Common use of Tenant’s Right Clause in Contracts

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Term, (i) there exists no Event of Default, and (ii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) of the Premises (other than in connection with respect to which Landlord’s consent is not required under Section 12.2), and (iii) this Lease is still in full force and effect, Tenant shall have the right to extend the Term of this Lease for one extended term (the “Extended Term”) of two (2) years. The Extended Term shall commence on the day following the Expiration Date, and shall end on the date that is two years following such date. Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior to the Expiration Date. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on the Expiration Date, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18), except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereof.

Tenant’s Right. Provided that, at the time of such exercise and again at the commencement date of the Extended Termclosing, (i) there exists no Event Default of DefaultTenant (or any event or circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant); (ii) this Lease is still in full force and effect; and (iiiii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) any or all of the Premises and actually occupies the entire Premises, Landlord hereby grants Tenant a right of first offer to purchase the Premises (other than in connection with respect to which and, if Landlord so elects, the Landlord’s consent is not required under Section 12.2), and (iiiUnits) this Lease is still in full force and effect, Tenant shall have the right pursuant to extend the Term of this Lease for one extended term (the “Extended Term”) of two (2) years. The Extended Term shall commence on the day following the Expiration Date, and shall end on the date that is two years following such date. Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior to the Expiration Date. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on the Expiration Date, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Section 17.1 (the “First Offer Purchase Right”). The property specified by Landlord in the Offer Notice (defined below) is referred to as the “Offered Property.” Notwithstanding anything contained in the Lease and this Section to the contrary, the rights granted herein shall only be applicable at such time as Landlord, in its sole discretion, desires to market the Offered Property to a third party or parties (other than to any entity controlling, controlled by, under common control with Landlord or its members, managers or shareholders). Subject to the terms and conditions hereof, if Landlord desires, in its sole discretion, to offer the Offered Property for sale to a third party, Landlord shall send Tenant written notice thereof (the “Offer Notice”), which shall set forth the terms and conditions on which Landlord is willing to sell the Offered Property, including without limitation that Landlord’s then good faith estimate of the fair market value of the Offered Property. Tenant shall have ten (10) days from the date of the Offer Notice to notify Landlord in writing as to whether Tenant desires to negotiate to purchase the entire Offered Property on the terms and conditions set forth therein. In the event Tenant fails to elect to purchase the Offered Property within such ten (10) day period, Tenant shall be deemed for all purposes to have waived its rights hereunder, and this Section shall thereafter be void. In such event, Landlord may continue its efforts in marketing the Offered Property or any portion thereof to third parties and Landlord may select whatever offer or offers it desires to pursue, in Landlord’s sole discretion. In the event Tenant responds in writing to Landlord of its interest in purchasing the Offered Property within such ten (10) day period, then Landlord and Tenant agree, for a period of twenty (20) days (commencing on the date of Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18notice), except to enter into good faith negotiations to determine the terms and conditions for the sale of the Offered Property to Tenant, which shall include those terms and conditions contained in the Offer Notice. In the event that the Base Rent for parties. despite good faith efforts and acting reasonably, fail to enter into a definitive purchase agreement fully signed and delivered by both parties during such twenty (20)-day period, then Tenant’s First Offer Purchase Right shall terminate (subject, however, to the Extended Term following provisions) and Landlord shall be determined permitted to list the Offered Property (or any portion thereof) and to sell the Offered Property (or any portion thereof) to any party or parties on terms and conditions acceptable to Landlord, in its sole discretion. In the event Tenant exercises the First Offer Right, and if Landlord and Tenant execute and deliver to the other a definitive purchase agreement within said twenty (20)-day period, the closing shall take place pursuant to Section 27.2 hereofthe terms and conditions specified in the definitive purchase agreement. The terms and provisions hereof shall remain in full force and effect until the purchase has closed, except as otherwise provided herein. Tenant and Landlord agree that at the closing, Landlord will convey the Offered Property in its then “AS-IS, WHERE-IS” condition by a Massachusetts quitclaim deed. At the closing under the First Offer Purchase Right, (i) closing costs shall be allocated as provided in the definitive purchase agreement, (ii) real estate taxes, rents and other income and expense items will be equitably prorated, (iii) this Lease shall cease and come to an end, and (iv) if the Offered Property consists of only the Premises, Landlord will remove the two doorways and doors between the Premises and the Landlord’s Units (and the cost thereof shall be divided evenly between the parties). The foregoing rights of Tenant shall in no event arise as a result of, and this section shall not apply to: (i) the sale by Landlord of all or substantially all of its assets, or (ii) the sale or transfer of all or any portion of the Offered Property in connection with Landlord’s merger or combination into or with another entity, or (iii) the granting by Landlord of any mortgage or other lien covering all or any portion of the Offered Property, or (iv) the foreclosure of any mortgage or lien or the giving of a deed in lieu of foreclosure, or (v) the sale of the Offered Property or any portion thereof to any member or manager of Landlord or any entity more than forty percent (40%) of the equity in which is owned or controlled by any member or manager (or the members of the family of any member or manager).

Tenant’s Right. Provided that, at the time of such exercise and again at the commencement of the Extended TermExpansion Date, (i) there exists no Event Default of DefaultTenant (or any event or circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant); (ii) this Lease is still in full force and effect; and (iiiii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) any or all of the Premises (other than in connection with respect and actually occupies the entire Premises, Landlord hereby grants Tenant the right and option to which expand and increase the size of the Premises by adding thereto the Landlord’s consent is not required under Section 12.2Units (containing approximately 5,202 square feet of space) for the then-remainder of the Term of this Lease (including any Extended Term(s)). Tenant may exercise its option to expand by giving Landlord written notice (the “Expansion Notice”) of its desire to exercise the expansion option. If Tenant so elects, then effective on the one hundred eightieth (180th) day after the giving of such Notice (the “Expansion Date”), (i) the size of the Premises shall automatically be increased to include the Landlord’s Units, (ii) the Landlord shall vacate and deliver possession of the Landlord’s Units, in their then “AS IS” condition (without any representation or warranty), and (iii) this Lease the Basic Rent will be increased to reflect the increase in the size of the Premises (at the same per-square-foot rate as from time to time is still in full force and effect, Tenant shall have effect for the right to extend the Term of this Lease for one extended term (the “Extended Term”) of two (2) years. The Extended Term shall commence on the day following the Expiration Date, and shall end on the date that is two years following such dateinitial Premises). Tenant shall exercise such option to extend by giving written notice to Landlord may not later than nine (9) months give an Expansion Notice prior to the Expiration Datelast day of the thirtieth (30th) calendar month after the Commencement Date (counting the calendar month in which the Commencement Date occurs unless the Commencement Date is not the first day of a calendar month, in which case the first such month will not be counted). The giving of such notice by If Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on the Expiration Date, and Tenant shall have no further has not already exercised its option to extend the Term of this Leasethe Lease for the First Extended Term by the time Tenant gives an Expansion Notice, then the giving of an Expansion Notice will automatically constitute the Tenant’s exercise of its option to extend the Term for the First Extended Term. Tenant may not give an Expansion Notice later than the last day of the forty-second (42nd) calendar month after the Commencement Date (counting the calendar month in which the Commencement Date occurs unless the Commencement Date is not the first day of a calendar month, in which case the first such month will not be counted). If Tenant has not already exercised its option to extend the Term of the Lease for the Second Extended Term by the time Tenant gives an Expansion Notice, then the giving of an Expansion Notice during the First Extended Term will automatically constitute the Tenant’s exercise of its option to extend the Term for the Second Extended Term, it being agreed the express intent that time shall be of the essence Expansion Date will not occur if less than one (1) year would then remain in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18as theretofore extended), except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereof.

Tenant’s Right. Provided that, at the time of such exercise and again at the commencement beginning of the Extended TermTerm in question, (i) there exists no Event Default of DefaultTenant (or any event or circumstance which, with the passage of time or the giving of notice, or both, would constitute a Default of Tenant); (ii) this Lease is still in full force and effect; and (iiiii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) any or all of the Premises (other than in connection with respect to which Landlord’s consent is not required under Section 12.2), and (iii) this Lease is still in full force and effectactually occupies the entire Premises, Tenant shall have the right to extend the Term of this Lease for one two (2) extended term terms (the “First Extended Term” and the “Second Extended Term”) of two one (21) yearsyear each. The First Extended Term shall commence on the day immediately following the Expiration Dateexpiration date of the Initial Term, and shall end on the day immediately preceding the first anniversary of the first day of the First Extended Term. The Second Extended Term shall commence on the day immediately following the expiration date that is two years following such dateof the First Extended Term, and shall end on the day immediately preceding the first anniversary of the first day of the Second Extended Term. Tenant shall exercise such option to extend by giving written Landlord notice of its desire to Landlord do so, not later than nine three (93) months prior to the Expiration Dateexpiration of the Initial Term or the First Extended Term, as the case may be, it being agreed that time shall be of the essence with respect to the giving of such notice or any other notice provided for in this Lease. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the applicable Extended Term Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, the Term of this Lease shall automatically terminate on at the Expiration Dateend of the Initial Term or the First Extended Term, as the case may be, and Tenant shall have no further right or option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Each Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that the Base Basic Rent for the each Extended Term shall be determined pursuant to Section 27.2 hereofas provided in paragraph (b) below.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there -------------- exists no Event Default of Default, Tenant; (ii) this Lease is still in full force and effect; and (iiiii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) any or all of the Premises (other than in connection with respect to which Landlord’s consent is not required under Section 12.2), and (iii) this Lease is still in full force and effectPremises, Tenant shall have the right to extend the Term of this Lease for one extended term (the “"Extended Term”") of two three (23) years. The Extended Term shall commence on the day immediately following the Expiration Dateexpiration date of the Initial Term, and shall end on the date that is two years following such dateday immediately preceding the third (3rd) anniversary of the first day of the Extended Term. Tenant shall exercise such option to extend by giving written Landlord notice of its desire to Landlord do so, not later than nine (9) months prior to the Expiration Dateexpiration of the Initial Term, it being agreed that time shall be of the essence with respect to the giving of such notice. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, the Term of this Lease shall automatically terminate on at the Expiration Dateend of the Initial Term, and Tenant shall have no further right or option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that that: (i) Landlord shall have no obligation to pay any construction or improvements allowance, or to perform any alterations or improvements to the Base Premises, with respect to the Extended Term; and (ii) the Basic Rent for the Extended Term shall be determined pursuant to Section 27.2 hereofin accordance with section 15.2.

Tenant’s Right. Provided that, at of First Refusal with respect to a particular Offering Space (or portion thereof) desired by a Prospect shall terminate on the time of such exercise and at the commencement of the Extended Term, earlier to occur of: (i) there exists no Event of DefaultSeptember 30, and 2005; (ii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) Tenant's failure to exercise its Right of First Refusal within the 7 day period following Tenant's receipt of the Premises (other than RFR Advice, as provided in connection Paragraph B above, with respect to which Landlord’s consent is not required under Section 12.2)the particular Offering Space(or portion thereof) desired by the Prospect, and (iii) this Lease is still the date Landlord would have provided Tenant a RFR Advice with respect to the particular Offering Space(or portion thereof) desired by the Prospect if Tenant had not been in full force violation of one or more of the conditions set forth in subsections III.A.2(a)-(e) above. Notwithstanding the foregoing, if (A) Tenant was entitled to exercise its Right of First Refusal, but failed to provide Landlord with a Notice of Exercise within the 7 day period provided in paragraph B above, or if Tenant provided Landlord with a Notice of Exercise but Landlord and effectTenant failed to agree upon the Prevailing Market rate for the Offering Space in Building 223 as described in Section III.C.2.a above, and (B) Landlord does not enter into a lease for the Offering Space with the Prospect which triggered the RFR Advice, or any entity or individual affiliated with or related to such Prospect (collectively, the "Trigger Prospect"), then Tenant shall once again have a Right of First Refusal with respect to such Offering Space, and Landlord will issue a new RFR Advice to Tenant for such Offering Space when Landlord has a Prospect, other than the Trigger Prospect, for such Offering Space in Building 223 as described in Section III.B. above. In addition, if Landlord does enter into a lease for the Offering Space, Tenant shall have the right to extend the Term a Right of this Lease for one extended term First Refusal on such Offering Space (the “Extended Term”) of two (2) years. The Extended Term shall commence on the day following the Expiration Date, and shall end on the date that is two years following such date. Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior subject to the Expiration Date. The giving of such notice by Tenant shall automatically and irrevocably extend terms hereof) upon the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on the Expiration Date, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be expiration of the essence in lease with the giving of any such notice. The Extended Term shall be on all Prospect that leased the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18), except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereofOffering Space.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there exists no Event of Default, and ; (ii) Tenant shall has not have assigned this the Lease or sublet more than thirty percent (30%) all of any portion of the Premises (other than to any entity described in connection with respect to which Landlord’s consent is not required under the last sentence of Section 12.212.1 hereof), ; and (iii) this the Lease is still in full force and effect, Tenant shall have the right to extend the Term of this the Lease for one extended term (the “Extended Term”) of two three (23) years, commencing June 1, 2009 and ending May 31, 2012. The Extended Term shall commence on If Tenant so requests in writing, not sooner than March 31, 2008, Landlord shall, within thirty (30) days, advise Tenant of Landlord’s then good faith determination of what the day following Fair Market Rental Value of the Expiration Date, and shall end on Premises would be as of the date that is two years following Determination Date (as such dateterms are defined in Section 27.2). Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior May 31, 2008. Tenant further agrees that Tenant’s right to the Expiration Date. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term is expressly subject only to the rights of Hxxxxx Associates under an existing lease dated as of February 19, 2004 to expand into the Premises as of June 1, 2009, and no instrument that the Premises may not be available to Tenant during the Extended Term. Not later than June 30, 2008, Landlord shall advise Tenant of renewal need whether the Premises will be executedavailable to Tenant during the Extended Term. In If the event that Tenant fails Premises will not be available during the Extended Term, then Tenant’s option to give such notice to Landlordextend shall be void and without any effect, this and the Lease shall automatically terminate Term will end on the Expiration Date, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years Date set forth in Section 1.18), except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereofherein.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there -------------- exists no Event Default of Default, and Tenant; (ii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) of the Premises (other than in connection with respect to which Landlord’s consent is not required under Section 12.2), and (iii) this Lease is still in full force and effect; and (iii) Tenant shall actually occupy not less than seventy-five percent (75%) of Premises Rentable Area, Tenant shall have the right to extend the Term of this Lease for one extended term (the “"Extended Term”") of two five (25) years. The Extended Term shall commence on the day immediately following the Expiration Dateexpiration date of the Initial Term, and shall end on the date that is two years following such dateday immediately preceding the fifth anniversary of the first day of the Extended Term. Tenant shall exercise such option to extend by giving written Landlord notice of its desire to Landlord do so, not later than nine (9) months prior to the Expiration Dateexpiration of the Initial Term, it being agreed that time shall be of the essence with respect to the giving of such notice. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, the Term of this Lease shall automatically terminate on at the Expiration Dateend of the Initial Term, and Tenant shall have no further right or option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that that: (i) Landlord shall have no obligation to pay any construction or improvements allowance, or to perform any alterations or improvements to the Base Premises, with respect to the Extended Term; and (ii) the Basic Rent for the Extended Term shall be determined pursuant to Section 27.2 hereofin accordance with section 15.2.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there exists no Event of Default, and ; (ii) Tenant shall has not have assigned this Lease or sublet more than thirty percent (30%) all or any portion of the Premises (other than to any entity described in connection with respect to which Landlord’s consent is not required under the last sentence of Section 12.212.1 hereof), ; and (iii) this Lease is still in full force and effect, Tenant shall have the right to extend the Term of this Lease for one extended term (the “Extended Term”) of two five (25) years. The Extended Term shall commence on the day immediately following the Expiration Dateexpiration date of the Initial Term, and shall end on the date that is two years following day immediately preceding the fifth anniversary of the first day of the Extended Term. If Tenant so requests in writing, not sooner than the first day of the twelfth (12th) calendar month prior to the Expiration Date, Landlord shall, within thirty (30) days, advise Tenant of Landlord’s then good faith determination of what the Fair Market Rental Value of the Premises would be as of the Determination Date (as such dateterms are defined in Section 27.2). Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior to the Expiration Dateexpiration of the Initial Term. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. If Tenant shall have requested, and Landlord shall have given, Landlord’s good faith determination as aforesaid, and if Tenant subsequently exercises its option to extend, Tenant shall be deemed to have accepted Landlord’s determination unless at the time of exercise, Tenant advises Landlord that Tenant does not accept the same as the Fair Market Rental Value. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on at the Expiration Dateend of the Initial Term, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereof.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there exists no Event of Default on the part of Tenant under this Lease (nor any failure by Tenant to make any required payment or perform any obligation, of which failure Tenant has received notice and which, with the passage of time, would constitute an Event of Default), and (ii) Tenant shall not have assigned this Lease or sublet more than thirty percent (30%) then actually occupies all of the Premises (other than in connection with respect to which Landlord’s consent is not required under Section 12.2)Premises, and (iii) this Lease is still in full force and effect, Tenant shall have the right to extend the Term of this Lease for one extended term (the “Extended Term”) of two five (25) years. The Extended Term shall commence on the day immediately following the Expiration Datelast day of the initial Term, and shall end at 11:59 p.m. on that day immediately preceding the date that is two years following such datefifth anniversary of the first day of the Extended Term. Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine twelve (912) months prior to the Expiration Datedate on which the initial Term ends. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on the Expiration Datelast day of the initial Term, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that the Base Rent for the Extended Term shall be determined pursuant to Section 27.2 hereofbelow.

Tenant’s Right. Provided that, at the time of such exercise and at the commencement of the Extended Termexercise, (i) there exists no uncured Event of Default, and ; (ii) Tenant there shall not have assigned then be in effect any assignment of this Lease by Tenant, or sublet more than thirty any sublease, license or other occupancy agreement affecting twenty-five percent (3025%) or more of the Premises Area (other than to an entity controlling, controlled by or under common control with Tenant or any other entity described in connection with respect to which Landlord’s consent is not required under Section 12.212.2 hereof), ; and (iii) this Lease is still in full force and effect, Tenant shall have the right to extend the Term of this Lease for one (1) extended term (the “"Extended Term”") of two five (25) years. The Extended Term shall commence on the day immediately following the Expiration Dateexpiration date of the Initial Term, and shall end on the date that is two years following such dateday immediately preceding the fifth anniversary of the first day of the Extended Term. Tenant shall exercise such option to extend by giving written notice to Landlord not later than nine (9) months prior to the Expiration Dateexpiration of the Initial Term. The giving of such notice by Tenant shall automatically and irrevocably extend the Term of this Lease for the Extended Term and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord, this Lease shall automatically terminate on at the Expiration Dateend of the Initial Term, and Tenant shall have no further option to extend the Term of this Lease, it being agreed that time shall be of the essence in the giving of any such notice. The Extended Term shall be on all the terms and conditions of this Lease (including without limitation that Tenant’s Share of increases in Operating Expenses and Taxes shall continue to be calculated using the Base Years set forth in Section 1.18)Lease, except that the Base Rent for the Extended Term shall be determined pursuant to Section SECTION 27.2 hereof.