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. 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. 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.
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. Lessee shall have a first right of offer to lease any buildings of Lessor north of Silver Creek Blvd. ("NSCB") that become available for lease in the future, subject to prior rights of other Lessee's existing at Lease signing. Prior to Lessor making any offer to lease any NSCB building, Lessor shall give Lessee written notice of such offer and Lessee shall have the opportunity to lease the NSCB building, or the part thereof offered for lease, on the terms and conditions set forth in Lessor's notice of offer. Lessee shall have the option, which may be exercised by written notice to Lessor at any time within ten (10) business days from the receipt of the Lessor's notice to agree to lease the NSCB building on the terms and conditions specified in Lessor's notice to Lessee. If Lessee fails to exercise its option within the 10-day period, Lessor shall have 180 days thereafter to lease NSCB building specified in the notice, but in no case on terms more favorable than those available to Lessee pursuant to this section. If Lessor shall thereafter offer to lease the NSCB building to a third party on the terms and conditions more favorable than Lessee's terms and conditions, Lessor shall then offer Lessee the more favorable terms and conditions and if not accepted in five (5) days then Lessor may lease to a third party.
Right of First Offer to Lease. For so long as MacroGenics, Inc. and/or an Exempt Transferee of MacroGenics, Inc. pursuant to an Exempt Transfer (a “MacroGenics Exempt Transferee”) leases the entire Premises and personally occupies at least ninety percent (90%) of the entire Premises and subject to any other parties’ pre-existing rights with respect to Available ROFO Premises (as defined below), Tenant shall have a right of first offer to lease (“Lease ROFO”) as to any rentable premises in the buildings located at 9708, 9712 and 9714 Medical Center Drive which Landlord is marketing and for which Landlord is seeking a tenant (“Available ROFO Premises”); provided, however, that in no event shall Landlord be required to lease any Available ROFO Premises to Tenant for any period past the date on which this Lease expires or is terminated pursuant to its terms (including available Options). To the extent that Landlord renews or extends a then-existing lease with such then existing tenant for the same premises pursuant to a contractual extension option existing as of the date hereof, the affected space shall not be deemed to be Available ROFO Premises. In the event Landlord intends to market Available ROFO Premises, Landlord shall provide written notice thereof to Tenant (the “Notice of Marketing to Lease”).
Right of First Offer to Lease. (a) Subject to the rights of the existing tenants and to the terms and conditions hereof, Tenant shall have the right to add to the Premises some or all of the space located on the first floor of the Building (the "Additional Space"). Whenever during the term hereof, Landlord determines to lease all or any part of the Additional Space (the phrase "
