As defined in the definition of Appointing Authority. “Accepted MCI Financing Proposal”: As defined in Section 10.4(b). “Accountant”: Either (i) a firm of independent public accountants designated by Tenant, or Guarantor, as applicable and reasonably acceptable to Landlord, or (ii) a “big four” accounting firm designated by Tenant. “Accounts”: All Tenant’s accounts, including deposit accounts (but excluding any impound account established pursuant to Section 4.4 and any Fee Mortgage Reserve Account), all rents, profits, income, revenues or rights to payment or reimbursement derived from Tenant’s use of any space within the Leased Property or any portion thereof and/or from goods sold or leased or services rendered by Tenant from the Leased Property or any portion thereof (including, without limitation, from goods sold or leased or services rendered from the Leased Property or any portion thereof by the Affiliated property manager or Affiliated Subtenants) and all Tenant’s accounts receivable derived from the use of the Leased Property or goods or services provided from the Leased Property, in each case whether or not evidenced by a contract, document, instrument or chattel paper and whether or not earned by performance, including without limitation, the right to payment of management fees and all proceeds of the foregoing. “Acquirer”: As defined in Article XVIII. “Additional Charges”: All Impositions and all other amounts, liabilities and obligations (excluding Rent) which Tenant assumes or agrees or is obligated to pay under this Lease and, in the event of any failure on the part of Tenant to pay any of those items, except where such failure is due to the wrongful acts or omissions of Landlord, every fine, penalty, interest and cost which may be added for non-payment or late payment of such items pursuant to the terms hereof or under applicable law. “Additional Fee Mortgagee Requirements”: As defined in Section 31.3. “Additional Fee Mortgagee Requirements Period”: As defined in Section 31.3. “Affiliate”: When used with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified. In no event shall Tenant or any of its Affiliates be deemed to be an Affiliate of Landlord or any of Landlord’s Affiliates. “Alteration”: Any construction, demolition, restoration, alteration, addition, improvement, renovation or other physical changes or modifications of any nature in, on or to the Leased Improvements that is not a Capital Improvement. “Annual Minimum Building and Improvement Cap Ex Amount”: As defined in Section 10.5(a)(ii). “Applicable Deadline”: As defined in Section 23.1(b)(i). “Applicable Landlord Financing” A financing obtained by Landlord or any one or more of its Affiliates that is secured by this Lease or the Leased Property. “Applicable Standards”: The standards generally and customarily applicable from time to time during the Term to (i) large-scale, integrated gaming-hotel-entertainment facilities and (ii) if and when the Lease is amended to include the Convention Center Property pursuant to the Put-Call Agreement, a convention and exhibition center, as the case may be, that are located in Las Vegas, that are similar to the Hotel/Casino Facility or Convention Center Facility, as applicable, in size and quality of operation, that have annual capital expenditures and are of an age comparable to the age and quality of the Leased Improvements existing at the time this standard is being applied. “Appointing Authority”: Either (i) the Institute for Conflict Prevention and Resolution (also known as, and shall be defined herein as, the “CPR Institute”), unless it is unable to serve, in which case the Appointing Authority shall be (ii) the American Arbitration Association (“AAA”) under its Arbitrator Select Program for non-administered arbitrations or whatever AAA process is in effect at the time for the appointment of arbitrators in cases not administered by the AAA, unless it is unable to serve, in which case (iii) the Parties shall have the right to apply to any court of competent jurisdiction to appoint an Appointing Authority in accordance with the court’s power to appoint arbitrators. The CPR Institute and the AAA shall each be considered unable to serve if it no longer exists, or if it no longer provides neutral appointment services, or if it does not confirm (in form or substance) that it will serve as the Appointing Authority within thirty (30) days after receiving a written request to serve as the Appointing Authority, or if, despite agreeing to serve as the Appointing Authority, it does not confirm appointment within sixty (60) days after receiving such written request. “Arbitration Provision”: Each of the following: the calculation of the Minimum Cap Ex Amount; the determination of whether a Capital Improvement constitutes a Material Capital Improvement; the calculation of Net Revenue; the calculation of Rent (without limitation of the procedures set forth in Section 3.2); without limitation of the EBITDAR Calculation Procedures, any EBITDAR calculation made pursuant to this Lease or any determination or calculation made pursuant to this Lease for which EBITDAR is a necessary component of such determination or calculation and the calculation of any amounts under Sections 10.1(a), 10.3, 10.5(a) and 10.5(b). “Architect”: As defined in Section 10.2(b). “Award”: All compensation, sums or anything of value awarded, paid or received from the applicable authority on a total or partial Taking or Condemnation, including any and all interest thereon. “Base Net Revenue Amount”: $[356.900,000], which amount Landlord and Tenant agree represents Net Revenue for the Fiscal Period immediately preceding the first (1st)

Renewal Terms. The Term of this Lease may be extended for four (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating Provided that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives the Renewal Notice or on the last day of the then current Term (other than a Tenant Event of Default that is in the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Noticecontinuing, the Term of this Lease Agreement shall be extended automatically renew (each, a “Renewal Term”) for an additional (a) five (5) years with respect to the first (1st) Renewal Term, and (b) three (3) years with respect to each Renewal Term thereafter, unless either Landlord or Tenant elects, by providing Notice to the other party not sooner than six (6) months and no later than two (2) months prior to the scheduled expiration of the Fixed Term or the then applicable current Renewal Term, as applicable, to terminate this Agreement upon the expiration of the Fixed Term or the then current Renewal Term, as applicable. Any such Notice to terminate shall, if given, be irrevocable, but Tenant’s failure to terminate shall not preclude Landlord from exercising any of its rights to terminate this Agreement in accordance with the terms hereof. Each Renewal Term shall commence on the day succeeding the expiration of the Fixed Term or the preceding Renewal Term, as the case may be. All of the terms, covenants and provisions of this Agreement shall apply to each such Renewal Term. During any such Renewal TermIf Landlord or Tenant does not give Notice that it elects to terminate this Agreement in accordance with this Section 2.4, except as specifically provided for herein, all this Agreement shall automatically renew at the end of the provisions, terms and conditions of this Lease shall remain Fixed Term or the Renewal Term then in full force and effect. After effect as provided in the last Renewal Term, Tenant shall have no further right to renew or extend the Term. If Tenant fails to validly and timely exercise any right to extend this Lease, then all subsequent rights to extend the Term shall terminatepreceding paragraph.

Renewal Terms. The Each such extension of the Term of this Lease may shall be extended for four (4) separate “Renewal Terms” of five (5) years each if (a) at least twelve (12), but not more than eighteen (18), months upon the same terms and conditions in force hereunder immediately prior to the then current Stated Expiration Date, Tenant (or, pursuant to Section 17.1(e), a Permitted Leasehold Mortgagee) delivers to Landlord a “Renewal Notice” stating that it is irrevocably exercising its right to extend this Lease for one (1) Renewal Term; and (b) no Tenant Event of Default shall have occurred and be continuing on the date Landlord receives the Renewal Notice or on the last day expiration of the then current Term term, except that (other than a a) after the exercise of the first Renewal Term, Tenant Event of Default that is in shall have the process of being cured by a Permitted Leasehold Mortgagee in compliance in all respects with Section 17.1(d) and Section 17.1(e)). Subject right to the provisions, terms and conditions of this Lease, upon Tenant’s timely delivery to Landlord of a Renewal Notice, extend the Term of this Lease shall be extended only for the then applicable Renewal Term. During any such second Renewal Term, except as specifically provided for herein, all and after the exercise of the provisions, terms and conditions of this Lease shall remain in full force and effect. After the last second Renewal Term, Tenant shall have no further right to renew or extend the Term of this Lease beyond the expiration of the second Renewal Term; (b) the Premises will be provided in their then-existing condition, on an “as is” basis, at the time the Renewal Term commences and Tenant shall not be entitled to any free rent, construction allowances, special concessions or any other leasing concessions with respect to the Premises during the Renewal Term; and (c) Base Rent for the Premises for the first Renewal Term and for the second Renewal Term shall be the amount stated in Section 1.1(g) of this Lease. If and when the Renewal Option is exercised, the Term of this Lease shall thereupon (without the necessity for any further act or deed) be deemed to expire at the end of the applicable Renewal Term unless the succeeding Renewal Term, if any, is exercised. During each Renewal Term, in addition to the amounts stated above, Tenant fails also shall pay Landlord all other sums which Tenant is required to validly and timely exercise any right pay pursuant to extend the terms of this Lease, then all subsequent rights to extend in the Term shall terminatemanner provided by this Lease.