Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction. (i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed. (ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent. (iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements. (c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 2 contracts
Sources: Sublease Agreement (Genocea Biosciences, Inc.), Sublease Agreement (Genocea Biosciences, Inc.)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant Subtenant shall pay Base Rent for the Expansion Premises commencing on April 1, 2021 (the “Expansion Rent Commencement Date”) in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent Exhibit A hereto and in the amount of $46,870.83 shall be paid manner described in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%Section 3(a)(ii) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b)Sublease; provided, however, Subtenant shall deliver the first month’s payment of Base Rent with respect to the Expansion Premises to Sublandlord concurrently with its execution of this Amendment. Subtenant shall continue to pay Base Rent for the Existing Premises in the amounts and in the manner described in Section 3(a) of the Sublease through March 31, 2021. On and after April 1, 2021, Subtenant shall pay Base Rent for the Existing Premises in the amounts set forth on Exhibit A hereto and in the manner described in Section 3(a)(ii) of the Sublease. Notwithstanding anything to the contrary herein, if a shelter-in-place order (an “Order”) issued by a federal, California state or local governmental agency with jurisdiction over the Expansion Premises prohibits Subtenant from either (i) occupying the Expansion Premises or (ii) performing improvements and/or installing furniture, fixtures and equipment in the Expansion Premises and Subtenant does not actually occupy the Expansion Premises such that it delays Subtenant’s initial occupancy (a “Delay Event”), then the Expansion Rent Commencement Date shall be delayed one day for each day Subtenant’s occupancy of the Expansion Premises is delayed beyond April 1, 2021 as a result of such Delay Event. Notwithstanding the foregoing, in no event shall the annual Base Expansion Rent per square foot for Commencement Date be delayed beyond May 31, 2021. For the Extension Term be less than the annual Base Rent per square foot for the last Lease Year avoidance of doubt, as used herein “occupying” means all personnel who can perform their job at home are permitted to return to their places of employment in office buildings. As of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Perioddate hereof, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected Order issued by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end County of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇Santa ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time Public Health Department dated October 5, 2020 which requires that all businesses require that “all personnel carry out their job functions remotely if they are able to time designate in writing. The parties acknowledge and agree that so”, is considered an Order which prohibits occupying the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoExpansion Premises.
Appears in 2 contracts
Base Rent. Tenant agrees to pay to Landlord without notice an annual “Base Rent”. The Base Rent will be payable at the annual rate shown in the Basic Leasing Information of this Lease without any offset, defense or deduction whatsoever, in lawful (alegal tender for public or private debts) Commencing money of the United States of America, at Landlord’s address or elsewhere as designated from time to time by Landlord’s written notice to Tenant. The Base Rent will be adjusted for increases as set forth within the Basic Leasing Information of this Lease. Landlord, upon execution of this Lease by Landlord and Tenant, hereby acknowledges payment by Tenant of the “Initial Payment” as shown in the Basic Leasing Information of this Lease, representing payment of the monthly installment(s) of annual Base Rent and Additional Rent (as hereafter defined), together with the sales tax thereon. The total Base Rent is payable in monthly installments on the Rent Commencement Datefirst day of each calendar month. If the Term commences on any day of a month other than the first day, Tenant shall pay Landlord the full monthly Base Rent as provided for herein for such commencement month, and thereafter the sum which should have actually been paid for said first month shall be calculated on a pro rata basis (such proration to be based on the actual number of days in the amounts set forth commencement month), and the difference shall be credited as a reduction in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly next month’s installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for to be paid by Tenant hereunder on the Extension Term will be ninety percent (90%) first day of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual next succeeding month. Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year any partial month of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, occupancy at the end of the Selection PeriodTerm of this Lease will be prorated, each party shall select an arbitrator and, within fifteen (15) such proration to be based on the actual number of days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridgepartial month. Such arbitrator shall make the determination required pursuant In addition to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Base Rent, Tenant shall each and hereby agrees to pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month a sum equal to any sales tax, tax on rentals, and any other governmental charges, taxes and/or impositions now in existence or hereafter imposed based upon the privilege of renting the Leased Premises or upon the amount of Rent (as defined below) collected therefor, without any offset defense or deduction whatsoever, in lawful (legal tender for public or private debts) money of the United States of America, at Landlord’s address or elsewhere as designated from time to time by Landlord’s written notice to Tenant. In addition, Tenant agrees to be fully responsible for the payment of documentary stamps, if any, due pursuant to this Lease. Nothing herein shall, however, be taken to require Tenant to pay any part of any Federal and after the Rent Commencement DateState Taxes on income imposed upon Landlord. Base Rent and Additional Rent Tenant shall be paid required to pay Landlord interest on any Rent (as specified by Landlord either defined below) due that remains unpaid for five (5) days after its due date. Further, in the event (i) Tenant fails to pay Rent by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlordthe fifth (5th) day of the month in which such installment is due, or (ii) by check sent any other sums owed to Landlord’s office c/o “▇▇▇▇▇▇ ▇Landlord pursuant to the terms of this Lease within five (5) days after accrual thereof or billing therefor, there will be added to such unpaid sum a late charge equal to ten percent (10%) of the installment or sum due, in order to defray the costs to Landlord for additional administrative expenses incurred as a result of such late payments. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under For all purposes of this Lease, the term “Rent” shall include all Base Rent, charges or impositions thereon, Additional Rent (as defined below), adjustments to Rent and any and all other payments due or which may become due from Tenant to Land-lord hereunder. Interest will be computed at the maximum legal rate and will be deemed to accrue from the fifth (5th) day after Rent is due and shall continue to accrue for all purposes as long as the sum remains unpaid. Provided, however, this provision shall not be construed as requiring Landlord to accept any late payment of Rent or as a waiver of any of Landlord’s rights or remedies by virtue of Tenant’s not making timely payment of Rent hereunder, and are rent reserved within Land-lord’s acceptance of late Rent and such interest shall not be construed as constituting a waiver by Landlord of any rights or remedies available to it in the meaning event that Rent is not timely paid by Tenant on any one or more future occasions, including declaring Tenant in default under this Lease and pursuing all remedies available to it arising from such default. The Base Rent as specified in the Basic Leasing Information of Section 502(b)(6) this Lease will increase annually on each yearly anniversary of the Bankruptcy Code or any successor provision theretoLease Term as stated therein. Tenant by acceptance and execution of this Lease shall be deemed to have agreed to and received notice of the Annual Base Rent for each year of the Lease Term. Landlord shall not be required to provide notice of the new Base Rent; and Tenant must pay Landlord the current monthly payment of Base Rent, in accordance with the schedule set forth in the Basic Leasing Information.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement (Omnicomm Systems Inc)
Base Rent. Tenant agrees to pay Landlord a total base rent (a) Commencing on the Rent Commencement Date, Tenant shall pay "Annual Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%Rent") of the annual Market Rent per square foot, determined Eight Hundred Eighty Three Thousand Two Hundred Three and No/100 Dollars ($833,203.00 ) payable in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty equal monthly installments (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except "Monthly Base Rent") of Seventy Three Thousand Six Hundred and 25/100 Dollars ($73,600.25) per month without any offset or deduction whatsoever. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Monthly Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each month during the term of this Lease, in lawful money of the United States of America, and shall be made at the address of Landlord set forth above or elsewhere as designated by Landlord's written notice. If the Lease Term shall commence on any day other than the first day of a month, Tenant shall pay Landlord, on said commencement date, rent as provided for herein for such commencement month on a pro rata basis calculated based on the actual number of days in the commencement month, and the Monthly Base Rent paid by Tenant, if any, upon execution of this Lease shall be credited to the Monthly Base Rent due for the first full calendar month of the Lease Term. Rent for any such partial month of occupancy at the end of the term of this Lease will be prorated to be based on the actual number of days in the partial month. In addition to Monthly Base Rent, Tenant shall pay Landlord in advance on the first day of each month, a sum equal to any sales tax, tax on rentals, and any other charges, taxes and/or impositions now in existence or hereafter imposed in connection with renting the Premises or upon the amount of rent collected therefor. Said amounts shall be treated and collectible as rent. Nothing herein shall be taken to require Tenant to pay any part of any Federal or State taxes imposed upon the income of Landlord. Tenant shall be required to pay Landlord interest on any rent due that remains unpaid for five (5) days after its due date. Said interest will be computed from and after the Rent Commencement Datedue date at the maximum rate allowed by law. The Annual Base Rent and Additional Monthly Base Rent due from Tenant shall be paid adjusted as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate provided elsewhere in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 2 contracts
Sources: Office Lease Agreement (Claires Stores Inc), Office Lease Agreement (BMS Distributing Corp.)
Base Rent. (a) Commencing Tenant's Base Rent for the Expansion Space shall be at the following rate (and otherwise payable in accordance with the provisions of Section 4 of the Existing Lease) commencing on the Expansion Space Commencement Date: Months After Rate Per Expansion Space Rentable Monthly Commencement Date Square Foot Rent ----------------- ----------- ------- 1-36 $1.30 $10,007.40 37-48 $1.34 $10,315.32 49-60 $1.38 $10,623.24
(b) Tenant shall continue to pay Base Rent for the Existing Premises in accordance with the Existing Lease through December 31, 2000. Thereafter, for the remainder of the Term, Tenant shall pay Base Rent for the Existing Premises at the same rate per rentable square foot as Tenant is then paying for the Expansion Space (including increases at the same times as the Base Rent for the Expansion Space increases) as set forth in the chart in Section 5(a) above. By way of example only, during the forty-sixth (46th) month following the Expansion Space Commencement Date, Tenant shall pay Base Rent in for the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent Existing Premises in the amount of $46,870.83 14,395.62 per month (based on $1.34 times 10,743 rentable square feet). Section 5 of the Second Amendment and Section 6 of the Third Amendment shall be paid deleted in advance their entirety as a condition of such First ReductionJanuary 1, 2001.
(ic) The annual Notwithstanding the foregoing, concurrent with Tenant's execution and delivery of this Fourth Amendment, Tenant shall pre-pay to Landlord the first month's Base Rent per square foot owned for the Extension Term will Expansion Space in the amount of Ten Thousand Seven and 40/100 Dollars ($10,007.40)(which amount shall be ninety percent (90%) of applied to the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot due on the Expansion Space for the Extension Term first calendar month following the Expansion Space Commencement Date). Should the Expansion Space Commencement Date be less any day other than the annual Base Rent per square foot for the last Lease Year first day of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Periodcalendar month, then the parties shall, Base Rent for the first partial month and the last partial month shall be equitably pro rated. Tenant shall pay to Landlord within fifteen (15) business days after the end of the Negotiation Period (such fifteen (15) day period being herein called Expansion Space Commencement Date the “Selection Period”), attempt to agree upon an arbitrator to whom to submit Base Rent due on the determination of Market Rent Expansion Space for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end first partial month of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsTerm.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 2 contracts
Sources: Office Space Lease (Adexa Inc), Office Space Lease (Adexa Inc)
Base Rent. (a) Commencing on Subject to adjustment as hereinafter provided in Section 4.3, and except as may be otherwise expressly provided in this Lease, Lessee shall pay to Lessor the Base Rent for the Premises set forth in Section 1.7 of the Basic Lease Provisions, without offset or deduction except as expressly provided herein. Lessee shall pay Lessor upon execution hereof the advance Base Rent described in Section 1.8 of the Basic Lease Provisions. Rent for any period during the Term hereof which is for less than one month shall be prorated based upon the actual number of days of the calendar month involved. Rent shall be payable in lawful money of the United States to Lessor at the address stated herein or to such other persons or at such other places as Lessor may designate to Lessee in writing.
(b) The parties have agreed that the length and duration of the Design Period and the Construction Period (as such terms are defined in the Work Letter) notwithstanding, in the event that the Commencement Date shall not have occurred by the end-of the 120th day following the commencement of the Design Period, Lessee shall, subject to Lessor Delays and Force Majeure Delays, pay as special Base Rent an amount equal to $22,291.00 per month for the fifth and sixth months following the commencement of the Design Period (subject to pro ration for any partial calendar months).
(c) In the event that Lessee is prevented from using, and does not use, the Premises or any portion thereof for five (5) consecutive business days or ten (10) business days in any twelve (12) month period (the “Eligibility Period”) as a result of any damage or destruction to the Premises or any repair, maintenance or alteration performed by Lessor after the Commencement Date, Tenant shall pay Base Rent which interferes with Lessee’s use of the Premises, or any failure to provide services or access to the Premises or because of an eminent domain proceeding or because of the presence of Hazardous Substances in, on or around the Building, the Premises or the Site which could, in Lessee’s business judgment and taking into account the standards, guidances and recommendations included in the amounts set forth in Item 9 definition of Applicable Laws above with respect to Hazardous Substances, pose a health risk to occupants of the Summary of Basic Terms; provided Premises, that if is not, in any case, caused by or attributable to Lessee or its agents, employees, invitees or contractors, then Lessee’s rent shall be abated or reduced, as the First Reduction case may be, for such time after expiration of the Security Deposit Eligibility Period that Lessee continues to be so prevented from using, and does not use, the Premises or a portion thereof, in the proportion that the rentable area of the portion of the Premises that Lessee is to occur prior prevented from using, and does not use, bears to the date on total rentable area of the Premises. However, in the event that Lessee is prevented from conducting, and does not conduct, its business in any portion of the Premises for a period of time in excess of the Eligibility Period, and the remaining portion of the Premises is not sufficient to allow Lessee to effectively conduct its business therein, and if Lessee does not conduct its business from such remaining portion, then for such time after expiration of the Eligibility Period during which the first monthly installment of Base Rent would be dueLessee is so prevented from effectively conducting its business therein, the first monthly installment of Base Rent in rent for the amount of $46,870.83 entire Premises shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b)abated; provided, however, if Lessee reoccupies and conducts its business from any portion of the Premises during such period, the rent allocable to such reoccupied portion, based on the proportion that in no event the rentable area of such reoccupied portion of the Premises bears to the total rentable area of the Premises, shall be payable by Lessee from the annual Base Rent per square foot date such business operations commence. If Lessee’s right to abatement occurs during a free rent period which arises after the Commencement Date, Lessee’s free rent period shall be extended for the Extension Term be less than number of days that the annual Base Rent per square foot for abatement period overlapped the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base free rent per square foot for the Premises for the Extension Term period (the “Market RentOverlap Period”). Landlord and Tenant Lessor shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision extend the Expiration Date for a period of time equal to the Lease except Base Rent. Within thirty Overlap Period if Lessor sends a notice to Lessee of such election within ten (3010) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after following the end of the Negotiation extended free rent period. To the extent Lessee is entitled to abatement because of an event covered by Lease Sections 9 or 14, then the Eligibility Period (such fifteen (15) day period being herein called the “Selection Period”)shall not be applicable and Lessee shall be entitled to rent abatement, attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end as of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end occurrence of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsevent.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 2 contracts
Sources: Office Building Lease (Xencor Inc), Office Building Lease (Xencor Inc)
Base Rent. (a) Commencing on the Rent Commencement DateExcept as otherwise expressly provided for in this Lease, Tenant shall pay Base to Landlord the Minimum Annual Rent in the amounts set forth Monthly Rental Installments in Item 9 advance, without demand, deduction or offset, on the Commencement Date and on or before the first day of each and every calendar month thereafter during the Lease Term. The Monthly Rental Installments for partial calendar months shall be prorated. The parties agree that the Minimum Annual Rent shall be increased on each anniversary of the Summary Commencement Date in an amount equal to the US Department of Basic Terms; provided that if Labor, Bureau of Labor Statistics Consumer Price Index for Urban Wage Earners and Clerical Workers (CPI-W), Seasonally Adjusted (SA), U.S. City Average, All Items, 1982-84=100 (herein collectively defined as "BLS Index") for the First Reduction of the Security Deposit is to occur twelve (12) month period ending two (2) months prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) expiration of the annual Market Rent per square footcurrent lease year (as used herein, determined in accordance with this Section 4.1(ba "lease year" shall refer to the twelve (12) month period beginning on the Commencement Date, or anniversary thereof, as applicable); provided. Notwithstanding the foregoing, however, that in no event shall the annual Base Minimum Annual Rent per square foot for the Extension Term payable during any subsequent lease year as adjusted hereby be less than a one percent (1%) increase over the annual Base Minimum Annual Rent per square foot paid during the immediately preceding lease year or more than a two and one-half percent (2.5%) increase over the Minimum Annual Rent paid during the immediately preceding lease year. Monthly Rental Installments shall be an amount equal to one twelfth (1/12) of the Minimum Annual Rent. Based on a Commencement Date of August 1, 2009, the initial twelve (12) month period shall be June 2009 through May 2010. The parties agree that the initial "BLS Index" shall be calculated by summing the individual one (1) month percent changes for the last Lease Year twelve (12) month period described above. By way of example, as illustrated on the chart attached hereto as Exhibit I, the "BLS Index" for the period June 2008 through May 2009 calculates to an aggregate negative (-) 1.5%. Therefore, in this instance, the minimum 1.0% increase shall apply. If the Bureau of Labor Statistics shall discontinue publication of said "BLS Index" or shall adopt a new method of computing the "BLS Index", the parties agree to use a published price or cost index or published data as comparable as possible to the "BLS Index" prior to the change in such method. If the "BLS Index" has not been published for any of the Initial Termtime periods set forth above, Landlord shall use the most recent publication dates available. Within sixty Notwithstanding anything contained in Section 1.01 (60d) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(dor (e), Landlord hereby excuses Tenant from the payment of Monthly Rental Installments for July 1, 2011 through October 31, 2011, July 1, 2012 through October 31, 2012, and Tenant shall simultaneously exchange proposals setting forth their opinions as July 1, 2015 through October 31, 2015 of the Lease Term. Notwithstanding anything to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, andcontrary contained herein, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement event Tenant is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed Default under this Lease beyond any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day applicable cure period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar the month from and after the Rent Commencement Dateof any excused rent payment, Tenant shall not be entitled to such excused rent. Base Rent and Additional Rent The payment of any such excused rent shall be paid as specified by deducted from any Accelerated Rent Difference or Accelerated Rent to which Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant maybe entitled under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto13.02.
Appears in 2 contracts
Sources: Office Lease (Tekelec), Office Lease (Tekelec)
Base Rent. 4.1. During each Lease Year of the Lease Term, Tenant shall pay the Base Rent specified in Section 1.1. On the first day of the second Lease Year and on the first day of every Lease Year thereafter during the Lease Term (including the second and any succeeding Lease Year within any Renewal Term), the Base Rent in effect shall be adjusted as provided in Section 4.2. The Base Rent shall be due and payable in equal monthly installments, without notice, demand, setoff or deduction (except as otherwise expressly provided in this Lease), in advance on the first day of each month during each Lease Year. If the Rent Commencement Date is not the first day of a month, then the Base Rent from the Rent Commencement Date until the first day of the following month shall be prorated on a per diem basis, and Tenant shall pay such prorated installment of the Base Rent on the Rent Commencement Date.
(a) Commencing on the first (1st) day of the second (2nd) Lease Year and on the first day of every Lease Year thereafter, the Base Rent Commencement Dateshall be adjusted to reflect increases in the cost of living in the following manner:
(1) The Revised Consumer Price Index for Urban Wage Earners and Clerical Workers, 1982-84 Base Year, All Items, Washington, D.C.-MD-VA Metropolitan Area (CPI-W) as published by the Bureau of Labor Statistics of the United States Department of Labor (herein referred to as the "Index"), which is published for the bimonthly period that includes the month immediately preceding the Lease Year for which such adjustment is being made (herein referred to as the "Adjustment Index"), shall be compared with the Index published for the period twelve (12) months prior thereto (herein referred to as the "Beginning Index"). If the Adjustment Index has changed from the Beginning Index, the percentage change between the Beginning Index and the Adjustment Index shall be determined. There shall be added to such percentage change three and one-half (3 1/2) percentage points, and the resulting sum shall be referred to herein as the "Escalation Factor." For example, if the Adjustment Index is two percent (2%) higher than the Beginning Index in any particular year, then the Escalation Factor for such year shall equal five and one-half percent (5.5%), and if the Adjustment Index is one percent (1%) lower than the Beginning Index in any particular year, then the Escalation Factor for such year shall equal two and one-half percent (2.5%).
(2) The Escalation Factor determined in Step (1) above shall be multiplied by the Base Rent in effect during the immediately-preceding Lease Year to arrive at the amount of the increase in the Base Rent for such newly-commencing Lease Year. In no event, however, shall the amount of such increase be greater than two and 033/1000 percent (2.033%) of the Base Rent in effect during the immediately-preceding Lease Year.
(3) The amount determined in Step (2) above (subject to the limitation set forth in the last sentence of Step (2)) shall be added to the Base Rent in effect during the immediately-preceding Lease Year to arrive at the Base Rent payable for such newly-commencing Lease Year.
(b) In no event shall the Base Rent payable during any Lease Year be less than the Base Rent payable during the immediately preceding Lease Year.
(c) If the Index is changed so that a base year other than 1982-84 is used, the Index used herein shall be converted in accordance with the conversion factor published by the Bureau of Labor Statistics of the United States Department of Labor. If the Index is discontinued or otherwise revised during the Lease Term, such other government index or computation with which it is replaced shall be used in order to obtain substantially the same result as would be obtained if the Index had not been discontinued or revised.
(d) Promptly after the adjustment in the Base Rent is determined for each Lease Year, Landlord shall submit to Tenant a statement setting forth the amount of such adjustment and the computations by which it was determined. Since the actual increase in the Base Rent may not be determined until after the start of a new Lease Year, until the actual increase in the Base Rent is determined, Tenant shall pay make monthly payments of Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior an amount equal to the date on which monthly installments of Base Rent payable during the first immediately preceding Lease Year. Promptly after receipt of a statement from Landlord setting forth the actual increase in the monthly installments of Base Rent for such Lease Year, the difference between the monthly payments paid by Tenant and the actual amount of Base Rent determined to be owing for such months shall be determined. If the actual amount determined to be owing is greater than Tenant's payments, the deficiency shall be paid by Tenant together with the next monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term due at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within least fifteen (15) days after the end amount of the Negotiation Period deficiency is determined.
4.3. All sums payable by Tenant under this Lease shall be paid to Landlord in legal tender of the United States by wire transfer (such fifteen which Tenant agrees to utilize for regular monthly installments of Base Rent and additional rent, provided Landlord has furnished Tenant with accurate wiring instructions) or by check (15) day period being herein called the “Selection Period”subject to collection), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator address to whom the determination of Market Rent shall be submitted for binding arbitration pursuant which notices to Section 4.1(b)(ii). If such arbitrators Landlord are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect given or to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place party or such other address as Landlord shall from time to time may designate in writing. The parties acknowledge Landlord's acceptance of rent after it shall have become due and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning payable shall not excuse a delay upon any subsequent occasion or constitute a waiver of Section 502(b)(6) any of the Bankruptcy Code or any successor provision theretoLandlord's rights.
Appears in 2 contracts
Sources: Lease Agreement (American Management Systems Inc), Lease Agreement (American Management Systems Inc)
Base Rent. (a) Commencing The “Rent Commencement Date” shall mean, respectively, (x) for the Office Portion (other than the Expansion Space), the date that is six months after the Commencement Date for the Office Portion, (y) for the Lab Portion, the date that is five months after the Commencement Date for the Lab Portion, and (z) for the Expansion Space, the date that is eighteen (18) months after the Commencement Date for the Office Portion. Beginning on the Rent Commencement Date for the applicable Portion and/or Expansion Space, and on the first day of each month thereafter, the Tenant shall pay the Landlord base rent (“Base Rent”) in equal monthly installments, in advance, pursuant to the following schedule: From the Rent Commencement Date through the last day of the 42nd calendar month after the initial Commencement Date. $ 2,887,225.00 $ 25.00 $ 240,602.08 From the first day of the 43rd calendar month after the Commencement Date through the last day of the 78th calendar month after the initial Commencement Date $ 3,118,203.00 $ 27.00 $ 259,850.25 From the first day of the 79th calendar month after the initial Commencement Date through the expiration of the term of this Lease $ 3,383,827.70 $ 29.30 $ 281,985.64 * In the event that the Office Portion (other than the Expansion Space), Lab Portion, and Expansion Space Rent Commencement Dates do not occur on the same day, the Annual Base Rent and Monthly Base Rent shall be apportioned among such areas based on rentable square feet. If any Rent Commencement Date is other than the first day of the month, then, with respect to the partial month following such Rent Commencement Date, Tenant shall pay to Landlord on the applicable Rent Commencement Date a pro-rated share of the Base Rent in that would have otherwise been payable for such month (based on the amounts set forth in Item 9 number of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth remaining in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iiimonth) If the parties are unable to agree upon the Market had such Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, Commencement Date occurred on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretomonth.”
Appears in 2 contracts
Base Rent. For the first three (a3) Commencing on years of the Rent Commencement DateTerm, Tenant shall pay an annual rent (“Base Rent”) in the amount of One Million Seven Hundred and Fifty Thousand Dollars ($1,750,000), without deduction, set off, prior notice or demand from Landlord (the “Initial Base Rent”). Thereafter, for the next two (2) subsequent years of the Term, if the total earnings before interest, taxes, depreciation and amortization (“EBITDA”) from the Medical Business is equal to or greater than five percent (5%) of the net revenue for the immediately preceding twelve- (12-) month period prior to the annual anniversary renewal date of the Term, Tenant shall pay Base Rent in the amounts set forth amount of Two Million Nine Hundred and Fifty Thousand Dollars ($2,950,000) (the “Increased Base Rent”); otherwise Tenant shall continue to pay the Initial Base Rent. Beginning in Item 9 the sixth (6th) year of the Summary of Basic Terms; provided that if Term (on the First Reduction fifth [5th] year anniversary of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be dueCommencement Date), the first monthly installment of Tenant shall pay Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual the Increased Base Rent. Base Rent per square foot for the Extension Term will be ninety percent (90%) of payable on the annual Market Rent per square foot, determined Commencement Date and on each anniversary thereafter until the Lease expires or is terminated in accordance with the terms of this Section 4.1(b); providedLease. For each successive year during the Term after the fifth (5th) year anniversary of the Commencement Date, howeverthe Base Rent shall be equal to the product of (a) the Base Rent for the immediately preceding year multiplied by (b) the CPI Adjustment Factor, provided that in no event shall will the annual Base Rent per square foot for the Extension Term ever be an amount less than the annual Initial Base Rent. In the event this Lease is terminated prior to the end of the Term, Landlord shall return a pro-rata share of the Base Rent per square foot for to Tenant based on the last Lease Year of date Tenant vacates the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”)Premises. Landlord and Tenant acknowledge and agree that from and after the first date on which the Base Rent is the Increased Base Rent, the difference between the Base Rent paid by Tenant and the Initial Base Rent (which difference shall negotiate be One Million Two Hundred Thousand Dollars for the first such year of the Term; and adjusting the Initial Base Rent by the CPI Adjustment Factor in good faith for fifteen (15subsequent years of the Term as the Base Rent is so adjusted) days after such exchange of proposals (such period being herein called difference, cumulatively, the “Negotiation PeriodRent Delta”) shall be deemed and constitute Tenant’s contribution to attempt to agree upon the Market Rent, Restricted Capital Fund; and, in the course of such negotiations, each party may from time to time submit modified proposals to event that Tenant exercises Tenant’s ROFR or the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation PeriodPurchase Option, the Market Rent Delta shall be as so agreed.
credited toward the purchase price (ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in Tenant’s ROFR) or the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty Purchase Option Price (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(cthe Purchase Option) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning at closing of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretosuch Transfer.
Appears in 2 contracts
Sources: Lease Agreement, Lease
Base Rent. (a) Commencing on In consideration of the Rent Commencement Datelease of the Premises pursuant to this Lease, Tenant shall pay Base Rent in the amounts applicable amount set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be Article I payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and Rent, which shall be paid without offset or deduction for any reasonreason (except as otherwise expressly provided in this Lease), in advance, on the first day of each calendar month from during the Term hereof, subject to the following, and after also on the Rent Term Commencement Date, should it be on any day other than a first day of the month, a proportionate part of the monthly Base Rent shall be paid for such month. Notwithstanding the foregoing, Tenant shall (i) have no obligation to pay Base Rent that would otherwise be payable during the first five (5) months of the Lease Term (the “Initial Free Rent Period”), and (ii) receive an abatement of fifty percent (50%) of the next successive thirteen (13) months of Base Rent that would otherwise be payable during the next successive thirteen (13) months of the Lease Term (the “Partial Rent Abatement Period”). During the Initial Free Rent Period, the free rent set forth above is for Base Rent and Additional Rent for Taxes and/or Operating Costs; provided that in all events Tenant shall pay the cost of utilities supplied to the Premises during the Initial Free Rent Period and for any services directly contracted for by the Tenant. During the Partial Rent Abatement Period, the rent abatement set forth above is for Base Rent only and Tenant shall pay all Additional Rent, including but not limited to Additional Rent for Taxes and/or Operating Costs, and for the cost of utilities supplied to the Premises during the Partial Rent Abatement Period and for any services directly contracted for by the Tenant. Base Rent and Additional Rent shall be paid as specified by Landlord when due hereunder either (ia) by wire transfer and/or an “electronic funds transfer” system (“EFT”) arranged by and among Tenant, Tenant’s bank and LandlordLandlord with Tenant submitting to Landlord at the time of Tenant’s execution and delivery of this Lease to Landlord a completed ACH electronic fund transfer form similar to the one attached hereto as Exhibit D and sufficient to allow Landlord to make such transfers, or (iib) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” at Landlord’s Address or at such other place as Landlord shall from time to time designate in writing. If Tenant is using checks, rent checks shall be made payable to or as Landlord may designate from time to time in writing. The parties hereto acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 2 contracts
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first Date and thereafter monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each and every calendar month from and after throughout the Rent Commencement DateTerm, Tenant shall pay to Landlord, a base rent (“Base Rent”) equal to ($ ) annually, payable in monthly installments of ($ ), determined by multiplying the ground rent rate (the “Minimum Base Rate”) initially set at $ per square foot per year, by the number of square feet of area leased to Tenant under this Lease. The Base Rent and Additional Rent shall be paid as specified an annual amount and shall be escalated during the Term of this Lease, commencing on October 1, 2018 and thereafter on October 1 of each successive year of the Lease (the “Adjustment Date”) by Landlord either the greater of (i) by an “electronic funds transfer” system arranged by and among Tenant100% of the Consumer Price Index adjustment, Tenant’s bank and Landlord, as defined in sub-section (1) hereof or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇three percent (3%) per annum. ▇▇▇▇▇▇▇▇,” or at At each such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that escalation of the obligations owing by Tenant Minimum Base Rate, the monthly payment payable under this Section 4.1 are rent reserved under 4.2 hereof, shall be adjusted to reflect such change in the Base Rent. During the first Lease Year, Tenant shall pay an amount equal to the Base Rent multiplied by the product of the number of days from the Rent Commencement Date until September 30, 2018 divided by three hundred and sixty-five (365), such amount representing a pro rata calculation of the initial Base Rent, for the period commencing on the Rent Commencement Date and ending on September 30, 2018. During that same period of the first Lease Year, Tenant shall pay Percentage Rent, calculated monthly on Gross Sales at the rates set forth in Section 4.3 below and Subtenant Rent as set forth in Section 4.4 below.
(1) As used in this Lease, Consumer Price Index shall mean the Consumer Price Index for all purposes Urban Consumers, U.S. City Average, all Items - (1982-84 = 100), as published by the U.S. Department of Labor, Bureau of Labor Statistics (the “Index”). The index number indicated in the column for the U.S. City Average for July 2017 (or of the next succeeding month if no figure is given for the month of July, 2017) shall be the “Base Index Number”. The corresponding index number for such month for the Lease Year that is to be adjusted (or of the next succeeding month if no figure is given for such month) shall be the “Current Index Number”. The Base Index Number shall be subtracted from the Current Index Number. If the result is a negative number, then there shall be no Consumer Price Index adjustment to the Minimum Base Rate for that Lease Year only. If the result is a positive number and it is greater than three percent (3%) then this number shall then be divided by the Base Index Number to obtain the percentage increase. One hundred percent (100%) of this percentage increase shall be multiplied by the then current Minimum Base Rate in order to calculate the increase which will then be added to the prior year’s Minimum Base Rate in order to determine the Base Rent effective for the Lease Year in question. Landlord shall, within a reasonable time after obtaining the appropriate data necessary for computing the increase, give the Tenant notice of any increase which shall be effective as of the anniversary of the Adjustment Date. Landlord’s computation shall be conclusive and binding but shall not preclude any adjustment which may be required in the event of an arithmetic error or of a published amendment of the index figures upon which the computation was based.
(2) If at the time required for the adjustment of rent hereunder, and are rent reserved within the meaning Price Index is no longer based upon the 1982-84 = 100 average then the parties shall agree to the conversion factor, if any, as designated by the Bureau of Section 502(b)(6) Labor Statistics. If the Consumer Price Index is no longer published or issued or if the method of calculating the increase for “all Items” is significantly amended to the extent that such index no longer accurately reflects the change in purchasing power of the Bankruptcy Code dollar between the Term Commencement Date and the date established for any adjustment of rentals, Landlord shall select such other index or statistics on the cost of living for the U.S. City Average as shall be computed or published by an agency of the United States Government or by a reasonable financial periodical of recognized authority which accurately reflects any successor provision theretochange in purchasing power of the dollar between the Term Commencement Date and date established for adjustment of the Base Rent. This substitute index or statistical source shall then be used by the Landlord to compute the increase, if any, in the Minimum Base Rate in a manner consistent with that set forth in this Section 4.2. At no time during the Lease shall the Minimum Base Rate be less than the rate approved by Landlord’s then current Board of Directors.
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Base Rent. The Base Rent for the Additional Space only shall be as follows:
(a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be duefor Additional Space A only, the first monthly installment of Base Rent in the amount of Thirty-Three Thousand Ninety-Two and 50/100 Dollars ($46,870.83 shall be paid in advance as a condition of such First Reduction.
(i33,092.50) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable year in equal monthly installments of oneTwo Thousand Seven Hundred Fifty-twelfth Seven and 71/100 Dollars (1/12th$2,757.71) each for the period commencing on June 1, 2006 and ending on the last day of the annual first Additional Space Lease Year; and
(b) Tenant shall pay Base Rent then for Additional Space B only, the amount of Forty-Eight Thousand Seven Hundred Twenty and No/100 Dollars ($48,720.00) per year in effect equal monthly installments of Four Thousand Sixty and No/100 Dollars (prorated $4,060.00) each for any partial monthsthe period commencing on the Additional Space B Delivery Date and ending on the last day of the first Additional Space Lease Year; and
(c) and shall be paid without offset for any reason, in advance, Commencing on the first day of each calendar month from the second Additional Space Lease Year and after on the Rent Commencement Date. Base Rent and first day of every Additional Rent Space Lease Year thereafter for the Additional Space during the term hereof, the annual rent (without deduction for rent abatement, if any) for the Additional Space shall be paid as specified increased by Landlord either three percent (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(63%) of the Bankruptcy Code or any successor provision theretoamount of the annual rent which was in effect during the Lease Year for the Additional Space immediately preceding the Additional Space Lease Year for the Additional Space for which the adjustment is being made, payable by Tenant as additional monthly rent (the Base Rent for Additional Space A and Additional Space B will both increase by three percent [3%] of what was paid by Tenant for Additional Space A and Additional Space B the preceding Additional Space Lease Year).
(d) In the event that the Additional Space B Delivery Date is a date other than the first day of a month, rent for the period including the Additional Space B Delivery Date until the first day of the following month shall be prorated at a rate of one-thirtieth (1/30th) of the fixed monthly rental per day.
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Base Rent. (a) 3.1 Commencing on the Rent Commencement Date, Tenant shall pay to Landlord as monthly base rent (“Base Rent”), net of all Operating Expenses (which term is defined in Section 4.2 below), without set off, deduction (unless otherwise expressly agreed to herein) or demand, an amount equal to [*****] on the date that such monthly Base Rent is due and payable subject to annual adjustment pursuant to Section 3.2 below. The monthly Base Rent payable hereunder shall be due and payable in advance on the amounts set forth in Item 9 first day of each month. Payment of monthly Base Rent for any fractional calendar month shall be prorated. [*****].
3.2 The Base Rent Rate shall be escalated on the first day of the Summary second (2nd) Lease Year and each anniversary of Basic Terms; provided that if such date thereafter during the First Reduction Lease Term (each, an “Escalation Date”) by [*****].
3.3 Subject to the terms and provisions of the Security Deposit is Section 1.3 above, commencing on later to occur prior to of (i) the Rent Commencement Date, or (ii) the date on which [*****], in addition to the first monthly installment of Base Rent would be dueset forth in Section 3.1 above, the first Tenant shall, subject to adjustment as set forth in Section 1.3 above [*****], pay to Landlord monthly installment of Base Rent base rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot [*****] for the Extension Term will be ninety percent Office Space (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b“Office Rent”); provided, however, that subject to the terms and provisions of Section 1.3 above, until the Office Space Phase II Commencement Date occurs Tenant shall be obligated to pay only a pro-rata share of Office Rent based on the ratio of the area of Office Space Phase I over the total area of the Office Space. Subject to the terms and provisions of Section 1.4 above, commencing on the Rent Commencement Date, Tenant shall pay to Landlord monthly base rent in no event shall the annual Base Rent per square foot amount of [*****] for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term Storage Space (the “Market Storage Rent”). Landlord The Office Rent and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Storage Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange due and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments advance of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Datemonth. Base The Office Rent and Additional Storage Rent shall be increased each Lease Year as and when Base Rent is increased pursuant to Section 3.2 above. Payments of Office Rent and/or Storage Rent for any fractional calendar month shall be prorated.
3.4 All rent shall be paid as specified by to Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, in legal tender of the United States at the address to which notices to Landlord are to be given or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place address as Landlord shall may designate from time to time designate in writingby written notice to Tenant. The parties acknowledge If Landlord shall at any time accept rent after it shall come due and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Leasepayable, for all purposes such acceptance shall not excuse a delay upon subsequent occasions, or constitute or be construed as a waiver of any of Landlord’s rights hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
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Base Rent. (a) Commencing on the Base Rent Commencement DateDate and, except as otherwise expressly provided herein in Section 8.01(a), continuing thereafter for the Term of the Lease, Tenant shall pay to the Landlord, as base rent (“Base Rent”) the following amounts per annum [***]: Rent Year Annual Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of [***] Additional Annual Base Rent would be due[***] Rent Year 1 – (i.e., the first monthly installment of Base Rent in Commencement Date through end of Initial Rent Period) [***] [***] Rent Year 2 [***] [***] Rent Year 3 [***] [***] Rent Year 4 [***] [***] Rent Year 5 [***] [***] Rent Year 6 [***] [***] Rent Year 7 through each remaining Rent Year during the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) Term and Extension Options The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) immediately preceding Rent Year, adjusted by the change in the Index for the immediate twelve month period using the Index formula as set out herein. Upon the approval of the Approved Master Plan, the parties shall calculate the annual Market Base Rent per square foot[***]. An example of the calculation for determining the annual Base Rent based on the foregoing chart [***] is attached hereto as Exhibit D. At the end of Rent Year 6, determined in accordance with this Section 4.1(b); (i.e., prior to the beginning of Rent Year 7) and at the end of each Rent Year thereafter, the annual Base Rent for the next succeeding Rent Year shall be calculated by multiplying the annual Base Rent for the just ended Rent Year by the quotient obtained by dividing the Index for the most recent month available (“Base Month”) by the Index for the month one year prior to that most recent Index, provided, however, that in no event shall the such adjusted annual Base Rent per square foot for the Extension Term shall not in any event be less than the annual Base Rent per square foot for in effect on the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of day before the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect tosuch next succeeding Rent Year. If, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determinationany year, the Premises shall be considered to be vacant and to be rented as a whole Index is not yet available for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitratorMonth, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) adjusted annual Base Rent shall be payable calculated using the Index of the most recent month available and subsequently adjusted and trued up when the Index for the Base Month is available. Base Rent shall be paid by electronic funds transfer in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar and every month from and after except that the first installment shall be made on the Base Rent Commencement Date. Payments of Base Rent and Additional Rent shall be paid prorated as specified by Landlord either (i) by an “electronic funds transfer” system arranged by appropriate for a partial month at the beginning of and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) end of the Bankruptcy Code or Term. For any successor provision theretomonth in which the annual Base Rent changes based on the chart above, Tenant shall pay Base Rent for the prior Rent Year ending during such month prorated based on the number of days of such prior Rent Year occurring in such month and shall pay Base Rent for the current Rent Year starting in such month based on the number of days of such current Rent Year occurring in such month.
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Base Rent. Base Rent during the first year of the Lease term shall determined by multiplying the actual Project Costs (aas defined in Section 6(g) Commencing on of the Development Agreement) by eight and one-half percent (8.5%) (hereinafter “Base Rent”). By way of illustration only, the budget for Project Costs is $19,391,187, which (if fully used) results in the initial Base Rent being $1,648,250.89 per annum, payable in monthly installments of $137,354.24. At least thirty (30) days prior to the Commencement Date, Landlord shall notify Tenant, in writing, of Landlord’s best estimate of the actual Project Costs and the Base Rent shall be initially calculated based on such estimate. Within forty-five (45) days after the Commencement Date, Landlord shall furnish Tenant with a final, written statement of Project Costs and the Base Rent shall be recalculated based thereon; provided Tenant shall pay Base Rent in have the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is right to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined dispute any Project Costs in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Development Agreement and the Base Rent per square foot for shall be recalculated again once such dispute is resolved pursuant thereto. Within fifteen (15) business days after any recalculation of Project Costs, Landlord or Tenant, as applicable, shall make any payments necessary to cause Tenant to have paid the Extension Term be less than the annual correct Base Rent per square foot for the last Lease Year of the Initial Termwith respect to prior periods, but not more. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d)As soon as Project Costs are finally known, Landlord and Tenant shall simultaneously exchange proposals execute a written certificate setting forth their opinions as to the annual fair market base rent per square foot exact Base Rent for the Premises for the Extension Term first (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (151st) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision year of the Lease except term. Notwithstanding anything to the contrary, for purposes of calculating the Base Rent. Within thirty , in no event will the actual Project Costs exceed the Maximum Project Costs (30) days after both parties have submitted such proposals to as defined in the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(iiDevelopment Agreement). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth increased annually by two and one half percent (1/12th2.5%) of the annual Base Rent then in effect (prorated for any partial months) and shall each year, such increases to be paid without offset for any reason, in advance, effective on the first day of the month following the anniversary of the Commencement Date (unless the Commencement Date is on the first day of a month, in which case Base Rent will be increased annually on the anniversary of the Commencement Date) throughout the term and any renewal or extension terms of the Lease. Base Rent shall be due and paid in equal monthly installments payable in advance on or before the 1st day of each calendar month from and after throughout the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoLease term.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be dueLandlord, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from month, without further notice or demand and after without offset, rebate, credit or deduction for any reason whatsoever, the monthly installments of rent specified in the Basic Lease Information (the "Base Rent"). The Base Rent under this Paragraph 4(a) shall be adjusted, as stated below, on the first anniversary of the Commencement Date, and each anniversary thereafter, to reflect percentage increases in the cost of living. The Consumer Price Index (U.S. Department of Labor Consumer Price Index (all items) for Urban Wage Earners and Clerical Workers, San Francisco Bay Area (1982-1984=100), hereinafter referred to as the "Index") published for the month immediately preceding each such adjustment date (each, an "Adjustment Index") and the Index published for the month immediately preceding the Commencement Date of this Lease ("Base Index") shall be compared and the percentage difference between the Adjustment Index and the Base Index shall be determined. The initial Base Rent specified in the Basic Lease Information shall be increased by adding to said initial Base Rent the percentage amount of said initial Base Rent equal to the percentage difference between the Base Index and the applicable Adjustment Index; provided, however, in no event shall the initial Base Rent hereunder be increased by less than four percent (4%) or more than seven percent (7%) for any one year. When the adjusted Base Rent is determined after each adjustment date, Landlord shall give Tenant written notice indicating the amount thereof and the method of computation. If the Consumer Price Index is changed or discontinued, Landlord shall substitute an official index published by the Bureau of Labor Statistics or its successor or similar governmental agency as may then be in existence and shall be most nearly equivalent thereto. Upon execution of this Lease, Tenant shall pay to Landlord the Prepaid Rent and first monthly installment of estimated Additional Rent (as hereinafter defined) specified in the Basic Lease Information to be applied toward Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that for the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) month of the Bankruptcy Code or any successor provision theretoTerm specified in the Basic Lease Information.
Appears in 1 contract
Sources: Lease Agreement (Arthrocare Corp)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall ▇. ▇▇▇▇▇▇ agrees to pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot Landlord rent for the Extension Premises (“Base Rent”), in advance, without demand, deduction or set off, for the Demised Term will be ninety percent in an amount equal to [***] per month (90%) of the annual Market Rent [***] per rentable square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable abated in equal monthly installments of one-twelfth (1/12th) of the annual full through January 7, 2022 and Tenant shall have no obligation to pay Base Rent then in effect (prorated for any partial months) from October 13, 2021 to and through January 7, 2022. The first monthly installment of Base Rent shall be paid without offset for any reasondue and payable on January 1, in advance, 2022 and a like monthly installment of Base Rent shall be due and payable on or before the first day of each calendar month from thereafter during the Demised Term, except that the rent payment for any fractional calendar month at the commencement or end of the Demised Term shall be prorated on the basis of a thirty-day month and after provided, moreover, that the Rent Commencement Date. first installment of Base Rent and Additional Rent due on January 1, 2022 shall be paid as specified by Landlord either reduced on a prorata basis (iusing thirty-day month basis) by an “electronic funds transfer” system arranged by and among Tenantto reflect a rent start date of January 8, Tenant’s bank and Landlord, or (ii) by check sent 2022 to Landlord’s office c/o “ensure that ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as receives the full benefit of the of Base Rent abatement described above in this Paragraph 3.A.
B. Landlord shall from time to time designate in writing. The parties acknowledge and Tenant agree that the obligations owing Base Rent set forth in Paragraph 3.A. above shall increase by Tenant three percent (3%) at the beginning of the thirteenth (13th) full calendar month of the Demised Term, which adjusted rent amount shall remain in effect for the next twelve (12) consecutive months and shall increase by three percent (3%) each twelve (12) months thereafter for the balance of the Demised Term; it being the express intention of the parties that in the event the Commencement Date is not the first day of a calendar month, the anniversary date of the rent adjustment hereunder shall be the first day of the first full calendar month. Whenever Base Rent is escalated under this Section 4.1 are rent reserved under this LeaseLease based on a percentage increase, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of resulting escalated Base Rent amount shall be rounded up or down to the Bankruptcy Code or any successor provision theretonearest whole dollar.
Appears in 1 contract
Sources: Lease Agreement (Proterra Inc)
Base Rent. (ai) Commencing The first month’s Base Rent shall be due and payable on the Rent Commencement Datedelivery of an executed copy of this Lease to Landlord. Except as provided herein, Tenant shall pay Base Rent to Landlord in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first advance, without demand, abatement, deduction or set-off, monthly installment installments of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during on or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on before the first day of each calendar month from and during the Term hereof after the Rent Commencement Date. Base , in lawful money of the United States of America, at the office of Landlord for payment of Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlordset forth above, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” such other person or at such other place as Landlord shall may from time to time designate in writing. The parties acknowledge During the first year of the Term, Tenant shall pay Base Rent only on the Initial Premises.
(ii) From and agree that after the obligations owing earlier of (A) the first anniversary of the Rent Commencement Date or (B) the date Tenant commences occupancy and use of the Additional Office Premises, Tenant shall pay Base Rent on the Additional Office Premises, at the same rate as Base Rent for the Initial Premises and at the time.
(iii) Commencing September 1, 2005 (the “Additional Laboratory Commencement Date”), Tenant shall commence paying Base Rent on the Additional Laboratory Premises as follows. Tenant shall be responsible for making any improvements to the Additional Laboratory Premises. Commencing on the Additional Laboratory Commencement Date, Tenant shall begin to pay Base Rent at the rate of Shell Rent for the Additional Laboratory Premises. Commencing on the earlier of (A) the date of substantial completion of the improvements to the Additional Laboratory Premises or (B) June 1, 2006, Tenant shall pay Base Rent on the Additional Laboratory Premises at the rate of Improved Rent. “Shell Rent” shall mean $____ per rentable square foot per annum, on a triple net basis. “Improved Rent” shall mean $____ per rentable square foot per annum, on a triple net basis. Such Base Rent shall be adjusted annually as provided in Section 4 hereof, and shall further be adjusted for any portion of the Additional Tenant Improvement Allowance elected to be used by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within at any time during the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoTerm.
Appears in 1 contract
Sources: Sublease (Atossa Genetics Inc)
Base Rent. (a) Commencing on 3.1. For the Rent Commencement Dateperiod commencing January 1, 2010 and ending December 31, 2010, Tenant shall pay Landlord monthly base rent (“Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent Rent”) in the amount of Forty Thousand Seven Hundred Sixty One Dollars ($46,870.83 shall be paid 40,761) in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during on or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on before the first day of each calendar month from and after during the Rent Commencement DateTerm. If the Term of this Lease expires on a date other than the last day of a month, the Base Rent and Additional Rent for such partial month shall be paid prorated based on the number of days in such partial monthly period divided by the number of days in such month.
3.2. Commencing on January 1, 2011 and continuing on the first day of each January thereafter until the Expiration Date (each an “Initial Term Annual Adjustment Date”), the Base Rent for the Premises shall be adjusted as specified by Landlord either follows: the monthly rent which shall be due during each year shall be increased (ibut in no event decreased) by an “electronic funds transfer” system arranged by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇San ▇▇▇▇ ▇Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). ▇▇▇▇▇▇▇▇,” or at such other place as Landlord In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall from time be divided by the Index published for the calendar month which is fourteen (14) months prior to time designate the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in writingthe month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. The parties acknowledge and agree Notwithstanding the foregoing, the rental increases on each Initial Term Annual Adjustment Date shall equal a minimum of three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the obligations owing Index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the Base Rent shall be made with the use of such conversion factor, formula, or table for converting the Index as may be published by Tenant under this Section 4.1 are rent reserved under this Leasethe Bureau of Labor Statistics. In the event that the Index shall cease to be published, for all purposes hereunderthe index designed by the Bureau of Labor Statistics as replacing the Index, and are rent reserved within or the meaning of Section 502(b)(6) of most comparable substitute, if the Bankruptcy Code or any successor provision theretoBureau fails to designate a replacement, shall be used thereafter.
Appears in 1 contract
Base Rent. (a) Commencing on From and after the Rent Space A Commencement Date, Tenant Sub-subtenant shall pay to Sub-sublandlord, as rent for Space A, base annual rent of $792,000.00 (“Space A Base Rent in Rent”) and from and after the amounts set forth in Item 9 Space B Commencement Date, Sub-subtenant shall pay Sub-sublandlord as rent for the entire Sub-sublease Premises, base annual rent of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due$3,221,955.00 (combined, the first monthly installment of “Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reasoninstallments, in advance, advance on or prior to the first day of each calendar month from and after the Rent Commencement Date. month, as follows:
(b) If Base Rent for either Space A or the entire Sub-sublease Premises shall commence on a date other than the first (1st) day of any calendar month, the applicable Base Rent payable hereunder for such month shall be prorated on a per diem basis and Additional Rent shall be paid as specified by Landlord on the date the applicable Base Rent commences. If the Expiration Date shall occur on any date other than the last day of a calendar month, Base Rent for such month shall be prorated on a per diem basis based on the number of days in the Term occurring in such month.
(c) Promptly after each Commencement Date is determined, Sub-sublandlord and Sub-subtenant, at either (i) by Sub-sublandlord’s or Sub-subtenant’s request, shall execute an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) agreement setting forth each of the Bankruptcy Code above dates. Sub-subtenant’s or Sub-sublandlord’s failure or refusal to sign the same shall in no event affect the determination of such dates or either party’s obligations hereunder.
(d) Notwithstanding any successor provision theretohereof to the contrary, the Base Rent for the entire Sub-sublease Premises shall not be payable for the period of five months following the Space B Commencement Date (in addition to any additional credits pursuant hereto).
(e) In addition to any credit that may be due to Sub-subtenant pursuant to Section 2.2 hereof, commencing April 1, 2019 Sub-subtenant shall be given a credit against the entire Base Rent equal to the reasonable costs of the Initial Work as approved by Sub-sublandlord pursuant to Section 2.3, provided that such credit shall not exceed five months of Base Rent.
Appears in 1 contract
Sources: Sub Sublease (Datadog, Inc.)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant and on the first of every month thereafter, the Lessee shall pay to the Lessor the Base Rent in (collectively with all Additional Rent, as defined below, and other charges the amounts set forth in Item 9 "Rent"), without set-off or deduction of any kind whatsoever, except as specifically permitted herein, prorated for any partial month or year. Other charges payable by the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date Lessee on which the first a monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 basis shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Termsimilarly prorated. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be paid monthly as follows, with the first month's Base Rent paid at the Commencement Date. During the period beginning on the Commencement Date and ending on the day immediately prior to the Full Occupancy Date, Base Rent shall be comprised of two components, "Square Footage Base Rent" and "Interest Base Rent." During the period beginning on the Commencement Date and ending on the day immediately prior to the Fully Available Date, Square Footage Base Rent shall be $13,562.00 per month ($8.75 per square foot per annum on the Initial Occupancy Space), and Interest Base Rent shall be $11,667.00 per month. During the period commencing on the Fully Available Date and ending on the date immediately prior to the Full Occupancy Date, Square Footage Base Rent shall be $13,562.00 per month, and Interest Base Rent shall be $21,173.00 per month. Square Footage Base Rent and Interest Base Rent shall be paid on a monthly basis as described in the immediately preceding paragraph. If at any time after the Commencement Date and prior to the Full Occupancy Date the Lessee begins to occupy more of the Premises than the Initial Occupancy Space for its business purposes, Square Footage Base Rent shall be increased at the rate of $8.75 per square foot per annum for each additional square foot so occupied, and Interest Base Rent shall be reduced to the amount which results by multiplying the applicable figure above by a fraction, the numerator of which shall be the square feet of the Premises not occupied by the Lessee for its business purposes, and the denominator of which shall be 60,600. From the Full Occupancy Date to the third anniversary of the Full Occupancy Date, or if the Full Occupancy Date is other than the first day of a month, to the third anniversary of the first day of the month immediately following the Full Occupancy Date: $752,400.00 per annum, payable in equal monthly installments of one-twelfth (1/12th) $62,700.00 in advance on the first day of each month. From the third anniversary of the annual Base Rent then Full Occupancy Date to the seventh anniversary of the Full Occupancy Date, or if the Full Occupancy Date is other than the first day of a month, to the seventh anniversary of the first day of the month immediately following the Full Occupancy Date: $732,600.00 per annum, payable in effect (prorated for any partial months) and shall be paid without offset for any reason, equal monthly installments of $61,050.00 in advance, on the first day of each calendar month from and after month. From the Rent Commencement seventh anniversary of the Full Occupancy Date to the tenth anniversary of the Full Occupancy Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent if the Full Occupancy Date is other than the first day of a month, to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) tenth anniversary of the Bankruptcy Code or any successor provision theretofirst day of the month immediately following the Full Occupancy Date: $772,200.00 per annum, payable in equal monthly installments of $64,350.00 in advance, on the first day of each month.
Appears in 1 contract
Sources: Lease (Abiomed Inc)
Base Rent. Tenant shall pay the Base Rent to Landlord in accordance with the schedule set forth on the Basic Lease Information sheet and in the manner described below. Tenant shall pay the Net Rent (aconsisting of Base Rent plus, when applicable in accordance with Section 3.4 below, Tenant’s Proportionate Share of Basic Operating Costs) in monthly installments on or before the first day of each calendar month during the Term and any extensions or renewals thereof, in advance without demand and without any reduction, abatement, counterclaim or setoff, in lawful money of the United States at Landlord’s address specified on the Basic Lease Information sheet or at such other address as may be designated by Landlord in the manner provided for giving notice under Section 9.11 hereof. If the Term commences on other than the first day of a month, then the Base Rent provided for such partial month shall be prorated based upon a thirty (30)-day month and the prorated installment shall be paid on the first day of the calendar month next succeeding the Term Commencement Date together with the other amounts payable on that day. If the Term terminates on other than the last day of a calendar month, then the Net Rent provided for such partial month shall be prorated based upon a thirty (30)-day month and the prorated installment shall be paid on the first day of the calendar month in which the date of termination occurs. Tenant’s Proportionate Share of Basic Operating Costs. Commencing on the Rent Term Commencement DateDate and continuing through the remainder of the Term, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary to Landlord Tenant’s Proportionate Share of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which Operating Costs. During the first monthly installment of Base Rent would be dueComputation Year, on or before the first monthly installment day of Base Rent in the amount of $46,870.83 each month during such Computation Year, Tenant shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives pay to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of Landlord’s estimate of the annual Base Rent then amount payable by Tenant under Section 3.4(a) as set forth in effect Landlord’s written notice to Tenant. During the last month of each Computation Year (prorated or as soon thereafter as practicable), Landlord shall give Tenant notice of Landlord’s estimate of the amount payable by Tenant under Section 3.4(a) for any partial months) and shall be paid without offset for any reason, in advance, on the following Computation Year. On or before the first day of each month during the following Computation Year, Tenant shall pay to Landlord one-twelfth (1/12) of such estimated amount, provided that if Landlord fails to give such notice in the last month of the prior year, then Tenant shall continue to pay on the basis of the prior year’s estimate until the first day of the calendar month next succeeding the date such notice is given by Landlord; and from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenantfirst day of the calendar month following the date such notice is given, Tenant’s bank and payments shall be adjusted so that the estimated amount for that Computation Year will be fully paid by the end of that Computation Year. If at any time or times Landlord determines that the amount payable under Section 3.4(a) for the current Computation Year will vary from its estimate given to Tenant, Landlord, or (ii) by check sent written notice to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at Tenant, may revise its estimate for such other place as Landlord shall from time to time designate in writing. The parties acknowledge Computation Year, and agree that the obligations owing subsequent payments by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretosuch Computation Year shall be based upon such revised estimate.
Appears in 1 contract
Base Rent. (a) Commencing on During the Rent Commencement DateTerm, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%and all other Rent due and owing by Tenant under this Lease) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing, such annual Base Rent to be payable in equal monthly installments, as set forth in the chart below. References to numbered “Months” shall mean full calendar months following the Commencement Date. *As shown in the chart above, provided that no Event of Default (as hereinafter defined) then exists, the Base Rent due for months 1-12 shall be calculated on the basis of 25,000 rentable square feet only and the Base Rent due for months 13-24 shall be calculated on the basis of 32,000 rentable square feet only. The parties acknowledge difference between the Base Rent payable during such months in accordance with the chart above and agree the Base Rent that would have been payable on the obligations entire rentable square footage of the Premises at the rate set forth above for such months is referred to herein as the “Abated Rent.” In no event shall the abatement set forth herein be deemed to reduce or eliminate Tenant’s obligation to pay Tenant’s Share of CAM Charges, Taxes or Insurance or any other amounts due under the Lease other than the Abated Rent as set forth above. If this Lease shall terminate prior to the expiration of the initial Term as a result of an Event of Default by Tenant hereunder, then the then-unamortized portion of the Abated Rent shall become immediately due and payable to Landlord. The foregoing is in addition to, and not in lieu of, any other remedies available to Landlord at law, in equity or otherwise.
(b) All monthly installments of Base Rent shall be payable to Landlord in advance on the first (1st) day of each month during the Term without notice, demand, deduction or set-off. Together with executed copies of this Lease, Tenant shall deliver to Landlord (i) first full month’s installment of Base Rent, and (ii) a security deposit as set forth in Section 5 below. Tenant shall timely pay Rent (as hereinafter define) to Landlord (either directly or to its expressly designated agent or designee) in lawful money of the United States of America (thus expressly excluding any non-U.S. currency and excluding any cryptocurrency or similar form of currency), as directed by ▇▇▇▇▇▇▇▇ in writing, (i) via check, sent to Landlord’s street address provided in this Lease (or such other street address(es) as Landlord may specify hereunder); or, upon ▇▇▇▇▇▇▇▇’s written request, (ii) via wire transfer, ACH payment or similar electronic means (“Electronic Remittance”). If Landlord instructs Tenant to remit payments of Rent via Electronic Remittance, then Landlord shall provide Tenant with written instructions therefor from time to time (collectively, “Electronic Remittance Instructions”). Tenant shall continue to remit Rent to Landlord via Electronic Remittance using such Electronic Remittance Instructions unless and until Landlord provides new Electronic Remittance Instructions or notifies Tenant in writing that payments should thereafter be made via check or some other method, as set forth above. Tenant shall remain liable for all Rent owed hereunder, and ▇▇▇▇▇▇ shall release and discharge Landlord for any liability for any amounts not properly credited against Tenant’s Rent obligation due to any inaccuracy or mistake made by Tenant in its in use of the Electronic Remittance Instructions. Further, Landlord shall not be responsible or have any liability for any loss of funds caused by (y) the errors and omissions of Tenant’s financial institution, its employees or agents in the processing, transmission or proper crediting of such transmitted funds, or (z) any illegal interference with any such transmission of funds by any third party or parties, including any criminal or tortious activities by such party or parties, and the foregoing shall not constitute a default by Tenant but shall not relieve Tenant of its obligation to pay Rent in accordance with this Lease. Rent due pursuant to this Lease and remitted via Electronic Remittance shall be deemed received only when Landlord or its designated agent actually receives such funds in its designated account.
(c) All charges payable by Tenant under the terms of this Lease other than Base Rent are called “Additional Rent.” Unless this Lease provides otherwise, all Additional Rent shall be paid concurrently with each monthly installment of Base Rent. The term “Rent” shall mean Base Rent and Additional Rent. All payments of Rent shall include sales and use tax in accordance with applicable law. All Rent due and owing by Tenant under this Section 4.1 are rent reserved under this LeaseLease shall be paid by Tenant to Landlord without deduction, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code set off or any successor provision theretoabatement.
Appears in 1 contract
Base Rent. (a) Commencing on The base rent under the Rent Commencement Date, Tenant shall pay Base Rent in Direct Lease for the amounts set forth in Item 9 first year of the Summary of Basic Terms; provided that if five-year term subject to the First Reduction of Extension Option (the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 "First Extension Term") shall be paid in advance as a condition the greater of such First Reduction.
(i) The annual Base Rent the base rent paid by Sublandlord under Year 5 of the Lease, or (ii) the "Market Rent," which shall mean the rate per square foot of rentable area then being paid for comparable facilities in Leominster, Massachusetts, taking into consideration market rents, the term of the Lease, the treatment of operating expenses, the absence of broker commissions, and the amount or lack of a tenant improvement allowance, as the case may be. In years 2, 3, 4 and 5 of the First Extension Term will Term, the base rent shall be ninety percent (90%subject to an annual consumer price index adjustment equal to the annual percentage increase in the "Price Index" as defined in Section 4.1(B)(i) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial TermLease. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), If Prime Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt Subtenant are unable to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination base rent within sixty days of the arbitrator pursuant to Section 4.1(b)(iiexercise of the option (the "Rent Negotiation Deadline"), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be determined by an appraisal process, as so agreed.
follows. Each party shall choose a "Qualified Appraiser" (iidefined as "an independent, licensed and accredited member of the "Association" (defined below)) who shall determine the appropriate "Market Rent" on its behalf and submit the same to the other Qualified Appraiser (together with the information forming the basis for such determination) within thirty (30) days after the Rent Negotiation Deadline (with each party paying the fee of its own appraiser). If the parties are unable to two Qualified Appraisers do not agree upon on the Market Rent within the Negotiation Periodfifteen (15) days thereafter, then each party shallthe two Qualified Appraisers shall promptly jointly select a third Qualified Appraiser. If the two Qualified Appraisers cannot agree on the identify of the third Qualified Appraiser within five (5) days, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to then the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” third Qualified Appraiser shall be determined as selected by the most senior officer of the commencement Association (defined as the Leominster chapter of the Extension Term at the then current arms-length negotiated base rents being charged to new (American Institute of Real Estate Appraisers or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Projectits successor, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises or if there shall be considered to be vacant no successor, a professional organization having a function, standards and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rentqualifications similar thereto). Within thirty (30) days after both parties have submitted such proposals to the arbitratorhis appointment, the arbitrator third Qualified Appraiser shall select one of the proposals two initially submitted appraisals as more closely approximating the Market Rent appropriate applicable for the First Extension Term, and, unless the parties have then agreed and such selection shall be binding upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rentparties.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Prime Landlord, Tenant and Subtenant Agreement (Dt Industries Inc)
Base Rent. (a) Commencing A total of [***] for the first Lease Year payable in equal monthly installments of [***]. The Base Rent shall be increased annually commencing on the first day of the second Lease Year in accordance with the following schedule: LEASE YEAR TOTAL ANNUAL BASE RENT MONTHLY INSTALLMENT ------------------- ------------------------------------------------ [***] [***] [***] Except as hereafter provided, the above rent schedule shall take effect on the first day of the first Lease Year, which shall be April 1, 2000 unless the Space B Commencement Date is deferred past April 1, 2000 pursuant to the express terms of EXHIBIT B, in which event the first day of the First Lease Year shall be the Space B Commencement Date unless the Space B Commencement Date is a day other than the first day of a calendar month, in which case the first day of the first Lease Year shall be the first day of the calendar month occurring immediately after the Space B Commencement Date. In addition to Base Rent payable under the above rent schedule, Tenant shall make a payment to Landlord on April 1, 2000 in respect of its use and occupancy of Space A in the amount of [***] (for the period prior to and including March 31, 2000). If the Space B Commencement Date is for any reason deferred past April 1, 2000 pursuant to the express terms of EXHIBIT B, Tenant will beginning on April 1, 2000, pay Monthly Base Rent for Space A at a rate of [***] per month for Space A, until the first day of the first Lease Year, at which time the above rent schedule shall apply to the Premises as a whole. In addition, on the Space B Commencement Date, Tenant shall pay Base Rent in for Space B for the amounts set forth in Item 9 period between the Space B Commencement Date and the first day of the Summary first Lease Year at the same per square foot rental rate as in effect for the first Lease Year, calculated for Space B on a PER DIEM basis. By way of Basic Terms; provided that example, if the First Reduction of the Security Deposit Space B Commencement Date is to occur prior March 15, 2000, Tenant will, in addition to the date [***] payment for Space A which is due on April 1, 2000, and the Base Rent payment of [***] which is due on April 1, 2000 under the first monthly installment above rent schedule, make a payment of Base Rent would be due, the first monthly installment of Base Rent for Space B in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot [***], for the Extension Term 17-day period from March 15, 2000 to March 31, 2000, inclusive, which payment will be ninety percent (90%) of the annual Market Rent per square footdue and payable on March 15, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed2000.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Base Rent. (ai) Commencing In lieu of the rent table set forth in previous version of Section 3.1 of this Lease, commencing on January 1, 2006 and continuing for each month thereafter through the Rent Commencement DateExpiration Date of the initial term, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent Landlord a base annual rent ("BASE RENT") in the amount of $46,870.83 shown in the table below, which shall be paid due and payable in twelve (12) equal monthly installments in advance as on the first (1st) day of each calendar month. If the Commencement Date shall be any day other than the first day of a condition of calendar month, the Base Rent for such First Reduction.calendar month shall be prorated on a per diem basis. Annual Rent Monthly Installment Due ----------- ----------------------- $217,118.00 $18,093.17
(iii) The annual During the first Extension Term, if any, Tenant shall pay to Landlord a Base Rent equal to the greater of (a) $217,118 per square foot for the Extension Term will be annum; or (b) ninety percent (90%) of the then fair market annual Market rent for the Leased Premises. During the second Extension Term, if any, Tenant shall pay to Landlord a Base Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall equal to (i) the greater of (a) ninety percent (90%) of the then fair market value rent for the Leased Premises or (ii) the annual Base Rent per square foot for payable in the first Extension Term be less than the Term. The then current fair market value annual Base Rent per square foot for the last Lease Year rent of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Leased Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless mutual agreement between the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of Tenant's notice of extension, taking into account rents for similar space within the same geographic area. If the parties fail to agree within said time period, it shall be determined by real estate appraisers who are licensed in Connecticut and members of the Appraisal Institute with the MAI designation and who are appointed in accordance with the provisions hereof (the "Appraisers"). Landlord and Tenant shall each select one Appraiser with at least ten (10) years of experience in the New Haven commercial real estate market within ten (10) days of the expiration of said thirty (30)-day period. If the two Appraisers agree on the fair market value annual rent for the Leased Premises, their decision shall be binding on the parties. If the two Appraisers are unable to agree on the fair market value rent within fifteen (15) days of their selection, they shall, within ten (10) days thereof, appoint a third Appraiser with similar qualifications and the determination of fair market value rent by the third Appraiser so selected shall be final. The parties decision of the third Appraiser shall share equally be made within ten (10) days of his/her selection and shall be binding on the parties. Each party shall pay the fees and expenses of the arbitrator to whom Appraiser it selects and the determination of Market Rent is submitted. Landlord fees and Tenant shall each pay the fee expenses of the arbitrator selected by it. In making its determination of Market Rentthird Appraiser, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent if one is necessary, shall be payable in equal monthly installments of one-twelfth (1/12th) of shared equally by the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoparties.
Appears in 1 contract
Sources: Lease (Vion Pharmaceuticals Inc)
Base Rent. Tenant shall pay, without offset, demand or counterclaim, as base rent (ahereafter referred to as the "Base Rent") Commencing for each Lease Year the sums identified on the attached Exhibit C, Rent Commencement Date, Tenant shall pay Base Rent Schedule. In the event that the total rentable area of the Building changes in the amounts process of obtaining approval of the Amended Site Plan, or is otherwise determined to be different from the square footage set forth in Item 9 Paragraph 1 hereof in accordance with the procedure set forth therein, Landlord shall prepare an Amended and Restated Rent Schedule based upon the actual rentable square footage of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance Building as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); providedParagraph 1 hereof. Tenant hereby agrees to execute such Amended and Restated Rent Schedule, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives or to provide Landlord with written notice of exercise its objections thereto, within seven (7) calendar days of its presentation by Landlord, time being of the extension option pursuant essence. Should Tenant fail to Section 2.4(d)do so, the Amended and Restated Rent Schedule shall conclusively be deemed approved by Tenant. Should Tenant timely object to the Amended and Restated Rent Schedule by written notice to Landlord served in accordance with the provisions hereof, Landlord will evaluate Tenant's objections and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, anddetermine, in the course exercise of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii)its discretion, whether such agreement any change in the Amended and Restated Rent Schedule is reached during or after the Negotiation Periodwarranted; Landlord's determination in this regard, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree binding upon the Market Rent within the Negotiation PeriodTenant, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rentprovided such determination is made in good faith. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent monthly installments shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar and every month from and after during the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among TenantTerm at the office of TransDulles Center, Tenant’s bank and LandlordInc., or (ii) by check sent to Landlord’s office c/o “The ▇▇▇▇ ▇▇▇▇▇▇▇ Company, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇. ▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇▇▇▇▇▇,” ▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, or by wire transfer routed to: Fleet Bank, Boston, Massachusetts, ABA # ▇▇▇▇▇▇▇▇▇, Account Name: TransDulles Center, Inc., Account Number: 9427834304, or at such other place as Landlord shall from time to time may hereafter designate in writing. The parties acknowledge and agree , except that the obligations owing by Tenant under this Section 4.1 are rent reserved under first such installment, in the amount of Ninety Thousand Nine Hundred Ninety One Dollars and Fifty Cents ($90,991.51), shall be due contemporaneously with the execution of this Lease. Rent checks are to be made payable to TransDulles Center, for all purposes hereunderInc., and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretosuch other person, firm or corporation as Landlord may hereafter designate in writing.
Appears in 1 contract
Sources: Deed of Lease (Homegrocer Com Inc)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 In consideration of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior leasing aforesaid, and subject to the date on which the first monthly installment terms, provisions and conditions of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
this Lease (i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparabilityincluding, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”this Section 1.1), attempt Tenant agrees to agree upon an arbitrator pay to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either partyLandlord, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent wire transfer of both parties and shall have such experience, either immediately available funds to Landlord as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. follows: MB Financial Bank ABA # ▇▇▇▇▇▇▇▇,” ▇ for credit to the account of Lake Forest Landmark Company, LLC Account # ▇▇▇▇▇▇▇▇ or at such other place as Landlord shall from time to time may designate in writingwriting to Tenant (such modified payment instructions being effective only as to payments due to Landlord after the expiration of ten (10) business days after delivery of such written notice to Tenant), an annual base rental commencing on January 1, 2019 (the “Rent Commencement Date”) and continuing throughout the Term, based on the RSF of the Premises and the annual base rental rate set forth in the schedule of Base Rent below. The parties acknowledge “RSF” for the Building and the Premises are as set forth in Recital A hereof and Recital C hereof, respectively, and were determined by Landlord in accordance with the methods of measuring rentable area as described in the “Standard Method for Measuring Floor Area in Office Buildings” approved by the American National Standards Institute, Inc. and the Building Owners and Managers Association International (ANSI/BOMA Z65.1-2017), consistently applied (“BOMA Standards”). Upon completion of the Initial Work (as defined below), Landlord shall re-determine the RSF of the Premises based on BOMA Standards and notify Tenant of such calculation in writing (“Landlord’s RSF Determination”), and subject to the remaining provisions of this paragraph, any applicable adjustments shall be deemed to have been made based on such re-determined RSF (including an adjustment of Base Rent, Tenant’s Pro Rata Share of Real Estate Taxes and Tenant’s Pro Rata Share of Operating Expenses). Tenant shall have ten (10) days to review Landlord’s RSF Determination and to notify Landlord whether it agrees or disagrees with the calculations with respect thereto. If Tenant fails to notify Landlord in writing of its disagreement with Landlord’s RSF Determination within such ten (10) day period, then the size of the Premises shall be conclusively deemed to be the size set forth in Landlord’s RSF Determination. If Tenant timely notifies Landlord in writing of its disagreement with Landlord’s RSF Determination, then Landlord and Tenant shall use diligent, good faith efforts to agree upon the RSF of the Premises within ten (10) days after Tenant delivers its notice of disagreement. If Landlord and Tenant fail to so agree, then Tenant shall have the right, by delivering written notice to Landlord prior to the end of such ten (10) day period, to have the RSF of the Premises determined by a reputable third architect reasonably acceptable to Landlord through field measurement (using the BOMA standards described above), which determination shall be conclusive and binding on the parties. Tenant shall bear the cost of such third party architect unless, based on such field measurement, the RSF of the Premises, as so determined by such third party architect, differs from that set forth in Landlord’s RSF Determination by more than three percent (3%), in which event Landlord will bear the cost of such third party architect. If Tenant fails to notify Landlord in writing of its intention to re-measure the space within the ten (10) day period described above, then the RSF of the Premises as set forth in Landlord’s RSF Determination shall be final and conclusive. Upon the final determination of the RSF of the Premises in accordance with the provisions set forth above, Landlord and Tenant shall execute an amendment to this Lease reflecting the final RSF of the Premises and any related required modifications to this Lease as a result thereof, including modifications of Base Rent, Tenant’s Pro Rata Share of Real Estate Taxes and Tenant’s Pro Rata Share of Operating Expenses. From and after the Rent Commencement Date through the expiration of the Initial Term, Tenant will pay to Landlord an annual base rental for the Premises as follows (it being agreed that the obligations owing by Tenant under this Section 4.1 amounts set forth below for the “Annual Base Rent” and the “Monthly Base Rent” assume that the Premises will contain 31,209 RSF): The aforesaid annual rental amounts are rent reserved under this Leasesometimes herein referred to as the “Base Rent,” and will be payable monthly, in advance, in equal monthly installments, commencing on the Rent Commencement Date and continuing on the first day of each and every month thereafter for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) next succeeding months during the balance of the Bankruptcy Code or any successor provision theretoTerm. If the Rent Commencement Date is a date other than the first day of the calendar month in which the same occurs, monthly rent for the first month of the Term will be prorated based upon the ratio that the number of days in the Term within such month bears to the total number of days in such month.
Appears in 1 contract
Sources: Office Lease (Depomed Inc)
Base Rent. The Base Rent shall be as follows:
(a) Commencing on For the first nineteen (19) months after the Effective Date (the “Rent Commencement DateAbatement Period”), Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit shall be $0, which is equivalent to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment a total abatement of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction2,405,989 (“Abated Rent”).
(ib) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) If Substantial Completion has not occurred as a result of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to a Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent Delay prior to the determination expiration of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Rent Abatement Period, until the Market Substantial Completion Date (or the date on which Substantial Completion would have occurred but for a Force Majeure Delay or Tenant Delay) monthly Base Rent shall be calculated as so agreed.
(ii) If $126,631 multiplied by a ratio calculated as follows: the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as square footage of the commencement Building that has received a final certificate of occupancy divided by the entire square footage of the Extension Term at Building ($126,631 × ([the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area square footage of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities Building that has received a certificate of occupancy ÷ entire square footage of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”]), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) From and after the Substantial Completion Date (or the date on which Substantial Completion would have occurred but for a Force Majeure Delay or Tenant Delay) and continuing for twelve (12) full calendar months thereafter (such twelve-month period being the first “Rent Year”), Base Rent shall be payable $126,631.
(d) Beginning on the first (1st) day of the second (2nd) Rent Year, and on the first day of each Rent Year thereafter, Base Rent shall be as follows: Base Rent shall be payable, in advance, in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. that Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent is payable. Notwithstanding anything to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate the contrary contained in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within in the meaning case of Event of Default by Tenant results in early termination pursuant to the provisions of Section 502(b)(6) 11.3, Landlord shall be entitled to the recovery of the Bankruptcy Code or any successor provision theretoAbated Rent, provided that the amount of the Abated Rent that Landlord is entitled to recover shall be the unamortized portion of the Abated Rent as amortized over the Term on a straight line basis.
Appears in 1 contract
Sources: Lease Agreement
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in payable under this Lease shall initially be the amounts set forth in Item 9 sum of $16,363.86 per month, provided that such Base Rent amount shall be adjusted upon the commencement of the Summary thirty-first (31st) full calendar month following the Commencement Date to equal the product obtained by multiplying such initial Base Rent amount by a fraction, the numerator of Basic Terms; provided that if which is the First Reduction of "Index" (as hereinafter defined) for the Security Deposit calendar month which is to occur two (2) months prior to such adjustment date and the date on denominator of which is the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot Index for the Extension Term will be ninety percent calendar month which is thirty-two (90%2) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b)months prior to such adjustment date; provided, however, that in no event shall the annual such adjustment result in an increase in Base Rent of more than five percent (5%) per square foot for the Extension Term be annum on a cumulative and compounding basis, or of less than three percent (3%) per annum on a cumulative and compounding basis. As used herein, the annual Base Rent per square foot for "Index" shall mean the last Lease Year Consumer Price Index published by the United States Department of Labor, Bureau of Labor Statistics (the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d"Bureau"), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot "All Items" for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, All Urban Consumers in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current armsLos Angeles-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have preAnaheim-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. Riverside ▇▇▇▇▇▇▇▇,” ▇▇▇▇ ▇▇▇▇, (▇▇▇▇-▇▇ = 100). Should the Bureau discontinue the publication of the Index, publish the same less frequently or alter the same in some other manner, the most nearly comparable index or procedure as determined by Landlord shall be substituted therefor. Tenant shall cause payment of Base Rent, "Additional Fixed Rent" (as defined in Exhibit B attached hereto), Tenant's Share of Operating Expenses and other rent or charges, as the same may be adjusted from time to time, to be received by Landlord pursuant to this Lease, in lawful money of the United States, without offset or deduction, on or before the day on which it is due under the terms of this Lease; except, however, that Tenant's obligation for payment of Base Rent shall be conditionally abated for the first (1st), second (2nd), third (3rd) and fourth (4th) full calendar months of the Term following the Commencement Date. Should this Lease be terminated due to Tenant's Breach under this Lease, then the total sum of such Base Rent so conditionally abated shall become immediately due and payable by Tenant to Landlord. If at the date of the expiration of the Term of this Lease, Tenant is not in default hereunder, Landlord shall waive any payment of all Base Rent so conditionally abated. Nothing herein stated shall be deemed to affect the Commencement Date, the Base Rent payable under the lease for any period other than the period for which Base Rent is so conditionally abated, or the amount of Tenant's Share of Operating Expenses or other additional rent payable at any time pursuant to the Lease. Base Rent, Tenant's Share of Operating Expenses and all other rent and charges for any period during the Term hereof which is for less than one (1) full calendar month shall be prorated based upon the actual number of days of the calendar month involved. If the Commencement Date is not the first calendar day of a calendar month, Base Rent for the partial calendar month including the Commencement Date shall be paid upon the Commencement Date and thereafter during the Term, Base Rent shall be payable on the first calendar day of each calendar month during the Term. Payment of Base Rent, Additional Fixed Rent, Tenant's Share of Operating Expenses and other rent and charges shall be made to Landlord at its address stated herein or to such other persons or at such other place addresses as Landlord shall may from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretowriting to Tenant.
Appears in 1 contract
Base Rent. During the Lease Term, Tenant will pay as the --------- base rent for the Premises and the Premises Building (a"Base Rent") Commencing in the amounts described in this Section 3, with same being payable without demand, setoff or deduction, in advance, on or before the Rent Commencement Datefirst day of each month, in equal monthly installments, plus applicable sales and other similar taxes as are now or later enacted.
(1) During the first Lease Year, Tenant shall pay Base Rent of $32,760.00 in 12 monthly payments of $2,730.00 (calculated as follows: 1,456 sq. ft. Premises x $22.50 sq. ft./year).
(2) Commencing on the first anniversary of the Lease Commencement Date, and an every anniversary hereafter during the Lease Term, and any Extension Terms (as hereinafter defined) as way be applicable. Tenant's payments of annual Base Rent shall increase by an amount computed in accordance with the following provisions:
(a) Landlord shall compute the increase of the cost of living for each lease year based on the Consumer Price Index - Urban Wage Earners and Clerical Workers (US, City Average - all items) 1982-84 = 100, hereinafter called the "Index," published by the Bureau of Labor Statistics of the United States Department of Labor. The Index number indicated in the amounts set forth Column for U.S. City Average entitled "All Items" in Item 9 September of each Lease Year shall be the "Current Index Number," and the corresponding index number on September 1, 1998, shall be the "Base Index Number." In the event the Index is discontinued, the Consumer Price Index-Seasonally Adjusted U.S. City Average for All Items for Urban Wage Earners and Clerical Workers (1982-84 = 100) published monthly in the "Monthly Labor Review" by the Bureau of Labor Statistics of the Summary United States Department of Basic Terms; provided that if Labor ("CPI-W") shall be used for making the First Reduction computations described below. In the event CPI-W is discontinued, comparable statistics published by a responsible financial periodical or recognized authority selected by the Landlord shall be used for making the computation described below. Once computed, Landlord shall not be obligated to make any adjustments or recomputation, retroactive or otherwise, by reason of any revision or corrections which may later be made in the Index.
(b) The new payment of annual Base Rent for each Year shall be arrived at by multiplication of the Security Deposit is to occur prior to the date on which the first monthly installment payment of Base Rent would be duefor the preceding Lease Year by a fraction, the first monthly installment numerator of which shall be the Current Index Number and the denominator of which shall be the Base Index Number. The new annual payment of Base Rent in the amount of $46,870.83 Rent, divided into twelve monthly installments, shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives due and payable to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, commencing on the first day of each calendar month from and after successive Lease Year. Notwithstanding the Rent Commencement Date. preceding, in no event shall the increase to annual Base Rent and Additional Rent shall in any Lease Year be paid as specified by Landlord either less than three percent (i3 %) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or more than five percent (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(65 %) of the Bankruptcy Code or any successor provision theretopreceding Lease Year's Base Rent.
Appears in 1 contract
Sources: Shopping Center Space Lease (Florida Savings Bancorp Inc)
Base Rent. (a) Commencing As used herein, subject to the annual increases as hereinafter provided, the “Base Rent” for the Demised Properties for each month of the Lease Term shall be One Hundred Four Thousand Five Hundred Eighty-Three Dollars and 33/100 (US$104,583.33) Tenant shall pay to Landlord Base Rent, in advance, without demand therefor, on or before the Rent first day of each and every calendar month during the Lease Term (each a “Payment Date”) and if the Commencement DateDate is not the first day of a calendar month, Tenant shall pay to Landlord pro-rated Base Rent on the Commencement Date for the partial calendar month in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First ReductionCommencement Date occurs.
(b) Subject to the terms of this Section, (i) The annual on each Adjustment Date (as defined below) throughout the Original Lease Term, the monthly Base Rent per square foot shall increase by the Base Rent Escalation (as defined below), and such increased Base Rent shall apply for the Extension Term will be ninety percent ensuing twelve (90%12) month period; (ii) for each of the annual First Option Period (other than a PE First Option Period), the Second Option Period (other than a PE Second Option Period), the Third Option Period (other than a PE Third Option Period) and the Fourth Option Period (other than a PE Fourth Option Period), if such options are timely exercised as provided in Article II, (A) on the Adjustment Date of the first Lease Year of each of the First Option Period, the Second Option Period, the Third Option Period and the Fourth Option Period, the monthly Base Rent shall be increased to Market Rent per square foot(as defined below) and (B) on the Adjustment Date of the second, determined third, fourth and fifth Lease Year of each of the First Option Period, the Second Option Period, the Third Option Period and the Fourth Option Period, the monthly Base Rent shall increase by the Base Escalation, and such increased Base Rent shall apply for the ensuing twelve (12) month period; and (iii) for each of the First PE Option Period, the Second PE Option Period, the Third PE Option Period and the Fourth PE Option Period, if such options are timely exercised as provided in accordance with this Section 4.1(b); providedArticle II, however(A) on the Adjustment Date of the first Lease Year of each of the First PE Option Period, that Second PE Option Period, the Third PE Option Period and the Fourth PE Option Period, the monthly Base Rent for the applicable PE Option Extension Properties (as defined below) shall be increased to Market Rent and (B) on the Adjustment Date of the second, third, fourth and fifth Lease Year of each of the First PE Option Period, the Second PE Option Period, the Third PE Option Period and the Fourth PE Option Period, the monthly Base Rent shall increase by the Base Rent Escalation, and such increased Base Rent shall apply for the ensuing twelve (12) month period. Notwithstanding anything herein to the contrary, in no event shall the annual increased Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot described in this Subsection (b) for the last prior applicable Lease Year, provided however in the case of the increased Base Rent for the first Lease Year of any PE Option Period, such increased Base Rent shall not be less than the Initial Term. Within sixty product of (601) days after Tenant gives to Landlord written notice the Base Rent in effect for the prior Lease Year, multiplied by (2) a fraction, the numerator of exercise which is the aggregate appraised fair market value of the extension option pursuant to Section 2.4(d)applicable PE Option Extension Properties, Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual denominator of which is the aggregate appraised fair market base rent per square foot for value of all the Premises for the Extension Term Demised Properties (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation applicable PE Option Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent The following terms shall be payable in equal monthly installments of one-twelfth (1/12th) of have the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.following meanings:
Appears in 1 contract
Sources: Master Land and Building Lease (Ryan's Restaurant Leasing Company, LLC)
Base Rent. 2.01 Tenant agrees to pay Landlord as base rent (a) Commencing Base Rent), without notice, demand, deduction, or offset, the monthly sum of $19,302.81 until January 1, 1996, and then adjusted as provided in Paragraph 2.03 for all months thereafter, in advance on or before the first day of each and every successive calendar month during the term hereof. The rent shall commence on the Rent First day of July, 1995 (the "Commencement Date"). All payments to Landlord under this Lease shall be paid to Landlord at the address for notice set forth in paragraph 31.15, or at such other address provided to Tenant by Landlord in writing from time to time.
2.02 Rent for any period which is for less than one month shall be a prorated portion of the monthly rental based upon a thirty (30) day month. Tenant acknowledges that late payment by Tenant to Landlord of rent or other sums due hereunder will cause Landlord to incur certain costs not contemplated by this Lease, the exact amount of which would be extremely difficult and impractical to ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be imposed on Landlord by the terms of any trust deed covering the Leased Premises. Therefore, in the event Tenant shall fail to pay any installments of rent or any sum due hereunder within five (5) days after receiving notice of such delinquency, Tenant shall pay Base Rent to Landlord as additional rent a late charge equal to FIVE percent (5%) of each such installment or other sum. A $15.00 charge will be paid by the Tenant to the Landlord for each returned check, in addition to the amounts late charge.
2.03 The base Rent(effective January 1, 1996) set forth in Item 9 of the Summary of Basic Terms; provided that Paragraph 2.01 shall be increased in all years if the First Reduction Consumer Price Index - San Francisco - All Items (Index) as published by the United States Department of Labor's Bureau of Labor Statistics, increases over the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 base period Index. The base period Index for any year shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot the Index for the Extension Term will calendar month which is the fourth month preceding the month in which any lease year commences. The base period Index shall be ninety percent compared with the Index for the same calendar month for each subsequent year (90%) of comparison month). If the annual Market Rent per square footIndex for any comparison month is higher than the base period Index, determined in accordance then the rental for the next year shall be increased by the identical percentage commencing with this Section 4.1(b)the next rental commencement month; provided, however, that in no such rental increase shall be less than 3% or more than 8%, of the rental for the previous year. In no event shall the annual Base Rent per square foot for the Extension Term rental be less than that set forth in Paragraph 2.01. (By way of illustration only, if Tenant commenced paying rent in July 1991, then the annual Base Rent per square foot base period Index for the last Lease Year second year is that for April 1992 (assume 130) and that Index shall be compared with the Index for April 1991 (assume 136), and because the Index for April 1992 is 4.61% higher, the rental commencing July 1992 shall be 4.61% higher; likewise the Index for April 1993 shall be compared with the Index for April 1992.) Should the Bureau revise or discontinue the publication of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d)above Index, Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as convert to the annual fair market base rent per square foot for revised index or adopt the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate successor index in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use accordance with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected guidelines therefor issued by the arbitrator shall be deemed to be the Market Rentfederal government.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant Sublessee shall pay to Sublessor the following amounts annually as base rent (the "Base Rent"): ---------------------------------------------------------- --------------------------- Dates Base Rent in ---------------------------------------------------------- --------------------------- Commencement Date until September 8, 2006 (the amounts set forth in Item 9 end of $ 483,500.16 per year the 8th lease year under the Prime Lease) ---------------------------------------------------------- --------------------------- From September 9, 2006 (the beginning of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due9th lease $ 515,198.16 per year year) until Expiration Date ---------------------------------------------------------- --------------------------- In addition, the first monthly installment of Base Rent in the amount of $46,870.83 Sublessee shall be paid in advance pay as a condition of such First Reduction.
additional rent hereunder (i"Additional Rent") The annual Base Rent per square foot for the Extension Term will be ninety percent Sublessee's Share (90%as hereinafter defined) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may amounts from time to time submit modified proposals payable by Sublessor as "Tenant" as Additional Rent under the Prime Lease, including without limitation amounts for Real Estate Tax Escalation, Operating Cost Escalation and Park Common Expenses, in each case as defined in the Prime Lease. "Sublessee's Share" is 51.52% of what Sublessor is obligated to pay for such costs. Because Sublessor pays 35.22% of such costs ("Tenant's Proportionate Share" in the Prime Lease), Sublessee is required to pay 18.15% of the total of such costs under the Prime Lease. In addition, either (a) Sublessee shall pay as Additional Rent an allocation of amounts due for payment for electricity, water, gas, HVAC and other utility charges with respect to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during Subleased Premises as equitably determined by Sublessor and Sublessee or after the Negotiation Period(b) at Sublessor's election, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Subleased Premises shall be considered to be vacant separately metered at Sublessor's sole cost and to be rented as a whole for its highest expense and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator Sublessee shall also consider and incorporate into the computation the existing improvements pay all utility charges directly to the Premisesutility providers. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be due and payable in equal monthly installments of one-twelfth in advance on the date that is five (1/12th5) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on days before the first day of each calendar month from and after without demand, deduction, offset or abatement, at the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenantaddress of Sublessor, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord Sublessor may designate. Base Rent shall be pro rated for any partial month. Sublessee shall pay monthly estimates of Operating Cost Escalation. Real Estate Tax Escalation and Park Common Expenses, as applicable from time to time designate in writingtime, on the date that is five days prior to the first day of each calendar month. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for Sublessee shall pay all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6other Additional Rent to Sublessor not less than five (5) of the Bankruptcy Code or any successor provision theretobusiness days after demand from Sublessor.
Appears in 1 contract
Sources: Sublease (Antigenics Inc /De/)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall agrees to pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation PeriodBasic Lease Information, then the parties shallwithout prior notice or demand, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties set off or by the American Arbitration Association shall be independent of both parties and shall have such experience, either deduction except as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms permitted in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advancethis Lease, on the first day of each and every calendar month from during the Term as provided above. The Base Rent shall be increased as of the end of the fifth (5th) Lease Year and after as of the end of the tenth (10th) Lease Year (each as “Adjustment Date”) if as of an Adjustment Date, the Consumer Price Index for All Urban Consumers, U.S. City Average (“Index”), published by the United States Department of Labor’s Bureau of Labor Statistics, has increased over the Base Period Index. For purposes of this Lease, the Base Period Index is the Index for the calendar month in which the Commencement Date occurs. The Base Period Index shall be compared with the Index for the month in which the Adjustment Date occurs (“Comparison Month”). If the Index for any Comparison Month is higher than the Base Period Index, then the Base Rent Commencement Dateshall be increased by the identical percentage increase of the Index for the Comparison Month over the Base Index commencing with the next Base Rent payment date. In no event shall the Base Rent be less than that set forth hereinabove. If the Bureau of Labor Statistics discontinues publication of the Index, publishes the Index less frequently, or alters the Index in a material manner, then Landlord may adopt a substitute Index or procedure which reasonably reflects and monitors consumer prices. Landlord and Tenant hereby agree to promptly enter into a written amendment to this Lease evidencing any such increase in Base Rent. Base Rent and Additional Rent for any partial month at the beginning or end of the Term shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate prorated based on the actual number of days in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretomonth.
Appears in 1 contract
Sources: Sub Sublease Agreement (Enernoc Inc)
Base Rent. During the first Lease Year and the "Interim Period" (a) Commencing on the Rent Commencement Dateas defined in Section 1.9 below), Tenant shall pay to Landlord an annual "Base Rent" in an amount equal to payable in equal monthly installments during each Lease Year ("Monthly Rent"). The foregoing notwithstanding, Tenant shall, under certain circumstances, be entitled to a rebate of portions of the Tax and Expense Component pursuant to the provisions of Sections 9.1.3 and 10.4 hereinbelow. Effective upon the commencement of the second (2nd) Lease Year, and upon the commencement of each Lease Year thereafter during the initial fifteen (15) year Term hereof (each such date being referred to herein as an "Adjustment Date"), the annual Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance adjusted by increasing the Triple-Net Component thereof (but not the Tax and Expense Component thereof) by the "CPI Adjustment", as a condition of such First Reduction.
defined below, provided however, that (i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot increase by more than three and one-half percent (3.5%) of the then-effective Triple-Net Component in any Lease Year and (ii) in no event shall the Triple-Net Component be reduced below the Triple-Net Component paid by Tenant during the prior Lease Year. For purposes hereof, on each Adjustment Date the "CPI Adjustment" shall be calculated by multiplying the Triple-Net Component payable during the then-current Lease Year by one hundred twenty percent (120%) of a fraction, the numerator of which shall be the difference between the "Index" (as defined below) most recently published prior to the Adjustment Date in question and the Index most recently published as of the date which is one (1) year prior to said Adjustment Date, and the denominator of which shall be the Index published one (1) year prior to the Adjustment Date in question. For purposes hereof, the "Index" shall mean the revised Consumer Price Index for Urban Wage Earners and Clerical Workers for the Extension Term be less than Washington, D.C.-MD-VA-SMSA (All Items, 1982-84=100) promulgated by the annual Base Rent per square foot for the last Lease Year Bureau of Labor Statistics of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice United States Department of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the otherLabor. If the parties agree upon Index is changed so that a base year other than 1982-84 is used, the Market Rent prior to Index used herein shall be converted in accordance with the determination conversion factor published by the Bureau of Labor Statistics of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection Department of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii)Labor. If the Index is discontinued during the Term, the Index shall be the successor index adopted by the Bureau of Labor Statistics or, if none, the parties are unable to shall mutually agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementssubstitute another similar index.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, a. Tenant shall pay to Landlord Base Rent in during the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be dueTerm hereof, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written without notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, andor demand, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to monthly installments specified in Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to1, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar month from and after of the Rent Commencement DateTerm, at Landlord's principal office as indicated in Section 1 above. The first month's installment of Premises "A" Base Rent and Additional Rent shall be paid as specified payable upon the execution of this Lease. If the Term commences other than on the first day of a calendar month, then the installments of Base Rent for the first and last calendar months of the Term shall be adjusted proportionately. Notwithstanding anything in this subsection 5(a) to the contrary, the Premises "A" Base Rent payable hereunder for the first 104 days of the Term shall equal $13,262.40 per month [$4.75 per square foot to cover Tenant's Proportionate Share of Operating Expenses] to be prorated on a per diem basis. --- ----
b. Base Rent, Additional Rent and all other sums payable by Tenant to Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenanthereunder shall be paid, Tenant’s bank and Landlordwithout set-off or deduction, or (ii) by check sent in lawful currency of the United States of America to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” Landlord at the address set forth in Section 1 hereof, or at such other place address as Landlord shall may from time to time designate in writingwriting to Tenant. The parties acknowledge and agree In the event that any such rent or other sums shall be unpaid on the obligations owing by Tenant under this Section 4.1 are rent reserved under expiration or termination hereof, the obligation therefor shall survive such expiration or termination of this Lease. In order to partially compensate Landlord for the extra expense incurred in the handling of delinquent payments, for all purposes hereunderTenant agrees to pay Landlord a late charge equal to the product obtained by multiplying each installment of Fixed Rent Or Additional Rent not paid within ten (10) days after its due date by five (5%) percent. Notwithstanding the above, and are rent reserved within Landlord agrees not to assess such late charge until ten days have elapsed after Landlord has given Tenant notice of such delinquency; provided, however, that Landlord shall -------- ------- have the meaning right to assess such late charge without notice to Tenant in the event Landlord has given Tenant notice of Section 502(b)(6) of past delinquencies at least once during the Bankruptcy Code or any successor provision theretoprior 12 months.
Appears in 1 contract
Base Rent. A. Beginning on July 1, 2007 and for the remainder of the Lease Year ending May 31, 2008, the Tenant shall pay to the Landlord, without previous demand therefore, and without setoff or deduction whatsoever, the following net monthly rent (“Base Rent”):
(a) For the Leased Area – the monthly Base Rent shall be $62,358.81 per month.
(b) For the Paint Spray Booth – the monthly Base Rent shall be $2,500.00 per month.
(c) For the Compressed Air System – the monthly Base Rent shall be $500.00 per month.
B. Commencing on the Rent Commencement July 1, 2008 (“First Adjustment Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date ”) and on which the first monthly installment day of Base Rent would be dueJune at the beginning of each Lease Year thereafter (“Subsequent Adjustment Date”) during the Initial Term and any Option Period, the first monthly installment of Base Rent in the amount of $46,870.83 the monthly Base Rent due under this Lease shall be paid in advance as a condition adjusted to an amount equal to the product of such First Reduction.
(i) The annual the then-current monthly Base Rent per square foot for multiplied by a fraction having as its numerator the Extension Term will be ninety percent Consumer Price Index (90%hereinafter defined) of published most recently prior to applicable Adjustment Date and as its denominator the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no Consumer Price Index published most recently prior to Commencement Date. In the event shall the annual new Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall cannot be determined as of the commencement Adjustment Date, Tenant shall continue to pay the Base Rent due during the prior Lease Year until Landlord notifies Tenant of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty , and, within ten (3010) days after both parties have submitted delivery of such proposals to notice, Tenant shall reimburse Landlord for any accrued but unpaid increase. In no event shall the arbitratormonthly Base Rent, as adjusted on any Adjustment Date, be less than three percent (3%) over the Base Rent payable during the prior Lease Year, nor increase by more than seven percent (7%) over the monthly Base Rent payable during the prior Lease Year.
C. As used herein, the arbitrator term “Consumer Price Index” shall select one mean the bi-monthly Consumer Price Index published by the Bureau of Labor Statistics of the proposals as more closely approximating U.S. Department of Labor, using the Market Rent appropriate index titled “Consumer Price Index — All Items — All Urban Consumers (CPI-U) (1982-84 = 100)” for the Extension TermAtlanta, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii)Georgia Standard Metropolitan Statistical Area. If the parties are unable to agree upon an arbitrator within the Selection PeriodConsumer Price Index shall no longer be published or cannot be adjusted, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent then another index generally recognized as authoritative shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected substituted therefore by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent and the term “Consumer Price Index” shall refer to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretosubstituted index.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, A. Tenant shall pay Base Rent in to Landlord, as rent for the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be duePrimary Lease Term, the first monthly installment of Base Rent in the amount annual sum of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term 36,000 U.S. Dollars (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except "Base Rent. Within thirty (30") days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent which sum shall be payable in equal monthly installments of one-twelfth (1/12th) of $3,000 commencing on the annual Base Rent then in effect (prorated for any partial months) Commencement Date, and shall be paid without offset for any reason, in advance, continuing thereafter on the first day of each succeeding calendar month from and after the Rent Commencement Datemonth. All Base Rent and Additional Rent Rent, additional rent or other rentals or sums due hereunder shall be paid as specified by in advance without notice, abatement, deduction or offset at the office of Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” such other person or at such other place as Landlord shall from time to time may designate in writing. The parties acknowledge installments of the Rent (defined below) for the first and agree last months of the term hereof shall be prorated based upon the number of days during each of said months that the obligations owing Primary Lease Term is in effect.
B. As of the beginning of each Lease Year, defined below, the Base Rent due hereunder shall be adjusted by the percentage increase in the U.S. Department of Labor Consumer Price Index (commonly referred to as the Cost of Living Index) for All Items, All Urban Consumers, Denver-Boulder published for the most current month. The Base Rent then being paid shall be increased by an amount equal to the amount arrived at by multiplying the percentage increase in the Cost of Living Index for the preceding Lease Year times the then payable monthly rental. The increased monthly rental as so determined shall commence as of the first day of the month immediately following the end of the current Lease Year and shall continue until readjusted as herein provided. Landlord shall endeavor to give to Tenant a statement of the increase on or before the beginning of each Lease Year, but failure by Landlord to do so shall not constitute a waiver by Landlord of its right to increase the Base Rent. If the Cost of Living Index is discontinued, Landlord and Tenant shall agree upon comparable statistics on the cost of living for the computations under this Section 4.1 are rent reserved under this Lease, for all purposes hereundersubparagraph (2), and are rent reserved within the meaning of Section 502(b)(6) such statistics shall be published by an agency of the Bankruptcy Code United States Government or any successor provision theretoby a responsible financial periodical or recognized authority. If Landlord and Tenant fail to agree on a replacement index, they will submit the question of a replacement index to an arbitrator in accordance with the rules and regulations of the American Arbitration Association.
Appears in 1 contract
Sources: Office Lease Agreement (Pentastar Communications Inc)
Base Rent. 2.01 Tenant agrees to pay Landlord as base rent (a) Commencing Base Rent), without notice, demand, deduction, or offset, the monthly sum of $3729.44 for the first 12 months, adjusted as provided in Paragraph 2.03 for all months thereafter, in advance on or before the first day of each and every successive calendar month during the term hereof, except that last month's deposit shall be paid upon execution hereof. Credit will be given for Tenant's current deposit. The rent shall commence on the Rent First day of January, 1996 (the "Commencement Date"). All payments to Landlord under this Lease shall be paid to Landlord at the address for notice set forth in paragraph 32.15, or at such other address provided to Tenant by Landlord in writing from time to time.
2.02 Rent for any period which is for less than one month shall be a prorated portion of the monthly rental based upon a thirty (30) day month. Tenant acknowledges that late payment by Tenant to Landlord of rent or other sums due hereunder will cause Landlord to incur certain costs not contemplated by this Lease, the exact amount of which would be extremely difficult and impractical to ascertain. Such costs include, but are not limited to, processing and accounting charges, and late charges which may be imposed on Landlord by the terms of any trust deed covering the Leased Premises. Therefore, in the event Tenant shall fail to pay any installments of rent or any sum due hereunder within five (5) days after receiving notice of such delinquency, Tenant shall pay Base to Landlord as additional rent a late charge equal to TEN percent (10%) of each such installment or other sum. A $15.00 charge will be paid by the Tenant to the Landlord for each returned check, in addition to the late charge.
2.03 The base Rent in the amounts set forth in Item 9 Paragraph 2.01 shall be increased in all years after the first year of the Summary of Basic Terms; provided that term if the First Reduction Consumer Price Index - San Francisco - All Items (Index) as published by the United States Department of Labor's Bureau of Labor Statistics, increases over the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 base period Index. The base period Index for any year shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot the Index for the Extension Term will calendar month which is the fourth month preceding the month in which any lease year commences. The base period Index shall be ninety percent compared with the Index for the same calendar month for each subsequent year (90%) of comparison month). If the annual Market Rent per square footIndex for any comparison month is higher than the base period Index, determined in accordance then the rental for the next year shall be increased by the identical percentage commencing with this Section 4.1(b)the next rental commencement month; provided, however, that in no such rental increase shall be less than 4% or more than 8%, of the rental for the previous year. In no event shall the annual Base Rent per square foot for the Extension Term rental be less than that set forth in Paragraph 2.01. (By way of illustration only, if Tenant commenced paying rent in July 1991, then the annual Base Rent per square foot base period Index for the last Lease Year second year is that for April 1992 (assume 130) and that Index shall be compared with the Index for April 1991 (assume 136), and because the Index for April 1992 is 4.61% higher, the rental commencing July 1992 shall be 4.61% higher; likewise the Index for April 1993 shall be compared with the Index for April 1992.) Should the Bureau revise or discontinue the publication of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”)above Index. Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals convert to the other. If revised index or adopt the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space successor index in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use accordance with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected guidelines therefor issued by the arbitrator shall be deemed to be the Market Rentfederal government.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Base Rent. (a) Commencing on August 1st, 2014 (the “Rent Commencement Date”), Tenant shall pay Base Rent in Landlord, at the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance office or such other place as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be designate as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Base Rent” shall be determined as for the Leased Premises during the term of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparabilitythis Lease, without limitationany deduction or set off, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month as follows: BASE RENT, YEAR ONE: $2,200.00 PER MONTH Notwithstanding anything to the contrary contained herein, in the event the Commencement Date is other than the first day of a calendar month, then Tenant shall pay to Landlord on the Commencement Date a sum equal to the per diem Monthly Rent for the month in which the Commencement Date shall occur multiplied by the number of days from the Commencement Date to the last day of the First Month, both inclusive, plus the Monthly Rent for the next calendar month (said period of time hereafter referred to as the “First Month”). Such per diem payment and the first Monthly Rent payment shall constitute payment of Monthly Rent from the Commencement Date to the last day of the month next succeeding the First Month, both inclusive. Thereafter, if the monthly rent is not paid by the fifth (5th) day of any month, then a ten percent late fee will be charged for all rents received after the Rent Commencement Datefifth of the month, due and payable automatically as additional rent, without the necessity of notice to Tenant of such charge. Base Rent and Additional Rent shall be paid as specified by Landlord either Tenant acknowledges that a fee equal to five (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(65%) of the Bankruptcy Code or any successor provision theretoamount of the check shall be charged on all returned checks, as an administrative fee, and shall be payable as “additional rent”.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay to Landlord, as rent for the Term, monthly installments of rent to be determined in accordance with the provisions of subparagraph (b) below. Each monthly installment shall he payable in advance, without notice or demand, and without any setoff, abatement, deduction, reduction or counterclaim of any kind; on or before the first day of each calendar month during the Term at such place as the Landlord shall from time to time designate.
(b) During the first twelve months of the Term, the monthly installments of Base Rent shall be Twelve Thousand Dollars ($ 12,000). Upon the first anniversary of the commencement of the Term, and upon each anniversary thereafter, the Base Rent shall be adjusted. All adjustments shall be cumulative and shall be based upon any increase in the amounts set forth in Item 9 Index. “Index” means the Consumer Price Index of the Summary Bureau of Basic Terms; provided that if Labor Statistics, United States Department of Labor (CPI-U), All Items Index for All Urban Consumers U.S. City Average (1982-84 = 100), or any replacement therefor. If the First Reduction Index shall cease to be published, a reasonable substitute index shall replace it for purposes of this Lease. The adjusted monthly installments of Base Rent for the twelve months succeeding any adjustment shall be the product found by multiplying the amount of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be duedue for the month just prior to adjustment times a fraction, the first monthly installment numerator of Base Rent which shall be the Index number indicated in the amount column for “all items” in the month immediately preceding the adjustment and the denominator of $46,870.83 which shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot Index number for the Extension Term will be ninety percent (90%) month and year used in the numerator of the annual Market Rent per square footprevious adjustment (or for the month immediately preceding commencement of the Term, determined in accordance with this Section 4.1(bas the case may be); provided, however, that in no event case shall the annual monthly Base Rent, or Base Rent per square foot for as adjusted, ever be reduced. Following each such adjustment, the Extension Term be less than term “Base Rent,” as used in the annual Lease, shall mean Base Rent per square foot for as most recently adjusted. If at the last beginning of any Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market adjusted Base Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have been calculated, Tenant shall continue paying the right to modify any other provision Base Rent previously in effect on a timely basis. Upon notification by Landlord of the Lease except adjusted Base Rent. Within thirty (30) days after both parties , Tenant shall immediately pay Landlord the difference between Base Rent paid and that which would have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market been due had adjusted Base Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties been calculated and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal thereafter continue paying monthly installments of one-twelfth (1/12th) of the annual adjusted Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoRent.
Appears in 1 contract
Sources: Lease (Obsidian Enterprises Inc)
Base Rent. (ai) Commencing Lessee shall pay as base rent hereunder ("Base Rent") for each Rental Period an amount equal to the product of (A) the Rental Rate for such Rental Period, times (B) the Outstanding Lease Amount on the Rent Commencement Datefirst day of such Rental Period, Tenant times (C) a fraction, the numerator of which is the number of days in such Rental Period and the denominator of which is 360. If the Rental Rate shall pay Base Rent in change during any Rental Period, the amounts set forth in Item 9 Rental Rate for such Rental Period shall be the weighted average of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is Rental Rates in effect from time to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of time during such First ReductionRental Period.
(iii) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) shall consist of the annual Market Rent per square footfollowing rental periods (individually, a "Rental Period"):
(A) The period which begins on the Commencement Date and ends on the first Business Day in the first calendar month immediately following the month in which the Commencement Date occurs;
(B) Each successive period thereafter which begins on the last day of the immediately preceding Rental Period and ends one (1) month thereafter on the first Business Day of a calendar month through and including the Commitment Termination Date; and
(C) Each successive period thereafter which begins on the last day of the immediately preceding Rental Period and ends one (1), two (2), three (3) or six (6) months thereafter, as determined in accordance with this Section 4.1(bclause (ii), on the first Business Day of a calendar month through and including the Scheduled Expiration Date. Lessee may select a Rental Period of one (1), two (2), three (3) or six (6) months for the Rental Period which begins on the Commitment Termination Date or for any Rental Period thereafter by delivering to Lessor, at least three (3) Business Days prior to the first day of such Rental Period, a written notice of such selection (a "Notice of Rental Period Selection"); provided, however, that in (1) each Rental Period shall begin and end on the first Business Day of a calendar month, (2) no event Rental Period shall end after the annual Base Rent per square foot for Scheduled Expiration Date, (3) no Rental Period shall be longer than one (1) month if a Default has occurred and is continuing on the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty date three (603) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent Business Days prior to the determination first day of the arbitrator pursuant such Rental Period and (4) each Rental Period for which Lessee fails to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
make a selection in accordance with this clause (ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined one (1) month. Each Notice of Rental Period Selection shall be delivered by first-class mail or facsimile as required by Subparagraph 2.02(a) and Paragraph 7.01 of the commencement Participation Agreement; provided, however, that Lessee shall promptly deliver the original of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area any Notice of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” Rental Period Selection initially delivered by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rentfacsimile.
(iii) The rental rate for each Rental Period ("Rental Rate") shall be the LIBOR Rental Rate for such Rental Period, except as follows: (A) The Rental Rate for the Rental Period that begins on the Closing Date and ends on January 1, 1998 shall be the Alternate Rental Rate; or (B) If any other Rental Period is less than seven (7) days, the Rental Rate for such Rental Period shall be the Alternate Rental Rate; or (C) If the parties are unable LIBOR Rental Rate is unavailable for any Rental Period pursuant to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15Subparagraph 2.12(a) days after the end or Subparagraph 2.12(b) of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection PeriodParticipation Agreement, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent Rental Rate for such Rental Period shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsAlternate Rental Rate.
(civ) Lessee shall pay Base Rent shall be payable in equal monthly installments arrears (A) on the last day of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reasoneach Rental Period and, in advancethe case of any Rental Period which exceeds three (3) months, on each day occurring every three (3) months after the first day of each calendar month from such Rental Period (individually, a "Scheduled Rent Payment Date") and after (B) on the Rent Commencement Expiration Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Lease Agreement, Construction Deed of Trust, Security Agreement (Etec Systems Inc)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall agrees to pay monthly as Base Rent in during the amounts term of this Lease the sum of money set forth in Item 9 Section 1.5 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on this Lease, which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives payable to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area address shown above. Monthly installments of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) due and shall be paid without offset for any reasonpayable, in advance, on or before the first day of each calendar month from during the term of this Lease- provided that if the Commencement-Date should be a date other than the first day of a calendar month, the monthly Base Rent shall be prorated on a daily basis to the end of that calendar month, and after shall be payable on or before the Rent Commencement Date of this Lease. Tenant shall pay, as additional rent, all other sums due under this Lease. Based on Tenant's approval of the floor plan as depicted in EXHIBIT C by March 17, 1997, the Landlord agrees that upon Landlord's receipt of a building permit allowing it to construct the Building, Landlord will promptly commence construction of the Building and Premises and shall diligently pursue construction thereof in order to have the Building and the Premises substantially complete on the Commencement Date. For the purposes of this provision, substantially complete shall mean that the Building and Premises are substantially completed in accordance with the approved construction documents and the requirements of the City of Arden Hills, subject only to punchlist and minor completion items that will not prevent Tenant from occupying and commencing operations within the Premises, which punchlist and minor completion items Landlord agrees to promptly complete. If, prior to June 15, 1997, Landlord determines that it will not be able to deliver the Building and Premises to Tenant in the condition required by the Commencement Date, Landlord shall notify Tenant, in writing, on or before June 15, 1997, and the Commencement Date shall be extended to the actual substantial completion date. In such event, Landlord shall provide Tenant with not less than forty-five (45) days prior written notice of the anticipated substantial completion date. If, subject to force majeure or Tenant caused delays (including Tenant's failure to approve the floor plan by March 17, 1997), the Building and Premises are not substantially complete and ready for Tenant's occupancy by September 1, 1997, Landlord shall pay to Tenant, as a credit against the first installment of Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are additional rent reserved under this Lease, for all purposes payable hereunder, an amount equal to $500.00 for each day thereafter until the Building and the Premises are rent reserved within substantially complete and ready for Tenant's occupancy. If, subject to force majeure or Tenant caused delays (including Tenant's failure to approve the meaning of Section 502(b)(6) floor plan by March 1, 1997), the Building and Premises are not substantially complete and ready for Tenant's occupancy by November 1, 1997, Tenant shall have the option to terminate this Lease by written notice to Landlord after November 1, 1997 and prior to substantial completion of the Bankruptcy Code or any successor provision theretoBuilding and Premises.
Appears in 1 contract
Sources: Lease (Fair Isaac & Company Inc)
Base Rent. (a) Commencing on 3.1. For the Rent Commencement Dateperiod commencing January 1, 2010 and ending December 31, 2010, Tenant shall pay Landlord monthly base rent (“Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent Rent”) in the amount of Nineteen Thousand One Hundred Ninety Two Dollars ($46,870.83 shall be paid 19,192) in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during on or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on before the first day of each calendar month from and after during the Rent Commencement DateTerm. If the Term of this Lease expires on a date other than the last day of a month, the Base Rent and Additional Rent for such partial month shall be paid prorated based on the number of days in such partial monthly period divided by the number of days in such month.
3.2. Commencing on January 1, 2011 and continuing on the first day of each January thereafter until the Expiration Date (each an “Initial Term Annual Adjustment Date”), the Base Rent for the Premises shall be adjusted as specified by Landlord either follows: the monthly rent which shall be due during each year shall be increased (ibut in no event decreased) by an “electronic funds transfer” system arranged by the percentage amount of the annual increase, if any, in the Consumer Price index for the San Francisco, Oakland, and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇San ▇▇▇▇ ▇Metropolitan Area for All Consumers (CPI-U), as published by the United States Department of Labor, Bureau of Labor Statistics (herein the “Index”). ▇▇▇▇▇▇▇▇,” or at such other place as Landlord In making the calculation just required, the Index for the calendar month which is two (2) months prior to the first month of the year for which an adjustment is to be made shall from time be divided by the Index published for the calendar month which is fourteen (14) months prior to time designate the first month of the year for which the adjustment is to be made, and the quotient thus determined shall be multiplied by the monthly Base Rent being paid in writingthe month which is two (2) months prior to the first month of the year for which the adjustment is being made to determine the new monthly Base Rent. The parties acknowledge and agree Notwithstanding the foregoing, the rental increases on each Initial Term Annual Adjustment Date shall equal a minimum of three percent (3%) per year but shall in no event exceed six percent (6%) per year. In the event that the obligations owing Index shall ever be converted to a different standard reference base or otherwise be revised, a determination of subsequent increases to the Base Rent shall be made with the use of such conversion factor, formula, or table for converting the Index as may be published by Tenant under this Section 4.1 are rent reserved under this Leasethe Bureau of Labor Statistics. In the event that the Index shall cease to be published, for all purposes hereunderthe index designed by the Bureau of Labor Statistics as replacing the Index, and are rent reserved within or the meaning of Section 502(b)(6) of most comparable substitute, if the Bankruptcy Code or any successor provision theretoBureau fails to designate a replacement, shall be used thereafter.
Appears in 1 contract
Base Rent. (a) Commencing For the period from the Lease Commencement Date to and including the Expiry Date, the Lessee shall pay to the Port Authority a rental equal to Fifteen Million Dollars ($15,000,000) per annum, as such amount may be adjusted annually in accordance with Section 4.2(b) (the “Base Rent”). The Base Rent shall be payable by the Lessee:
(i) in advance on the Rent Lease Commencement DateDate and monthly thereafter on the first day of each calendar month until the earlier of (A) December 31, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to 2019 and (B) the date on which the O&M Period commences, in an amount equal to one-twelfth (1/12) of the annual Base Rent; provided, that if the Lease Commencement Date shall be other than the first monthly installment day of Base Rent would be duea calendar month, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) monthly installment prorated by the fraction consisting of the annual Market Rent per square footnumber of days elapsed from the Lease Commencement Date to the last day of the calendar month in which the Lease Commencement Date occurred, determined divided by the actual number of days in accordance with this Section 4.1(b)such month; and provided, howeverfurther, that in no event if the date on which the O&M Period commenced (if earlier than December 31, 2019) shall the annual Base Rent per square foot for the Extension Term be less other than the annual Base Rent per square foot for first day of a calendar month, the last Lease Year monthly installment of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Base Rent shall be as so agreed.the monthly installment prorated for the number of days elapsed in such calendar month from the first day of the month in which the O&M Period commenced to the date on which the O&M Period commenced, divided by the actual number of days in such month; and
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar month from month, beginning the earlier of January 1, 2020 or the day immediately following the date on which the O&M Period commenced, to and after including the Rent Commencement Expiry Date. , in an amount equal to one-twelfth (1/12) of the annual Base Rent; provided, that if the first day of such rental period pursuant to this Section 4.2(a)(ii) shall be other than the first day of a calendar month, the first monthly installment of the Base Rent due and Additional Rent payable pursuant to this Section 4.2(a)(ii) shall be paid as specified the monthly installment prorated by Landlord either the fraction consisting of the number of days elapsed from the day immediately following the date on which the O&M Period commenced to the last day of such month, divided by the actual number of days in such month.
(b) From the period commencing on the earlier of (i) by an “electronic funds transfer” system arranged by January 1, 2020 and among Tenant, Tenant’s bank and Landlord, or (ii) the day immediately following the date on which the O&M Period commenced, to and including the Expiry Date, the Base Rent may be adjusted on January 1 of each Calendar Year by check sent the greater of (x) a percentage composed of the CPI Percentage Increase (but not to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate exceed six percent (6%) in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderany Calendar Year), and are rent reserved within (y) two percent (2%) per annum, as multiplied by the meaning of Section 502(b)(6) of amount due and payable for the Bankruptcy Code or any successor provision theretoimmediately preceding Calendar Year.
Appears in 1 contract
Sources: Lease Agreement
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Expense Stop and Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may adjusted from time to time submit modified proposals as described below, to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from or part thereof during the Term. If either the Term or rent commences on a day other than the first day of a calendar month or ends on a day other than the last day of a calendar month, then the rent for the fractional month shall be appropriately prorated. Expense Stop and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and to Landlord, without deduction or (ii) by check sent offset, at Landlord's Address, or to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” such other person or at such other place as Landlord shall may from time to time designate in writing. The parties acknowledge Effective as of the third (3rd) anniversary of the Commencement Date, the Base Rent shall be adjusted according to the proportion of (1) the Consumer Price Index for All Urban Consumers for San Francisco-Oakland, California, as published by the Bureau of Labor Statistics of the United States Department of Labor ("CPI-U") published most recently prior to such third anniversary date, to (1i) CPI-U published most recently prior to the Commencement Date; provided, however, that as a result of such adjustment the Base Rent shall not be increased by more than twelve percent (12%), nor reduced. On the fourth (4th) anniversary of the Commencement Date, the Base Rent shall again be adjusted according to the proportion of (A) CPI-U published most recently prior to such fourth (4th) anniversary date, to (B) CPI-U published most recently prior to the date of the last adjustment of Base Rent; provided, however, that as a result of such adjustment the Base Rent as previously adjusted shall not be increased by more than four percent (4%), nor reduced. In the event of a change in the manner or method of computing CPI-U, Landlord and Tenant shall endeavor to agree that the obligations owing on a mutually acceptable substitute price index and a date as of which such substitute price index shall take effect. Any and all additional amounts payable by Tenant to Landlord hereunder whether or not identified as additional rent and any amount payable by Tenant to Landlord under this Section 4.1 are rent reserved under this Leasethe Work Agreement attached hereto as Exhibit C, for all purposes hereunder, and are rent reserved within shall be considered additional rent. Base Rent shall be earned in proportion to the meaning amount of Section 502(b)(6) square footage of the Bankruptcy Code Premises which is substantially complete (in accordance with Exhibit C) or any successor provision theretowhen occupied, whichever is first in time.
Appears in 1 contract
Base Rent. During the Lease Term, Tenant will pay as --------- the base rent for the Premises and the Premises Building (a"Base Rent") Commencing in the amounts described in this Section 3, with same being payable without demand, setoff or deduction, in advance, on or before the Rent Commencement Datefirst day of each month, in equal monthly installments, plus applicable sales and other similar taxes as are now or later enacted.
(1) During the first Lease Year, Tenant shall pay Base Rent of $151,515.00 in 12 monthly payments of $12,626.25 (calculated as follows: 6,734 sq. ft. Premises x $22.50 sq. ft./year).
(2) Commencing on the first anniversary of the Lease Commencement Date, and an every anniversary hereafter during the Lease Term, and any Extension Terms (as hereinafter defined) as way be applicable. Tenant's payments of annual Base Rent shall increase by an amount computed in accordance with the following provisions:
(a) Landlord shall compute the increase of the cost of living for each lease year based on the Consumer Price Index - Urban Wage Earners and Clerical Workers (US, City Average - all items) 1982-84 = 100, hereinafter called the "Index," published by the Bureau of Labor Statistics of the United States Department of Labor. The Index number indicated in the amounts set forth Column for U.S. City Average entitled "All Items" in Item 9 September of each Lease Year shall be the "Current Index Number," and the corresponding index number on September, 1998, shall be the "Base Index Number." In the event the Index is discontinued, the Consumer Price Index-Seasonally Adjusted U.S. - City Average for All Items for Urban Wage Earners and Clerical Workers (198284 - 100) published monthly in the "Monthly Labor Review" by the Bureau of Labor Statistics of the Summary United States Department of Basic Terms; provided that if Labor ("CPI-W") shall be used for making the First Reduction computations described below. In the event CPI-W is discontinued, comparable statistics published by a responsible financial periodical or recognized authority selected by the Landlord shall be used for making the computation described below. Once computed, Landlord shall not be obligated to make any adjustments or recomputation, retroactive or otherwise, by reason of any revision or corrections which may later be made in the Index.
(b) The new payment of annual Base Rent for each Year shall be arrived at by multiplication of the Security Deposit is to occur prior to the date on which the first monthly installment payment of Base Rent would be duefor the preceding Lease Year by a fraction, the first monthly installment numerator of which shall be the Current Index Number and the denominator of which shall be the Base Index Number. The new annual payment of Base Rent in the amount of $46,870.83 Rent, divided into twelve monthly installments, shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives due and payable to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, commencing on the first day of each calendar month from and after successive Lease Year. Notwithstanding the Rent Commencement Date. preceding, in no event shall the increase to annual Base Rent and Additional Rent shall in any Lease Year be paid as specified by Landlord either less than three percent (i3 %) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or more than five percent (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(65 %) of the Bankruptcy Code or any successor provision theretopreceding Lease Year's Base Rent.
(3) In consideration of the Tenant Improvements to be constructed by Tenant at its expense, Landlord shall grant to Tenant a credit against the foregoing Base Rent in consideration of the value of the Tenant Improvements described in Section 10 in the sum of $91,200. The credit shall be applied in sixty (60) equal installments against sixty (60) months of Base Rent payable hereunder, beginning with the second month's Base Rent payable hereunder.
Appears in 1 contract
Sources: Shopping Center Space Lease (Florida Savings Bancorp Inc)
Base Rent. Base Rent for the first twelve (a12) Commencing months of the Renewal Term shall be the greater of (i) the Base Rent scheduled for the final month of the initial Lease Term, or (ii) the fair market base rental value of the Premises; Base Rent shall increase by three percent (3%) each twelve (12) months. As used herein, the fair market base rental value of the Premises is defined as the amount of base monthly rental, which a willing and fully informed lessee would pay and which a willing and fully informed lessor would accept for minimum rental of the Premises on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts terms set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as this Lease for a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise month term as of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to first day of the annual Renewal Term. In determining the fair market base rent per square foot for rental value, reference may be made to other recent leases in the Premises for the Extension Term (the “Market Rent”)Building and/or in other buildings owned or managed by Lessor. Landlord Lessor and Tenant Lessee shall negotiate attempt, in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt faith, to agree upon the Market Rent, and, in fair market base rental value of the course of such negotiations, each party may from time to time submit modified proposals to the otherPremises. If they are unable to agree by the parties agree upon the Market Rent one hundred eightieth (180th) day prior to the determination Expiration Date of the arbitrator pursuant Lease Term, then, within ten (10) days thereafter, Lessor and Lessee shall (x) each submit in writing their respective offer of fair market base rental value, and (y) jointly appoint an MAI or other qualified appraiser, who shall deliver, within thirty (30) days after appointment, his or her written letter of opinion as to Section 4.1(b)(ii)which of the two figures submitted by Lessor and Lessee is closest to the fair market base rental value of the Premises effective as of the date the rental adjustment is to occur, whether such agreement is reached during or after the Negotiation Period, the Market Rent which opinion shall be deemed to be the fair market base rental value of the Premises. If such fair market base rental value is less than Base Rent for the last month of the initial Lease Term, then Base Rent for the Renewal Term shall be the same as so agreed.
(ii) If for the last month of the initial Lease Term. The fee of the appraiser shall be paid by the party whose offered figure is not selected by the appraiser. In the event the parties are unable to agree upon on the Market Rent appraiser within the Negotiation Periodten day period, then within ten (10) days thereafter the parties shall each appoint their own appraiser (each an "Initial Appraiser") at their own expense. Within ten (10) days thereafter, the Initial Appraisers shall together appoint a third qualified appraiser. If either party shall, upon selection fails to timely notify the other of its appointment of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determinationInitial Appraiser, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party remaining Initial Appraiser shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii)appraiser hereunder. If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the fair market base rental value of the Premises is not determined prior to the first day of each calendar month from the Renewal Term, this Lease shall nevertheless remain in effect, and after during the Rent Commencement Date. interim period until such rental rate is finally determined, Lessee shall pay Base Rent and Additional Rent in an amount equal to the amount which was scheduled to be paid for the final full month of the initial Lease Term. Any accrued payment shortage, together with interest at the rate of nine percent (9%) per annum on unpaid amounts from the applicable dates, shall be paid as specified by Landlord either made within ten (i10) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) days of the Bankruptcy Code or any successor provision theretodetermination of the renewal rental rate.
Appears in 1 contract
Sources: Lease (Merix Corp)
Base Rent. (a) Commencing As used herein, subject to the annual increases as hereinafter provided, the “Base Rent” for the Demised Property for each month of the Lease Term shall be (US$ ). Tenant shall pay to Landlord Base Rent, in advance, without demand therefor, on or before the Rent first day of each and every calendar month during the Lease Term (each a “Payment Date”) and if the Commencement DateDate is not the first day of a calendar month, Tenant shall pay to Landlord pro-rated Base Rent on the Commencement Date for the partial calendar month in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First ReductionCommencement Date occurs.
(b) Subject to the terms of this Section, (i) The annual on each Adjustment Date (as defined below) throughout the Original Lease Term, the monthly Base Rent per square foot shall increase by the Base Rent Escalation (as defined below), and such increased Base Rent shall apply for the Extension Term will be ninety percent ensuing twelve (90%12) month period; and (ii) for each of the annual First Option Period, the Second Option Period, the Third Option Period and the Fourth Options Period, if such options are timely exercised as provided in Article II, (A) on the Adjustment Date of the first Lease Year of each of the First Option Period, the Second Option Period, the Third Option Period and the Fourth Options Period, the monthly Base Rent shall be increased to Market Rent per square foot(as defined below) and (B) on the Adjustment Date of the second, determined in accordance with this Section 4.1(b); providedthird, howeverfourth and fifth Lease Year of each of the First Option Period, that the Second Option Period, the Third Option Period and the Fourth Options Period, the monthly Base Rent shall increase by the Base Rent Escalation, and such increased Base Rent shall apply for the ensuing twelve (12) month period. Notwithstanding anything herein to the contrary, in no event shall the annual any increased Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot described in this Subsection (b) for the last applicable prior Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsYear.
(c) Base Rent The following terms shall be payable in equal monthly installments of one-twelfth (1/12th) of have the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.following meanings:
Appears in 1 contract
Sources: Master Land and Building Lease (Ryan's Restaurant Leasing Company, LLC)
Base Rent. (a) Commencing A. Beginning on the Rent Commencement Date, Tenant shall pay Base Rent in and for the amounts set forth in Item 9 remainder of the Summary of Basic Terms; provided that if first Lease Year, the First Reduction of the Security Deposit is Tenant agrees to occur prior pay to the date on which the first monthly installment of Base Rent would be dueLandlord, without previous demand therefore, and without setoff or deduction whatsoever, the first following net monthly installment of rent (“Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.Rent”):
(i) The annual Beginning on the Commencement Date through May 30, 2007 - no Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.due; and
(ii) If From June 1, 2007 through the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as remainder of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determinationfirst Lease Year, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) monthly Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) $7,500.00 per month.
B. Commencing with the first day of the annual Base Rent then in effect second Lease Year, to-wit: February 1, 2008 (prorated for any partial months“First Adjustment Date”) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from Lease Year thereafter (“Subsequent Adjustment Date”) during the Initial Term and after any Option Period, the amount of the monthly Base Rent due under this Lease shall be adjusted to an amount equal to the product of the then-current monthly Base Rent multiplied by a fraction having as its numerator the Consumer Price Index (hereinafter defined) published most recently prior to applicable Adjustment Date and as its denominator the Consumer Price Index published most recently prior to Commencement Date. In the event the new Base Rate cannot be determined as of the Adjustment Date, Tenant shall continue to pay the Base Rent and Additional due during the prior Lease Year until Landlord notifies Tenant of the Base Rent, and, within ten (10) days after deliver of such notice, Tenant shall reimburse Landlord for any accrued but unpaid increase. In no event shall the monthly Base Rent, as adjusted on any Adjustment Date, be less than three percent (3%) over the Base Rent payable during the prior Lease year, nor increase by more than seven percent (7%) over the monthly Base Rent payable during the prior Lease Year.
C. As used herein, the term “Consumer Price Index” shall mean the bi-monthly Consumer Price Index published by the Bureau of Labor Statistics of the U.S. Department of Labor, using the index titled “Consumer Price Index - - All Items - - All Urban Consumer (CPI-U) (1982-84=100)” for the Atlanta, Georgia Standard Metropolitan Statistical Area. If the Consumer Price Index shall no longer be published or cannot be adjusted, then another index generally recognized as authoritative shall be paid as specified substituted therefore by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent and the term “Consumer Price Index” shall refer to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretosubstituted index.
Appears in 1 contract
Sources: Ground Lease (Force Protection Inc)
Base Rent. (a) Commencing on During the Rent Commencement DateLease Term, Tenant shall pay to Landlord as annual base rent (used interchangeably as “Base Rent Rent” or “base rent”) for the Premises, without set off, deduction or demand, except as expressly provided for in this Lease, an amount equal to the product of Forty-Eight and 00/100 Dollars ($48.00), multiplied by the total number of square feet of rentable area in the amounts Premises as set forth in Item 9 Section 1.1, which amount shall be increased as provided in Section 3.2 below. The annual base rent payable hereunder during each Lease Year shall be divided into equal monthly installments and such monthly installments shall be due and payable in advance on the first day of each month during such Lease Year. In addition, if the Lease Term begins on a date other than on the first day of a month, rent from such date until the first day of the Summary of Basic Terms; provided that if following month shall be prorated on a per diem basis at the First Reduction of the Security Deposit is to occur prior to the date on which base rate payable during the first monthly installment of Base Rent would be duemonth, the first monthly installment of Base Rent in the amount of $46,870.83 and such prorated rent shall be paid payable in advance as a condition of such First Reductionon the Lease Commencement Date.
(i) The annual Base Rent per square foot for Notwithstanding anything to the Extension Term will be ninety contrary contained in this Article III, Landlord hereby agrees to grant Tenant an abatement of one hundred percent (90100%) of the annual Market Rent per square footbase rent payable hereunder for the first nine (9) full calendar months of the Lease Term (the total amount of such abated base rent, determined in accordance with this Section 4.1(bthe “Abatement” and the period of such Abatement, the “Abatement Period”); provided, however, that if an Event of Default occurs during the Abatement Period, then the foregoing abatement (prorated on a per diem basis) applicable to any days during which such Event of Default continues, uncured, shall be suspended until such Event of Default is cured, whereupon Tenant’s entitlement to the abatement in no event base rent hereunder including, without limitation the portion applicable to the period of such suspension, shall resume from and thereafter. Thereafter Tenant shall pay the full amount of annual Base Rent per square foot base rent due in accordance with the provisions of this Article III. Notwithstanding anything to the contrary in this Section 3.1(b), the rent escalation, as required by Section 3.2 below, shall be based on the full and unabated amount of rent payable for the Extension Term be less than the annual Base Rent per square foot for the last first (1st) Lease Year of the Initial Term. Within sixty (60as set forth in Section 3.1(a) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreedabove.
(ii) If Tenant may elect to apply all or any portion of the parties are unable to agree upon Abatement provided above against the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator base rent payable pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to Two Freedom Lease (the Market Rent. The “Market Rent” shall be determined as Two Freedom Abatement”) in lieu of the commencement of application thereof against the Extension Term at base rent payable under this Lease, by written notice thereof to Landlord (the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do “Abatement Notice”) not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within later than thirty (30) days after both parties have submitted the Effective Date of this Lease. If Tenant timely provides to Landlord the Abatement Notice then (A) the amount of the Abatement described in Section 3.1(b) above automatically shall be decreased by the equivalent amount of the Two Freedom Abatement elected by Tenant in the Abatement Notice, and (B) Landlord shall cause the Two Freedom Owner to apply such proposals Two Freedom Abatement against the base rent next payable under the Two Freedom Lease following the Effective Date until applied in full; provided, however, if an Event of Default occurs under the Two Freedom Lease during any period in which Tenant otherwise is entitled to the arbitratorTwo Freedom Abatement, then such Two Freedom Abatement (prorated on a per diem basis) applicable to any days during which such Event of Default continues, uncured, shall be suspended until such Event of Default is cured, whereupon, provided that the arbitrator shall select one Two Freedom Lease remains in full force and effect (and in all events prior to the early termination contemplated pursuant to Paragraph 2(a) of the proposals as more closely approximating Two Freedom Early Termination Amendment), ▇▇▇▇▇▇’s entitlement to the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator Two Freedom Abatement that was denied shall be deemed to be the Market Rentresume from and thereafter.
(iii) If and to the parties are unable extent that Tenant does not convert the Abatement provided under this Lease to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen Two Freedom Abatement pursuant to Section 3.1(b)(ii) above (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection PeriodRemaining Abatement”), attempt Tenant shall have the right to agree upon an arbitrator elect to whom apply all or any portion of the Remaining Abatement to submit increase the determination amount of Market Rent for binding arbitration the Improvement Allowance provided pursuant to Section 4.1(b)(ii)Exhibit B hereto (the amount of such increase, the “Additional Allowance”) to be applied pursuant to the terms and conditions of Exhibit B hereto, by written notice to Landlord of the amount so elected (the “Additional Allowance Notice”) not later than March 31, 2021. If Tenant timely provides to Landlord the parties are unable to agree upon an arbitrator within Additional Allowance Notice, then (A) the Selection Period, then, at the end amount of the Selection Period, each party Remaining Abatement automatically shall select be decreased by an arbitrator and, within fifteen (15) days after amount equal to the end amount of the Selection PeriodAdditional Allowance elected by Tenant in the Additional Allowance Notice, and (B) the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent Improvement Allowance automatically shall be submitted for binding arbitration pursuant increased by an amount equal to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses amount of the arbitrator to whom Additional Allowance so elected.
3.2 Commencing on the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee first (1st) day of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
second (c2nd) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) Lease Year and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after every Lease Year thereafter during the Rent Commencement Date. Base Rent Lease Term, the annual base rent shall be increased by two and Additional Rent one-half percent (2.5%) of the amount of annual base rent payable for the preceding Lease Year (without regard to any abatement or offset).
3.3 All rent shall be paid to Landlord in legal tender of the United States. Until notice of some other designation is given, all rent and all other charges for which provision is herein made shall be paid by remittance to or for the order of Boston Properties Limited Partnership, as specified by agent of Landlord either (i) by via the VersaPay ARC, Boston Properties on-line Tenant Portal for which an “electronic funds transfer” system arranged by and among Tenantinvite will be sent to Tenant from the VersaPay ARC platform from the email address {redacted} (please contact Landlord at {redacted} with any inquiries respecting VersaPay), Tenant’s bank and Landlord, or (ii) by check sent ACH transfer to Bank of America in Dallas, Texas, Bank Routing Number {redacted} referencing Account Number {redacted}, Account Name of Boston Properties, LP, Tenant’s name and the Property address, (iii) by mail to {redacted}, or (iv) to such other address as Landlord may designate from time to time by written notice to Tenant. Until notice of a different email address is provided to Landlord’s office c/o “▇▇▇▇▇▇ ▇. , ▇▇▇▇▇▇▇▇,” or at such other place ’s email address for information regarding billings and statements is as follows: {redacted}. If Landlord shall from at any time to time designate in writingaccept rent after it shall become due and payable, such acceptance shall not excuse a delay upon subsequent occasions, or constitute or be construed as a waiver of any of Landlord’s rights hereunder. The parties acknowledge and agree that the obligations owing If any sum payable by Tenant under this Section 4.1 are rent reserved under this LeaseLease is paid by check which is returned due to insufficient funds, for stop payment order, or otherwise, then: (a) such event shall be treated as a failure to pay such sum when due; and (b) in addition to all purposes other rights and remedies of Landlord hereunder, Landlord shall be entitled (i) to impose a returned check charge of Fifty Dollars ($50.00) to cover Landlord’s administrative expenses and are rent reserved within overhead for processing, and (ii) after the meaning second (2nd) occurrence of Section 502(b)(6a returned check in any twelve (12) month period or after a third (3rd) occurrence over the Lease Term, to require that all future payments be remitted by wire transfer.
3.4 Landlord and Tenant agree that no rental or other payment for the use or occupancy of the Bankruptcy Code Premises is or shall be based in whole or in part on the net income or profits derived by any successor provision theretoperson or entity from the Building or the Premises. Tenant further agrees that it will not enter into any sublease, license, concession or other agreement for any use or occupancy of the Premises which provides for a rental or other payment for such use or occupancy based in whole or in part on the net income or profits derived by any person or entity from the Premises so leased, used or occupied. Nothing in the foregoing sentence, however, shall be construed as permitting or constituting Landlord’s approval of any sublease, license, concession, or other use or occupancy agreement not otherwise approved by Landlord in accordance with the provisions of Article VII.
Appears in 1 contract
Sources: Lease Agreement (Mandiant, Inc.)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay a. The parties acknowledge that Base Rent in from the amounts set forth in Item 9 Commencement Date of this Lease through and including the last day of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 twenty-fourth (24th) month shall be paid in advance as a condition of such First Reduction.waived by Lessor. COMMERCIAL LEASE AGREEMENT 1
(i) The annual Base Rent per square foot for b. For the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, commencing on the first day of the twenty-fifth (25th) month through the last day of the thirty-sixth (36th) month from the Commencement Date, Lessee shall pay Lessor Base Rent at the rate of $675/acre per month, plus the percentage increase in CPI (hereinafter defined) from December 2010 – December 2012, and adding such percentage increase to the Base Rent for a new Base Rent (“Year 3 Base Rent”).
c. For the period commencing on the first day of the thirty-seventh (37th) month through the last day of the forty-eighth (48th) month from the Commencement Date, Lessee shall pay Lessor Year 3 Base Rent, plus the percentage increase in CPI (hereinafter defined) from December 2012 – December 2013, and adding such percentage increase to the Base Rent for a new Base Rent (“Year 4 Base Rent”).
d. For the period commencing on the first day of forty-ninth (49th) month through the last day of the sixtieth (60th) month from the Commencement Date, Lessee shall pay Lessor Year 4 Base Rent, plus the percentage increase in CPI (hereinafter defined) from December 2013 – December 2014, and adding such percentage increase to the Base Rent for a new Base Rent (“Year 5 Base Rent”). The first such monthly installment shall be due and payable in advance on or before the second anniversary date from the Commencement Date and all additional monthly payments shall be due and payable on or before the first day of each and every succeeding calendar month from and thereafter during the term of this Lease. Payments received after the tenth (10th) day of the month are deemed “late payments” and subject to the charges set forth in Section 2.08. Rent Commencement Date. Base Rent and Additional Rent for any fractional month at the beginning or end of the Lease Term shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoprorated on a per diem basis.
Appears in 1 contract
Sources: Commercial Lease Agreement (Vista International Technologies Inc)
Base Rent. (a) Base Rent for the first month which Tenant is required to pay Base Rent and the Security Deposit shall be due and payable on delivery of an executed copy of this Lease to Landlord. Commencing on the Rent Commencement Date, Tenant shall pay Base Rent to Landlord in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first advance, monthly installment installments of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during on or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on before the first day of each calendar month from and after during the Term hereof, in lawful money of the United States of America, at the office of Landlord for payment of Rent Commencement Dateset forth above. Payments of Base Rent and Additional Rent for any fractional calendar month shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent prorated. Tenant shall have no right at any time to Landlord’s office c/o “▇▇▇▇▇▇ ▇, reduce, or set-off any Rent due hereunder.
(b) Base Rent shall be increased on each annual anniversary of the Rent Commencement Date during the Term (each an “Adjustment Date”) by multiplying the Base Rent payable immediately before such Adjustment Date by the Rent Adjustment Percentage and adding the resulting amount to the Base Rent payable immediately before such Adjustment Date. Base Rent, as so adjusted, shall thereafter be due as provided herein. Base Rent adjustments for any fractional calendar month shall be prorated. “CPI Adjustment Percentage” means (i) a fraction, stated as a percentage, the numerator of which shall be the Index for the calendar month 3 months before the month in which the Adjustment Date occurs, and the denominator of which shall be the Index for the calendar month 3 months before the last Adjustment Date or, if no prior Base Rent adjustment has been made, 3 months before the first day of the first full month during the Term of this Lease, less (ii) 1.00. “Index” means the “Consumer Price Index-All Urban Consumers-MD, DC & VA Metropolitan Area, All Items” compiled by the U.S. Department of Labor, Bureau of Labor Statistics, (1982-84 = 100). If a substantial change is made in the Index, the revised Index shall be used, subject to such adjustments as Landlord may reasonably deem appropriate in order to make the revised Index comparable to the prior Index. If the Bureau of Labor Statistics ceases to publish the Index, then the successor or most nearly comparable index, as reasonably determined by Landlord, shall be used, subject to such adjustments as Landlord may reasonably deem appropriate in order to make the new index comparable to the Index. Landlord shall give Tenant written notice indicating the Base Rent, as adjusted pursuant to this Section, and the method of computation and Tenant shall pay to Landlord an amount equal to any underpayment of Base Rent by Tenant within 15 days of Landlord’s notice to Tenant. Failure to deliver such notice shall not reduce, ▇▇▇▇▇▇▇▇,” , waive or at such other place as Landlord shall from time diminish Tenant’s obligation to time designate in writing. The parties acknowledge and agree that pay the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoadjusted Base Rent.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall agrees to pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” mailing address identified in Section 1.1, or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderbase rent, as calculated below, in equal monthly installments, and are rent reserved within proportionately at such rate for any partial month (“Base Rent”). Payment of Base Rent shall commence on the meaning Rent Commencement Date, unless otherwise delayed as set forth herein, and shall be paid monthly in advance on the first day of Section 502(b)(6each and every calendar month during the Term. Payments of Base Rent received more than five (5) days after the due date may be subject to a late payment penalty equal to two percent (2%) of the Bankruptcy Code or payment amount for each month the payment is late. Tenant’s Base Rent for the Leased Premises shall be equal to and fixed at a rate of $26.80 per square foot, based on the net rentable area of the Leased Premises as determined and confirmed by Section 2.1 above, provided, however, in the event the annual interest rate on the Construction Loan exceeds 4.50%, then Base Rent for the Leased Premises shall increase as set forth on Exhibit B up to a maximum rate of $28.49 per square foot, it being the intent hereof that, for purposes of calculating the fixed rate of Base Rent pursuant to this Section 4.1, said annual interest rate shall be capped at 5.50%. Once determined in accordance with the foregoing, the Base Rent shall remain fixed for the first five (5) lease years hereunder, measured from the Rent Commencement Date. Commencing at the inception of the 6th anniversary of the Rent Commencement Date, and annually thereafter, the Base Rent shall escalate for each remaining year of the Term at the rate of 1% per annum over the prior year’s Base Rent. Subject at all times to Landlord’s remaining obligations set forth in this Lease and in the Work Letter, including, but not limited to, as set forth in Section 2.3 above, the Leased Premises are anticipated to be completed in stages with the Rent Commencement Date(s) occurring thirty (30) days following Substantial Completion of each stage. The Base Rent coming due at each stage will be a pro-rata allocation of Base Rent based upon the percentage of completion that each such stage represents relative to the overall net rentable area of the completed Project, as determined and confirmed by Section 2.1 above. The allocation for any successor provision theretostaged rent due for the Parking Facility is as set forth in the Parking Lease.
Appears in 1 contract
Sources: Lease Agreement (HS Spinco, Inc.)
Base Rent. The base rent for the Premises (a“Base Rent”) Commencing shall be the Fair Market Rental Value of the Premises (the “FMR”) as of the Commencement Date based on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.following:
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), 2.1.1 Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions seek to agree as to the annual fair market base rent per square foot for amount of the Premises for FMR, taking into consideration all relevant factors (collectively, the Extension Term “Factors”). If Landlord and Tenant cannot mutually agree upon the FMR within one hundred eighty (180) days of the Commencement Date (the “Market RentNotice Date”). , then (i) Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market RentTenant, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within no later than fifteen (15) days after the end Notice Date, shall give written notice to the other party setting forth its reasonable, good faith calculation of the Negotiation Period FMR and (ii) the FMR shall be determined by arbitration as hereinafter provided.
2.1.2 Pursuant to such fifteen arbitration, Landlord and Tenant each shall, no later than the day that is forty-five (1545) day period being herein called days following the “Selection Period”)Notice Date, attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii)select a Real Estate Appraiser, as hereinafter defined. If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each either party shall select an arbitrator andfail to so appoint a Real Estate Appraiser, within fifteen the one Real Estate Appraiser so appointed shall proceed to determine the FMR in accordance with the terms hereof. In the event that the Real Estate Appraisers selected by Landlord and Tenant agree as to the FMR, said determination shall be binding on Landlord and Tenant. In the event that the Real Estate Appraisers selected by Landlord and Tenant cannot agree as to the FMR on or before the day that is sixty (1560) days after following the end of Notice Date, then said Real Estate Appraisers shall jointly select a third Real Estate Appraiser, provided that if they cannot agree on the Selection Periodthird Real Estate Appraiser on or before the day that is seventy-five (75) days following the Notice Date, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator then said third Real Estate Appraiser shall be selected in accordance with the rules prescribed by the American Arbitration AssociationAAA in ▇▇▇▇▇ County, Florida (or any successor thereto). Any arbitrator selected by either party, The FMR shall then be determined by the arbitrators selected by third Real Estate Appraiser no later than the parties or by day that is one hundred five (105) days following the American Arbitration Association Notice Date and said determination shall be independent of both parties binding on Landlord and Tenant. In making their determinations, the Real Estate Appraiser(s) shall consider the Factors and shall have such experience, follow the directions set forth in this Article. The Real Estate Appraiser(s) shall be required to select either the FMR proposed by Landlord or the FMR proposed by Tenant as the actual annual fair market rental of the Premises. The term “Real Estate Appraiser” shall mean a licensed real estate broker or salesperson or fit and impartial person having not less than ten (10) years’ experience as an appraiserappraiser of medical oncology radiation treatment centers and in addition, as would qualify such arbitrator as an expert with respect to leasing terms shall have had reasonable experience appraising leasehold estates in Nebraska and/or the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selectionsurrounding states. The parties appraisal shall share equally be conducted in accordance with the fees and expenses provisions of this Section and, to the extent not inconsistent herewith, in accordance with the prevailing rules of the arbitrator to whom the AAA in ▇▇▇▇▇ County, Florida (or any successor thereto). The final determination of Market Rent is submittedthe Real Estate Appraiser(s) shall be in writing and shall be binding and conclusive upon the parties, each of which shall receive counterpart copies thereof. In rendering such decision the Real Estate Appraiser(s) shall not add to, subtract from or otherwise modify the provisions of this Lease. Landlord and Tenant shall each pay the fee fees of their respective Real Estate Appraisers. The fees of the arbitrator selected by it. In making its determination of Market Rentthird Real Estate Appraiser, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent if any, shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretodivided evenly.
Appears in 1 contract
Base Rent. (a) Commencing The amount of Lessee's monthly base rental payments shall be dependent upon whether Lessor obtains the funding for the Improvement Loan. In the event that Lessor provides to Lessee the funding for the Improvement Loan prior to the Rent Commencement Date, Lessee shall pay to Lessor, beginning on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 under Column A of Exhibit A-1, "Schedule of Monthly Base Rental Payments", as its Base Rent. In the Summary event that Lessor does not provide the funding for the Improvement Loan, Lessee shall pay to Lessor, beginning on the Rent Commencement Date, the amounts set forth under Column B of Basic Terms; provided Exhibit A-1, "Schedule of Monthly Base Rental Payments", as its Base Rent. In the event that if Lessor provides the First Reduction of funding for the Security Deposit is to occur prior Improvement Loan subsequent to the date on which the first monthly installment of Base Rent would be dueCommencement Date, the first monthly installment of Base Rent in the amount of $46,870.83 the Improvement Loan proceeds payable by Lessor to Lessee shall be paid in advance as a condition of such First Reduction.
reduced by Twenty Thousand Dollars (i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents$20,0000) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Upon the providing of the Improvement Loan proceeds by Lessor to Lessee, Lessee shall, in the succeeding month and every month thereafter, pay the amounts set forth under Column A of Exhibit A-l, "Schedule of Monthly Base Rental Payments" as its Base Rent. For example, if the Rent Commencement Date is November 1, 1991 and if on December 30, 1991 Lessor provides to Lessee funding for the Improvement Loan, the amount of the Improvement Loan proceeds would be $535,000.00 and, beginning January 1, 1992 (Month 3), Lessee's Monthly Base Rent and Additional would be $21,381.00. Upon execution of this Lease, Lessee shall pay Lessor Twenty-One Thousand Three Hundred Eighty-One no/100 dollars ($21,381.00) as Base Rent for the first month in which rent is due. Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, payable in lawful money of the United States to Lessor at the address stated herein or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” such other persons or at such other place places as Landlord shall from time to time Lessor may designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Sublease (Burke Industries Inc /Ca/)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of an annual Base Rent in the amount set forth above in the Basic Lease Information. The Initial Monthly Base Rent for the third (3rd) month of $46,870.83 the Term shall be paid in advance as a condition of such First Reduction.
due and payable within five (i5) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) business days after Tenant’s execution of this Lease, and Tenant gives promises to pay to Landlord written notice of exercise of the extension option pursuant to Section 2.4(din advance, without demand, deduction or set-off (except as expressly permitted under this Lease), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on or before the first day of each calendar month commencing with the third calendar month succeeding the Commencement Date (as that date may be extended as provided in Paragraph 2(c)). Payments of Base Rent for any fractional calendar month shall be prorated. All payments required to be made by Tenant to Landlord hereunder (or to such other party as Landlord may from and after time to time specify in writing) shall be made by electronic funds transfer or bank wire transfer of immediately available federal funds at such place, within the Rent Commencement Datecontinental United States, as Landlord may from time to time designate to Tenant in writing. The obligation of Tenant to pay Base Rent and Additional Rent other sums to Landlord and the obligations of Landlord under this Lease are independent obligations. Except as expressly set forth in this Lease, Tenant shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenanthave no right at any time to abate, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “r▇▇▇▇▇▇ ▇, or set-off any rent due hereunder. ▇▇▇▇▇▇▇▇,” If Tenant is delinquent in any monthly installment of Base Rent or of estimated Operating Expenses (as defined below) for more than five (5) days, Tenant shall pay to Landlord on demand a late charge equal to six percent (6%) of such delinquent sum; provided, however, that, not more than once during any twelve (12)- month period during the Term (as extended), Tenant shall be entitled to written notice of non-receipt of Base Rent or estimated Operating Expenses from Landlord, and Tenant shall not be liable for any late charge with respect thereto if such installment of Base Rent or estimate Operating Expenses is received by Landlord within five (5) days after Tenant’s receipt of such notice. The provision for such late charge shall be in addition to all of Landlord's other rights and remedies hereunder or at such other place law and shall not be construed as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoa penalty.
Appears in 1 contract
Sources: Lease (Bloom Energy Corp)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall agrees to pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” mailing address identified in Section 1.1, or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderbase rent, as calculated below, in equal monthly installments, and are rent reserved within proportionately at such rate for any partial month (“Base Rent”). Payment of Base Rent shall commence on the meaning Rent Commencement Date, unless otherwise delayed as set forth herein, and shall be paid monthly in advance on the first day of Section 502(b)(6each and every calendar month during the Term, Payments of Base Rent received more than five (5) days after the due date may be subject to a late payment penalty equal to two percent (2%) of the Bankruptcy Code or payment amount for each month the payment is late. Tenant’s Base Rent for the Leased Premises shall be equal to and fixed at a rate of $26.80 per square foot, based on the net rentable area of the Leased Premises as determined and confirmed by Section 2.1 above, provided, however, in the event the annual interest rate on the Construction Loan exceeds 4.50%, then Base Rent for the Leased Premises shall increase as set forth on Exhibit B up to a maximum rate of $28.49 per square foot, it being the intent hereof that, for purposes of calculating the fixed rate of Base Rent pursuant to this Section 4.1, said annual interest rate shall be capped at 5.50%. Once determined in accordance with the foregoing, the Base Rent shall remain fixed for the first five (5) lease years hereunder, measured from the Rent Commencement Date, Commencing at the inception of the 6th anniversary of the Rent Commencement Date, and annually thereafter, the Base Rent shall esoalate for each remaining year of the Term at the rate of 1% per annum over the prior year’s Base Rent. Subject at all times to Landlord’s remaining obligations set forth in this Lease and in the Work Letter, including, but not limited to, as set forth in Section 2.3 above, the Leased Premises are anticipated to be completed in stages with the Rent Commencement Date(s) occurring thirty (30) days following Substantial Completion of each stage. The Base Rent coming due at each stage will be a pro-rata allocation of Base Rent based upon the percentage of completion that each such stage represents relative to the overall net rentable area of the completed Project, as determined and confirmed by Section 2.1 above. The allocation for any successor provision theretostaged rent due for the Parking Facility is as set forth in the Parking Lease.
Appears in 1 contract
Sources: Lease Agreement (HS Spinco, Inc.)
Base Rent. For purposes of this Lease, the “Base Rent Commencement Date” shall mean the later of (a) forty-five (45) days following Substantial Completion of the Leasehold Improvement Work for the North Building (as defined in the Construction Addendum), and (b) November 1, 2008; provided that Substantial Completion of the Leasehold Improvement Work has been achieved. Commencing on the Base Rent Commencement Date, Tenant shall hereby covenants and agrees to pay “Base Rent” in accordance with the Base Rent in the amounts schedule set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Exhibit “D,” attached hereto and made a part hereof. Base Rent would shall be duepaid without demand, set off or deduction, except as otherwise expressly set forth in this Lease, to Landlord at the first monthly installment of Base Rent address set forth in the amount of $46,870.83 this Lease or such other address as Landlord directs in writing, and shall be paid in advance as a condition in equal monthly installments on the first day of such First Reduction.
(i) The annual Base Rent per square foot for each month in lawful United States currency, together with any and all rental, sales or use taxes levied by any governmental body having authority upon the Extension Term will be ninety percent (90%) use or occupancy of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord Premises and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base any rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the otheror other charges payable hereunder. If the parties agree upon Base Rent Commencement Date should be a date other than the Market Rent prior first day of a calendar month, the monthly rental applicable to the determination first full calendar month will also apply to the initial partial calendar month and will be prorated to the end of the arbitrator pursuant partial calendar month. As provided in, and subject to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Periodterms of, the Market Rent shall be as so agreed.
(ii) If Construction Addendum, if any Tenant Delay delays Substantial Completion of the parties are unable to agree upon the Market Rent within the Negotiation PeriodLeasehold Improvement Work, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as Substantial Completion of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator Leasehold Improvement Work shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end date that Substantial Completion of the Negotiation Period (Leasehold Improvement Work would have been achieved, but for such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiserTenant Delay, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected reasonably determined by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsLandlord.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Lease Agreement (Office Depot Inc)
Base Rent. (a) 3.1 Commencing on June 1, 1998 (the "Rent Commencement Date") and continuing throughout the remainder of the Lease Term, Tenant shall pay Base Rent to Landlord as annual base rent for the Premises, without set off, deduction or demand, an amount equal to the sum of Twenty-Six Dollars ($26.00) multiplied by the total number of square feet of Net Rentable Area in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on Premises, which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid subject to adjustment as provided in advance as a condition of such First Reduction.
(i) Section 3.2 hereof. The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last base rent payable hereunder during each Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking divided into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and such monthly installments shall be paid without offset for any reason, due and payable in advance, advance on the first day of each month during such Lease Year. Concurrently with the signing of this Lease, Tenant shall pay to Landlord the sum of Fifty Thousand Nine Hundred Ninety-Nine Dollars ($50,999.00), which sum shall be credited by Landlord toward the monthly installment of base rent due for the first full calendar month falling within the Lease Term. If the Lease Term begins on a date other than on the first day of a month, rent from such date until the first day of the following month shall be prorated on a per diem basis at the base rate payable during the first Lease Year, and after such prorated rent shall be payable in advance on the Rent Lease Commencement Date. Base Rent .
3.2 Commencing on the first (1st) day of the second (2nd) Lease Year and Additional Rent on the first (1st) day of each and every Lease Year thereafter during the Lease Term, the annual base rent shall be increased by two and one-half percent (2.5%) of the amount of annual base rent payable for the immediately preceding Lease Year.
3.3 All rent shall be paid as specified by to Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, in legal tender of the United States at the address to which notices to Landlord are to be given or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place party or to such other address as Landlord shall may designate from time to time designate in writingby written notice to Tenant. The parties acknowledge If Landlord shall at any time accept rent after it shall become due and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Leasepayable, for all purposes such acceptance shall not excuse a delay upon subsequent occasions, or constitute or be construed as a waiver of any of Landlord's rights hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Lease Agreement (Cta Incorporated)
Base Rent. (a) Commencing on the Rent The “Commencement Date, Tenant ” shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to mean the date on which the first monthly installment of Base Rent would be dueSubstantial Completion Date (as defined in Exhibit B) occurs. Lessor and Lessee will confirm in writing the Commencement Date. Subject to any Project Delays (as defined in Exhibit B), commencing on the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) later of the annual Market Rent per square footCommencement Date or April 1, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term 2023 (the “Market Rent Commencement Date”), Lessee shall pay to Lessor as base annual rent an amount equal to the Final Cost multiplied by NINE AND TWENTY-FIVE HUNDREDTHS PERCENT (9.25%) (“Base Rent”). Landlord and Tenant shall negotiate , payable to Lessor in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in twelve equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar month from and after during the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or Term at such other place as Landlord Lessor shall designate from time to time designate in writing, without offset, deduction or demand. The parties acknowledge By way of example, in the event the Final Cost is $10,000,000, the annual Base Rent shall be $925,000, payable in monthly installments of $77,083.33. Base Rent for any period during the Term which is less than one (1) month shall be paid in a pro rata portion of the monthly rental installment amount. Lessor shall deliver notice to Lessee of Lessor’s calculation of the Base Rent at the same time Lessor delivers notice to Lessee that Lessor’s Work is substantially complete (the “Base Rent Notice”). In addition, Lessee acknowledges that all costs and agree expenses comprising the Final Cost which are used in the calculation of Base Rent may not be available at the time Lessor delivers notice that Lessor’s Work is complete, therefore, Lessor shall have the obligations owing by Tenant under this Section 4.1 are rent reserved under this Leaseright, for all purposes hereundera period of six (6) months after Lessor delivers the Base Rent Notice, and are rent reserved within to deliver written notice to Lessee (the meaning of Section 502(b)(6“Adjusted Base Rent Notice”) adjusting Base Rent to reflect the actual Final Cost. Lessee shall pay Base Rent as set forth in the Adjusted Monthly Rent Notice on the first day of the Bankruptcy Code or month immediately following Lessee’s receipt of the Adjusted Base Rent Notice and, in addition, Lessee shall pay to Lessor the incremental difference in Base Rent for any successor provision theretoprior months in the event Base Rent as set forth in the Adjusted Base Rent Notice is greater than the Base Rent set forth in the Base Rent Notice. In the event such incremental difference in Base Rent is greater than $20,000, it may be paid in six equal installments over the six months following the Adjusted Monthly Base Rent Notice.
Appears in 1 contract
Sources: Charter School Lease
Base Rent. (a) Commencing on 2.01 In addition to Tenant’s obligation to pay Base Rent for the Rent Commencement DateOriginal Premises, Tenant shall pay Landlord Base Rent for the Expansion Space as follows: Expansion Effective Date – Expansion Space Termination Date $ 46.00 $ 80,599.67 Base Rent for any partial month, if any, shall be prorated. All such Base Rent shall be payable by Tenant in accordance with the amounts set forth in Item 9 terms of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior Lease.
2.02 Notwithstanding anything in this Section to the date on which the first monthly installment of Base Rent would contrary, so long as Tenant is not in Default, Tenant shall be due, the first monthly installment entitled to an abatement of Base Rent in the amount of (a) $46,870.83 shall be paid in advance as a condition 80,599.67 per month for the period commencing on the Expansion Effective Date and continuing through the date (the “Expansion Space Trigger Date”) which is the earlier to occur of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square footJune 1, determined in accordance with this Section 4.1(b); provided2015, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as date Tenant takes occupancy of the commencement Expansion Space and commences to conduct Tenant’s usual and customary business therein, (b) $53,766.34 per month for the period beginning on the Expansion Space Trigger Date and ending on the last day of the Extension Term at 6th full calendar month following the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, conditionExpansion Space Trigger Date, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of $26,933.00 per month for the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, period commencing on the first day of each the 7th full calendar month from following the Expansion Space Trigger Date and after ending on the Rent Commencement Date. Expansion Space Termination Date (the “Base Rent and Additional Abatement Period”). The amount of Base Rent abated during the Base Rent Abatement Period shall herein be paid referred to as specified by Landlord either the “Abated Base Rent”. The balance of the monthly installments of Base Rent payable for (i) by an “electronic funds transfer” system arranged by the period commencing on the Expansion Space Trigger Date and among Tenantending on the last day of the 6th full calendar month following the Expansion Space Trigger Date (i.e., Tenant’s bank $26,833.33 per month) and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within period commencing on the meaning of Section 502(b)(6) first day of the Bankruptcy Code or any successor provision thereto7th full calendar month following the Expansion Space Trigger Date and ending on the Expansion Space Termination Date (i.e., $53,666.67 per month) (each, a “Remaining Monthly Balance”) shall be payable in accordance with the terms of the Lease.
Appears in 1 contract
Sources: Office Lease Agreement (Rapid7 Inc)
Base Rent. Tenant shall pay to Landlord, as minimum guaranteed rental (the "Base Rent") during the Initial Term the following amounts:
(a) YEARS ONE (1) THROUGH FIVE (5). Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i1st) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as day of the commencement of the Extension Initial Term at of this Lease, the then current arms-length negotiated base rents being charged annual Base Rent shall be an amount equal to new 110% of the total first month's payment (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rentsthe "Initial Loan Payment") for comparable space in comparable buildings located in all loans obtained by Landlord for the market area purpose of the Project, taking into account purchase of real estate and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities construction of the Building. The Market Rent may include escalations at various points during Premises (the Extension Term"Loans"). For the purposes of such determination, determining the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by amount of the arbitrator Initial Loan Payment shall be deemed to be the Market Rentdetermined by assuming level monthly payments over a twenty year period.
(iiib) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen YEARS SIX (156) days after the end of the Negotiation Period THROUGH TEN (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii10). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Base Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected increased by 5% at the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses beginning of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee sixth year of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsInitial Term.
(c) YEARS ELEVEN (11) THROUGH FIFTEEN (15). Commencing at the beginning of the eleventh year of the Initial Term, and continuing through the last day of the Initial Term hereof, the annual Base Rent shall be payable in an amount equal monthly installments of one-twelfth (1/12th) of to the annual Base Rent then during first year of the Initial Term, increased by an amount equal to the increase in effect the cost of living from three (prorated for any partial months3) months prior to the Commencement Date of this Lease until three (3) months prior to the end of tenth year of the Initial Term hereof, as reflected in the Consumer Price Index For All Items and Major Group Figures For All Urban Consumers published by the Bureau of Labor Statistics, US Department of Labor ("Index"), payable by Tenant to Landlord in equal monthly installments. Notwithstanding the foregoing, the maximum increase in the rent between the Commencement Date and the eleventh year of the Initial Term shall be paid without offset for any reason, in advance, not exceed 20%.
(d) YEARS SIXTEEN (16) THROUGH TWENTY (20). Commencing on the first (1st) day of each calendar month from the First Renewal Term hereof and after continuing through the Rent Commencement Date. last day of the First Renewal Term hereof, the annual Base Rent and Additional Rent shall be paid as specified by Landlord either (i) an amount equal to the annual Base Rent during the last year of the Initial Term, increased by an “electronic funds transfer” system arranged by and among Tenantamount equal to the increase in the cost of living from three (3) months prior to the beginning of the eleventh year of the Initial Term until three (3) months prior to the end of the Initial Term, Tenant’s bank and Landlordas reflected in the Index, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing payable by Tenant under this Section 4.1 are to Landlord in equal monthly installments. Notwithstanding the foregoing, the maximum increase in the rent reserved under this Lease, for all purposes hereunder, and are rent reserved within between the meaning of Section 502(b)(6) eleventh year of the Bankruptcy Code or any successor provision theretoInitial Term and the first year of the First Renewal Term shall not exceed 10%.
(e) YEARS TWENTY-ONE (21) THROUGH TWENTY-FIVE (25). Commencing on the first (1st) day of the Second Renewal Term hereof and continuing through the last day of the Second Renewal Term hereof, the annual Base Rent shall be an amount equal to the annual Base Rent during the First Renewal Term, increased by an amount equal to the increase in the cost of living from three (3) months prior to the date of commencement of the First Renewal Term until three (3) months prior to the end of the First Renewal Term, as reflected in the Index, payable by Tenant to Landlord in equal monthly installments. Notwithstanding the foregoing, the maximum increase in the rent between the beginning of the First Renewal Term and the beginning of the Second Renewal Term shall not exceed 10%.
Appears in 1 contract
Base Rent. It is hereby acknowledged and agreed that Base Rent was paid in the amount and manner provided in the initial lease through October, 2014, and that it was agreed by the parties that commencing November 2014 and thereafter that Tenant would pay Base Rent calculated in an annual amount and rate equal to ten (a10%) Commencing percent of the amounts budgeted as reflected on Exhibit B and amendments to Exhibit B from time to time pursuant to change orders also referenced on Exhibit B and amendments thereto from time to time as additional portions of the Building space was constructed and completed by Landlord and made available by Landlord to Tenant for occupancy, for each year, or portion of each year on a prorated basis, for the remainder of the first five (5) years of the initial term of this Lease. It is further acknowledged and agreed that payment of Base Rent Commencement Datefor the term of this Lease through March 31, 2016 is reflected on Exhibit A-l, and that such Base Rent has been calculated and paid in the manner described above incorporating agreed change orders 1 through 8, but that additional Base Rent attributable to agreed change order 9 incorporated in the calculation of Base Rent for the months of January, February and March 2016 has not been paid, and that, upon execution of this Amended Lease, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided execute amended Exhibit B, “effective 12-8-15,” incorporating agreed change order 9, and that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of such additional Base Rent in the amount of $46,870.83 10,491.00 shall be paid by Tenant to Landlord with the payment of the Base Rent for April 2016. It is further acknowledged and agreed that all construction by Landlord as herein defined has been completed, the entirety of the Demised Premises made available to Tenant in the manner herein provided as of March 31, 2016, and upon the execution of this Amended Lease the parties shall execute amended Exhibit B, “effective 3-31-16,” incorporating agreed change order 10 in the calculation of Base Rent, and that commencing April 1, 2016, and for the remainder of the first five (5) years of the initial term of this Lease the Base Rent shall be an annual amount of $2,474,644.00 per year, payable in monthly installments of $206,220.00 each, commencing April 1, 2016 and on the first day of each month thereafter until and unless further modified. It is further agreed that copies of Exhibit B attached to the initial lease and copies of all amended Exhibits B shall be, and are, attached hereto and referenced herein collectively as “Exhibit B.” For and during each of the remaining two (2) five (5) year periods of the initial term of this Lease all Base Rent for all purposes may be modified by Landlord, not to exceed an increase for each such successive five (5) year period of ten (10%) per cent of the amount and rate of such Base Rent in effect upon the expiration of the immediately preceding five (5) year period. All such Base Rent shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, due and payable in advance, advance on the first day of each calendar month from and after during the Rent Commencement Dateterm hereof. Base Rent and Additional Rent All required rental payments shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenantmade to Belpre IV, Tenant’s bank and LandlordLLC, or (ii) by check sent to Landlord’s office c/o “1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder▇▇▇▇, and are rent reserved within the meaning shall continue to be made at this address until Landlord advises of Section 502(b)(6) any change of the Bankruptcy Code or any successor provision theretoaddress.
Appears in 1 contract
Base Rent. An annual rent (ahereinafter referred to as the "Base Rent") Commencing on comprised of the Rent Commencement Dateaggregate of the following components:
4 7 (i) Net Component. A net component (hereinafter referred to as the "Net Component") which:
(A) for the first Lease Year during the Term, Tenant shall pay Base Rent is (i) Fourteen and No/100 Dollars ($14.00) per square foot in the amounts set forth in Item 9 Premises plus (ii) if the Term commences on a day other than the first (1st) day of a calendar month, one three-hundred sixty-fifth (1/365) of the Summary Net Component for each day of Basic Termssuch calendar month falling within the Term; provided and
(B) for each Lease Year thereafter during the Term, is a sum equaling the product obtained by multiplying (i) the Net Component for the immediately preceding Lease Year by (ii) a fraction, whose numerator is the total of (x) the Consumer Price Index for Urban Wage Earners and Clerical Workers Revised (1982-84=100), Metropolitan Washington, D.C. Index, published by the Bureau of Labor Statistics of the United States Department of Labor ("Consumer Price Index") for the calendar month containing the Commencement Date ("Initial Consumer Price Index") plus (y) thirty percent (30%) of the amount by which the Consumer Price Index for the calendar month immediately preceding that during which such Lease Year commences ("Lease Year Consumer Price Index") exceeds the Initial Consumer Price Index and whose denominator is the Initial Consumer Price Index. In each case, if the Consumer Price Index is not so published for such calendar month, then the Consumer Price Index for the most recent calendar month or other period for which it is so published; provided, that if the First Reduction of the Security Deposit is to occur prior to Lease Year Consumer Price Index has not been published by the date on which the first monthly installment of the Base Rent would be dueaccrues for such Lease Year, then until such Consumer Price Index is published for such calendar month, Tenant shall pay on account of the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot Net Component for the Extension Term will be ninety percent (90%) of calendar month immediately preceding that during which the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives commenced, and shall thereafter pay to Landlord, promptly upon written demand by Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market RentConsumer Price Index is so published, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.the
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Base Rent. (a) Commencing on Except with respect to the Rent Commencement DateSecond Amendment Premises, Tenant shall agrees to pay Base Rent in Landlord annual base rent for the amounts set forth in Item 9 of Premises at the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount rate of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent 28.00 per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per rentable square foot, determined payable in accordance with this Section 4.1(btwelve equal monthly installment in advance of the first day of each calendar month, subject to increase as provided in Sections 4.2 and 8.6(c) below (the "PRE-SECOND AMENDMENT BASE RENT"); provided. Except as otherwise provided herein, however, that in no event shall the annual Pre-Second Amendment Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty expansion space (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparabilityincluding, without limitation, such considerations the Initial Fourth Floor Expansion Space, Second Floor and Long Term Expansion Space) will be the Pre-Second Amendment Base Rent in effect as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during date the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements expansion space is added to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless Second Floor and any Long Term Expansion Space (as defined below) will commence on the parties have then agreed upon the Market Rent, the proposed Market Rent set forth date specified in such proposal selected by the arbitrator shall be deemed to be the Market RentSection 8.7 below.
(iiib) If Tenant agrees to pay Landlord annual base rent for the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, Second Amendment Fifth Floor Premises at the end rate of the Selection Period$8.00 per rentable square foot, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in twelve equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar month from month, subject to increase as provided in Section 4.2 below (the "SECOND AMENDMENT FIFTH FLOOR BASE RENT").
(c) Tenant agrees to pay Landlord annual base rent for the Second Amendment Sixth Floor Premises at the rate of $28.84 per rentable square foot, payable in twelve equal monthly installments in advance on the first day of each calendar month, subject to increase as provided in Section 4.2 below (the "SECOND AMENDMENT SIXTH FLOOR BASE RENT")."
(d) Tenant agrees to pay Landlord annual base rent for the Second Amendment First Floor Premises at the rate of $16.65 per rentable square foot, payable in twelve equal monthly installments in advance on the first day of each calendar month, subject to increase as provided in Section 4.2 below (the "SECOND AMENDMENT FIRST FLOOR BASE RENT"). (The Second Amendment First Floor Base Rent, the Second Amendment Fifth Floor Base Rent, and after the Second Amendment Sixth Floor Base Rent Commencement Date. are sometimes collectively referred to herein as the "SECOND AMENDMENT BASE RENT;" the Pre-Second Amendment Base Rent and Additional the Second Amendment Base Rent shall be paid are sometimes collectively referred to herein as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto."BASE RENT;"
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Base Rent. (ai) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in to Landlord, during the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be dueTerm, the first monthly installment of Base Rent in the an annual rent amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Base Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange , exclusive of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered any other charge to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” paid by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitratorTenant, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal equal, consecutive monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reasoninstallments, in advance, without any abatement, deductions, reduction or set-off whatsoever, on the first day of each calendar month from throughout the Term and after pro rata for any partial month during the Term. The Base Rent as of the Commencement Date shall be Four Million One Hundred Fifty-Two Thousand Eight Hundred Seventy-Seven and 00/100 Dollars ($4,152,877.00) (the “Initial Base Rent”).
(ii) Following the Commencement Date. , the Initial Base Rent shall be reset as of the earlier of (A) the first day of the month that immediately follows the month in which Stabilization of the Property occurs and (B) January 1, 2025 (such earlier date, the “Initial Rent Reset Date”), as follows: The Initial Base Rent shall be reset to an amount equal to the sum of (1) the Initial Base Rent and Additional (2) the aggregate sum of the Rent Adjustment Amount (as hereinafter defined) for each lease year that would have been calculated during the period beginning on the Commencement Date and ending on the Initial Rent Reset Date (including pro rata for any partial lease year during such period) had the Base Rent been increased annually by an amount equal to the Rent Adjustment Amount on each anniversary of the Commencement Date during such period, with, for the avoidance of doubt, each such Rent Adjustment Amount compounded over the prior lease years. For the avoidance of doubt, the Initial Base Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by fixed and among Tenantwithout adjustment until it is reset on the Initial Rent Reset Date, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that accordance with the obligations owing by Tenant under terms of this Section 4.1 are rent reserved under 3(a)(ii).
(iii) Beginning on the first (1st) anniversary of the Initial Rent Reset Date and on each anniversary thereafter during the Term of this Lease, for all purposes hereunderthe then-current Base Rent will increase by an amount equal to the Rent Adjustment Amount.
(iv) As used herein, and are rent reserved within “Rent Adjustment Amount” means, with respect to any sum (as may have been previously adjusted, the meaning “Initial Sum”), an amount equal to the product of Section 502(b)(6(1) of the Bankruptcy Code or any successor provision theretoInitial Sum multiplied by (2) sixty-six hundredths percent (0.66%).
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Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in for the amounts set forth in Item 9 first Lease Year of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would Initial Term shall be due, the first monthly installment of Base Rent in the amount of $46,870.83 3,480,781.00 and shall be paid increased by two percent (2%) on the first day of each subsequent Lease Year during the Initial Term, as more particularly set forth in advance the Base Rent Schedule attached hereto as a condition of such First ReductionSchedule 2.
(b) On the first day of the first Optional Term, Base Rent shall be the greater of: (i) The annual the Fair Market Base Rent; and (ii) the Base Rent per square foot for the Extension Lease Year immediately preceding the first Optional Term will be ninety increased by two percent (902%) ). On the first day of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last second Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise first Optional Term and each subsequent Lease Year during the remainder of the extension option pursuant to Section 2.4(dTerm (including the second Optional Term if validly exercised by Tenant), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Base Rent shall be as so agreed.
increased by two percent (ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii2%), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals all as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent particularly set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Base Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either Schedule attached hereto as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsSchedule 2.
(c) Base Rent shall will be payable paid in equal monthly installments in advance on or before the first day of one-twelfth (1/12th) each month during the Term in the amount of the annual Base Rent then in effect divided by twelve (12); provided, that if any such day falls on a date that is not a business day, then Base Rent will be due and payable on or before the immediately succeeding business day. The first monthly installment of Base Rent for the first Lease Year will be prorated for any partial months) the period from and shall be paid without offset for any reason, in advance, on including the first Commencement Date through and including the last day of each calendar the month from and after in which the Rent Commencement DateDate occurs. All payments of Base Rent and Additional Rent shall other sums charged by or payable to Landlord under this Lease must be paid as specified by Landlord either (i) by an “electronic wire transfer or automated clearing house in immediately available funds transfer” system arranged by and among Tenant, Tenant’s to a designated bank and account of Landlord, or (ii) by check made payable to Landlord and sent or delivered to Landlord’s office Landlord c/o “Broadstone Real Estate, LLC, ▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇, ▇▇▇▇▇▇▇▇,” ▇, ▇▇▇ ▇▇▇▇ ▇▇▇▇▇, or at to such other place as Landlord shall from time to time may designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoat Landlord’s election.
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Base Rent. (a) Commencing on 3.1 During the Rent Commencement Datefirst Lease Year of the Lease Term, Tenant shall pay to Landlord as annual base rent for the Premises (the "Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in Rent") the amount of FOUR HUNDRED NINETY-NINE THOUSAND SEVEN HUNDRED THIRTY AND 00/100 DOLLARS ($46,870.83 shall be paid in advance as a condition of such First Reduction.
(i499,730.00) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments in advance of oneFORTY-twelfth ONE THOUSAND SIX HUNDRED FORTY-FOUR AND 17/100 DOLLARS (1/12th) $41,644.17).
3.2 Notwithstanding anything in Section 3.1 above to the contrary, the Base Rent set forth in Section 3.1 shall be upwardly adjusted as follows: On the first day of the annual Base Rent then in effect (prorated for any partial months) second Lease Year and shall be paid without offset for any reason, in advance, on the first day of each calendar Lease Year thereafter throughout the initial Lease Term, the Base Rent shall be upwardly adjusted by the product of (i) 2.50% and (ii) the Base Rent in effect immediately prior to such increase.
3.3 If Tenant exercises its right to extend the Lease as set forth in Section 2.4 above, then the Base Rent during such Renewal Terms for purposes of Section 3.1 above shall be determined as follows: On the first day of the first Renewal Term, and on the first day of each Lease Year thereafter throughout the remainder of the first Renewal Term, the Base Rent shall be upwardly adjusted by the product of (i) 2.50% and (ii) the Base Rent in effect immediately prior to such increase. On the first day of the second Renewal Term, and on the first day of each Lease Year thereafter throughout the remainder of the second Renewal Term, the Base Rent shall be upwardly adjusted by the product of (i) 2.50% and (ii) the Base Rent in effect immediately prior to such increase.
3.4 Each monthly installment of Base Rent shall be due and payable in advance on the first day of each month during each Lease Year, without offset, deduction or demand except as otherwise expressly provided in this Lease. If the Commencement Date is not the first day of a month, then the Base Rent from the Commencement Date until the first day of the following month shall be prorated on a per diem basis at the rate of one divided by the total number of days in such month multiplied by the amount of the monthly installment of the Base Rent payable during the first Lease Year, and after Tenant shall pay such prorated installment in advance on the Rent Commencement Date.
3.5 All sums payable by Tenant shall be paid to Landlord in legal tender of the United States, at the address to which notices to Landlord are to be given or to such other party or such other address as Landlord may designate in writing. At Landlord’s request, all payments of Base Rent and Additional Rent additional rent shall be paid as specified made by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” 's acceptance of rent after it shall have become due and payable shall not excuse a delay upon subsequent occasions nor constitute a waiver of rights, notwithstanding any endorsement or at restriction that Tenant may include with such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretopayment.
Appears in 1 contract
Base Rent. (a) Commencing Tenant covenants and agrees to pay base rent to Landlord throughout the Term of this Lease as follows (“Base Rent”) and as adjusted as provided herein:
(i) for the period commencing on the Rent Commencement Date and ending on the initial Expiration Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is an amount equal to occur prior One Million Five Hundred Thousand and 00/100 Dollars ($1,500,000) per annum as adjusted pursuant to the date on which the first monthly installment of Base Rent would be duethis Section or Article XXVIII, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid payable (subject to Section 3.2(c)) in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from in equal monthly installments of One Hundred Twenty-Five Thousand and after 00/100 Dollars ($125,000) per month, as adjusted;
(ii) subject only to the adjustment set forth in Section 3.1(a)(iii) and otherwise in addition to other adjustments provided herein, on the last day of the month in which occurs each subsequent fifth (5th) anniversary of the Rent Commencement Date. , the Base Rent and Additional payable hereunder shall be increased to one hundred ten percent (110%) of the Base Rent immediately prior to such adjustment; and
(iii) on the last day of the month in which occurs each subsequent twentieth (20th) anniversary of the Rent Commencement Date, the Base Rent payable hereunder shall be adjusted to the then-current Fair Market Rent Value of the Land as determined pursuant to Exhibit I. Such annual Base Rent shall be paid as specified calculated by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that multiplying the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) appraised value of the Bankruptcy Code or any successor provision theretoLand by 6%.
(b) Notwithstanding the adjustment set forth in Section 1(a)(iii), the adjusted Base Rent shall not be less than 95% of the Base Rent for the preceding lease year nor more than 110% of the Base Rent for the preceding lease year.
(c) If Tenant exercises an Extension Option in accordance with the terms of ARTICLE XXVIII of this Lease and the Lease Term is extended, the Base Rent payable with respect to such Extension Term shall be an amount as determined pursuant to ARTICLE XXVIII hereof.
(d) During the period of time that a Letter of Credit is required to be maintained, Base Rent shall be adjusted by the amount determined pursuant to Section 5.3 below.
Appears in 1 contract
Sources: Ground Lease
Base Rent. Tenant shall pay Landlord as "Base Rent" for the Premises, monthly installments in the following sums:
(a) Commencing on Upon execution of this Lease, One Hundred and Twenty-Five Thousand Five Hundred and Sixty Dollars ($125,560), Sixty-Two Thousand Seven Hundred and Eighty Dollars ($62,780) to be applied as Base Rent for the first month following the Commencement Date for the first floor of the Premises ("First Floor Base Rent Initial Payment") and Sixty-Two Thousand Seven Hundred and Eighty Dollars ($62,780) to be applied as Base Rent for the first month following the Second Floor Rent Commencement Date for the second floor of the Premises ("Second Floor Base Rent Initial Payment").
(b) On the first day of the first full calendar month following the Commencement Date, until the first day of the first full calendar month following the Second Floor Rent Commencement Date, Tenant shall pay Sixty-Two Thousand Seven Hundred and Eighty Dollars ($62,780) as Base Rent in for the amounts set forth in Item 9 first floor of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be duePremises, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that if the Commencement Date falls on a date other than the first day of the month, Tenant shall be credited in no event shall such first full calendar month the annual amount by which Tenant's First Floor Base Rent per square foot for Initial Payment exceeded the Extension Term be less than amount which Tenant would have paid in the annual month in which the Commencement Date occurred had the Base Rent per square foot for applicable to the last Lease Year first floor of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot Premises been prorated for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementspartial month.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on On the first day of each the first full calendar month from and after following the Second Floor Rent Commencement Date. , One Hundred and Twenty-Five Thousand Five Hundred and Sixty Dollars ($125,560) as Base Rent for the first and Additional second floor of the Premises, provided, however, that if the Second Floor Rent Commencement Date falls on a date other than the first day of the month, Tenant shall be credited in such first full calendar month following the Second Floor Rent Commencement Date the amount by which Tenant's Second Floor Base Rent Initial Payment exceeded the amount which Tenant would have paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent in the month in which the Second Floor Commencement Date occurred had the Base Rent applicable to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) second floor of the Bankruptcy Code or any successor provision thereto.Premises
Appears in 1 contract
Base Rent. (a) Commencing on Base Rent for the Suite 2600 and 2700 Expansion Space shall be calculated separate and apart from the Base Rent payable for the Original Premises, the 28th Floor Expansion Space, the Second Amendment Expansion Space, the 34th Floor Expansion Space and the 35th Floor Expansion Space during the Suite 2600 and 2700 Lease Term. Effective as of the Rent Commencement DateDate (as defined and qualified in Sections 7(b) and 10 of the Work Letter), Tenant shall pay Base Rent in for the amounts Suite 2600 and 2700 Expansion Space shall be as set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date following schedule: Months/PeriodCommencing on which the first monthly installment of theRent Commencement Date Annual Base Rent would be due, the first monthly installment of MonthlyInstallmentsof Base Rent in the amount of AnnualRental Rate perRentable Square Foot 73 until theLease Termination Date $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) 1,052,180.25 $87,681.69 $42.99 *Gross Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial monthsmonth in which the Rent Commencement Date occurs. Notwithstanding the foregoing, Landlord hereby agrees to ▇▇▇▇▇ in full Tenant's obligation to pay the Base Rent and Direct Expenses due during the second (2nd) and shall be paid without offset for any reason, in advance, through eighth (8th) full calendar months starting on the first day of each calendar the first full month from and after following the Rent Commencement Date. Date (the "Abatement Months") (such amount of abated Base Rent and Additional Direct Expenses being hereinafter collectively referred to as the "Abated Amount"). During such Abatement Months, Tenant will still be responsible for the payment of all other monetary obligations due under the Amended Lease. The anticipated Rent Commencement Date of May 1, 2015 shall be paid as specified by Landlord either extended one (i1) by an “electronic funds transfer” system arranged by day for each day Tenant is actually delayed in designing, permitting and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by constructing its Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderImprovements in, and are rent reserved within moving into, Suite 2600 and Suite 2700 because of Landlord Delays or Force Majeure Events as set forth in Exhibit B but not beyond the meaning of Section 502(b)(6) of date Tenant commences business operations from Suite 2600 and Suite 2700 but in no event will the Bankruptcy Code or any successor provision theretoRent Commencement Date occur earlier than May 1, 2015.
Appears in 1 contract
Sources: Office/Retail Lease (KBS Real Estate Investment Trust II, Inc.)
Base Rent. (a) Commencing Tenant shall pay to Landlord with respect to the Premises, base rent (the “Base Rent”) at the following annual rates in equal monthly installments in advance, commencing on the Rent Commencement Date and thereafter on the first day of each and every month during the Term (a “Payment Date”), except that Tenant shall pay, upon execution and delivery of this Lease by Tenant, the first full monthly installment of Base Rent:
(i) from the Rent Commencement Date to the last day of the month in which the day preceding the 5th anniversary of the Rent Commencement Date occurs, at the rate of $1,055,805.00 per annum, payable in 12 equal monthly installments of $87,983.75; and
(ii) from the 5th anniversary of the Rent Commencement Date to the Expiration Date, at the rate of $1,145,280.00 per annum, payable in 12 equal monthly installments of $95,440.00. During the Renewal Term, the Base Rent shall be the amount provided therefor in Article 33. If the day on which Base Rent is payable is a Saturday or Sunday, or a Holiday on which the banks in New York City are closed, Base Rent shall be due and payable on the next immediately succeeding day on which such banks are open.
(b) Tenant shall pay all Rent as the same shall become due and payable under this Lease (i) in the case of Base Rent and recurring Additional Rent, by wire transfer of immediately available federal funds or ACH transfer to an account as directed by Landlord, and (ii) in the amounts case of all other sums, either by wire transfer as aforesaid or by check (subject to collection) drawn on a bank that clears through the Clearing House Payments Company L.L.C., in each case at the times provided herein and except as expressly set forth in Item 9 this Lease, without notice or demand and, except as expressly set forth in this Lease, without set-off, deduction or counterclaim. All Rent shall be paid in lawful money of the Summary United States to Landlord at its office in the United States or such other place in the United States as Landlord may from time to time designate. Tenant shall not be in default of Basic Terms; provided that Tenant’s obligation to pay any such Base Rent and Additional Rent if the First Reduction of the Security Deposit is and for so long as Tenant shall timely comply with Landlord’s wire instructions or ACH instructions (which instructions Landlord shall provide to occur Tenant prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid due and payable) in advance as a condition of connection with such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square footpayments. Accordingly, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and if Tenant shall simultaneously exchange proposals setting forth their opinions as have timely complied with Landlord’s instructions pertaining to a wire or ACH transfer, but the annual fair market base rent per square foot funds shall thereafter have been misdirected or not accounted for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected properly by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Periodrecipient bank designated by Landlord, then the parties shallsame shall not relieve Tenant of its obligation to make the payment so wired or transferred, within fifteen (15) days after but shall toll the end of due date for such payment until the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties wired or by the American Arbitration Association shall be independent of both parties and transferred funds shall have such experiencebeen located. Except to the extent specifically otherwise provided, either as a licensed real estate broker or salesperson or as an appraiserall bills, as would qualify such arbitrator as an expert invoices and statements rendered to Tenant with respect to leasing terms in this Lease shall be binding and conclusive on Tenant unless, within 90 days after receipt of same, Tenant notifies Landlord that it is disputing the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementssame.
(c) The parties acknowledge that this Lease has been structured so that the Base Rent shall be payable in equal monthly installments of one-twelfth (1/12thand only the Base Rent) of is abated during the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, period commencing on the first Commencement Date and ending on the day of each calendar month from and after immediately preceding the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Base Rent. During the Term (a) Commencing on for purposes of this Section 4(a), measured from the Rent Improved Space Commencement Date and Unimproved Space Commencement Date, Tenant as applicable), Subtenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as Sublandlord a condition of such First Reduction.
(i) The annual Base Rent per square foot base rent for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term Improved Space (the “Market Improved Space Base Rent”) and (ii) base rent for the Unimproved Space (the “Unimproved Space Base Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination payable in lawful money of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection United States of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable America in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, advance on the first day of each calendar month, without notice, demand, or deduction, and without setoff or deduction whatsoever (except as otherwise expressly set forth in this Sublease), as set forth in the tables below in this Section 4(a). “Base Rent” means the Improved Space Base Rent, and/or the Unimproved Space Base Rent, as context requires. Beginning on the first day of the thirteenth (13th) month from and after following the Rent (a) Improved Space Commencement Date. Date respecting the Improved Space Base Rent and Additional (b) Unimproved Space Commencement Date respecting the Unimproved Space Base Rent, and on the same day of every year after each of the Improved Space Commencement Date and Unimproved Space Commencement Date for the remainder of the Term (for purposes of this Section 4(a), measured from the Improved Space Commencement Date and Unimproved Space Commencement Date, as applicable), the Improved Space Base Rent and the Unimproved Space Commencement Date, as applicable, shall increase to an amount equal to one hundred three percent (103.00%) of the Improved Space Base Rent and/or Unimproved Space Base Rent, as applicable, in effect for the Subleased Premises for the immediately preceding twelve (12) months. Accordingly, the Improved Space Base Rent and the Unimproved Space Base Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate set forth in writing. The parties acknowledge and agree that the obligations owing by Tenant under tables below in this Section 4.1 are rent reserved under this Lease4(a). Improved Space Base Rent Period Monthly Base Rent Annual Base Rent 6 Months 1-12 commencing on the Improved Space Commencement Date $50,901.00 $610,812.001 Months 13-24 $52,428.03 $629,136.661 Months 25-36 $54,000.87 $648,010.44 Months 37-48 $55,620.90 $667,450.80 Months 49-60 $57,289.52 $687,474.24 Months 61-72 $59,008.21 $708,098.52 Months 73-84 $60,778.46 $729,341.52 Months 85-96 $62,601.81 $751,221.72 Months 96-Initial Expiration Date2 $64,479.86 $773,758.32 If the Extension Option is Exercised, for all purposes hereundersee Section 3(c)(i) Unimproved Space Base Rent Period Monthly Base Rent Annual Base Rent Months 1-12 commencing on the Unimproved Space Commencement Date $113,346.00 $1,360,152.003 Months 13-24 $116,746.38 $1,400,956.563 Months 25-36 $120,248.77 $1,442,985.24 Months 37-48 $123,856.23 $1,486,274.76 Months 49-60 $127,571.92 $1,530,863.04 Months 61-72 $131,399.08 $1,576,788.96 Months 73-84 $135,341.05 $1,624,092.60 Months 85-96 $139,401.28 $1,672,815.36 Months 96-Initial Expiration Date4 $143,583.32 $1,722,999.84 If the Extension Option is Exercised, and are rent reserved within the meaning of see Section 502(b)(63(c)(i) of the Bankruptcy Code or any successor provision thereto.(b)
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Base Rent. (a) Commencing on the Rent Commencement DateSubtenant, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot consideration for the Extension Term will be ninety percent (90%) subleasing of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term Term, agrees to pay to Sublandlord an annual rent (the “Market Base Rent”). Landlord and Tenant shall negotiate in good faith ) for fifteen (15) days after such exchange the Term of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST] per rentable square foot of the arbitrator pursuant to Section 4.1(b)(ii)Premises per Sublease Year, whether such agreement is reached during or after the Negotiation Period$1,160,838.75, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) $96,736.56, and subject to increase as set forth below. For each Sublease Year or portion thereof during the Term, commencing on the first day of the annual Base Rent then in effect second (prorated for any partial months2nd) Sublease Year and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. succeeding Sublease Year thereafter, Base Rent and Additional Rent shall be paid as specified by Landlord either (i) increased by an “electronic funds transfer” system arranged amount equal to [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST]% of the total amount of Base Rent paid by and among Tenant, Tenant’s bank and Landlord, or Subtenant in the preceding Sublease Year (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at as such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that Base Rent may have been increased under the obligations owing by Tenant under provisions of this Section 4.1 are rent reserved under this Leaseand without giving effect to [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST]), for all purposes hereunderit being agreed by Sublandlord and Subtenant that such increases shall be cumulative.
(b) The Base Rent shall be as set forth in the schedule below (the “Rent Schedule”), which shall prevail if there is any inconsistency between the text above and are rent reserved within the meaning of Section 502(b)(6schedule below: Lease Year 1 ** $ 1,160,838.75 $ 96,736.56 Lease Year 2 ** ** ** Lease Year 3 ** ** ** Lease Year 4 ** ** ** Lease Year 5 ** ** ** Lease Year 6 ** ** ** Lease Year 7 ** ** ** Lease Year 8 ** ** ** Lease Year 9 ** ** ** Lease Year 10 ** ** ** Lease Year 11 ** ** ** Lease Year 12 ** ** ** Lease Year 13 (11 months) of the Bankruptcy Code or any successor provision thereto** ** (11 months) ** ** [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST]
(c) [REDACTED PORTION FILED SEPARATELY WITH SEC PURSUANT TO CONFIDENTIAL TREATMENT REQUEST].
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Base Rent. (a) Commencing on the Rent Commencement Date, Tenant Lessee shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance Lessor as a condition of such First Reduction.
(i) The annual Base Rent per square foot rent for the Extension Term will be ninety percent (90%) of the annual Market Rent per square footpremises, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except "Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”"), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, in fixed monthly payments on the first day of each calendar month from and after of the Rent Term.
(b) From the Commencement Date until the first anniversary of the commencement Date. , the Base Rent and Additional Rent shall be paid as specified by Landlord either an amount to be computed at the rate of $3.95 annually per square foot.
(ic) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, Rent for any period during the Term hereof which is for less than one month shall be a pro rata portion of the monthly installment.
(d) Rent shall be payable in lawful money of the United States to Lessor at the address stated herein or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” such other persons or at such other place places as Landlord shall from time to time Lessor may designate in writing. The parties acknowledge and agree that .
(e) commencing on the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderfirst anniversary of the Commencement Date, and are rent reserved within the meaning of Section 502(b)(6) on each anniversary of the Bankruptcy Code commencement Date thereafter through the end of the Term and any renewal thereof, the Base Rent shall be computed in accordance with the provisions of this subparagraph. In the event the Consumer Price Index for Urban Wage Earners and clerical Workers in the city of Philadelphia (1967 = 100) (hereinafter called the "Price Index") or a successor or substitute index appropriately adjusted, reflects an increase in the cost of living for the month immediately preceding such anniversary date ("Adjustment Month") over and above such cost of living as reflected by the Price Index as it existed for the month immediately preceding the prior anniversary date (hereinafter called the "Base Index"), the Base Rent during such lease year shall equal to the number of square feet in the Premises, multiplied by $3.95 plus the product of (i) $3.95 (as adjusted in the prior year in accordance with this subparagraph) multiplied by (ii) the lesser of (A) five percent 5% or (B) a fraction, the numerator of which is the Price Index for the Adjustment Month and the denominator of which is the Base Index (but in no event shall such increase be less than 4%). In the event that such determination cannot be made until after any successor provision theretoanniversary of the commencement Date, the increase in the monthly rental payments due for the months prior to such determination shall bepaid to Lessee upon the date the next payment of rent is due following such determination.
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Base Rent. Tenant shall deliver to Landlord, concurrent with ▇▇▇▇▇▇’s delivery of an executed copy of this Lease to Landlord, the Base Rent due for the calendar month in which the day immediately following the expiration of the Subsequent Abatement Period occurs (a) Commencing or, if such date does not occur on the first day of a calendar month, Base Rent Commencement Date, for the first full calendar month following the date in which the day immediately following the expiration of the Subsequent Abatement Period occurs). Tenant shall pay Base Rent to Landlord in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first advance, without demand, abatement, deduction or set-off, monthly installment installments of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during on or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on before the first day of each calendar month from and during the Term hereof after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇expiration of DOCVARIABLE #DNDocID \* MERGEFORMAT 758013178.6 Net Multi-Tenant Laboratory ▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” ▇▇ ▇▇▇▇ – ▇▇▇▇▇ ▇▇▇/Cargo Tx - Page 4 the Subsequent Abatement Period, in lawful currency of the United States of America, to the physical address designated by Landlord or by federally insured electronic fund transfer (“EFT”) via wire, Society for Worldwide Interbank Financial Communications (SWIFT) or automated clearing house (ACH) pursuant to the instructions provided by Landlord to Tenant (the “EFT Payment Instructions”). All EFT payments made by Tenant pursuant to this Section 3(a) must include a reference to ARE-San Francisco No. 63, LLC as well as the address of the Building (i.e., ▇▇▇ ▇▇▇▇▇▇▇▇▇▇ ▇▇.). Payments of Base Rent for any fractional calendar month shall be prorated. Notwithstanding anything to the contrary contained herein, if the expiration of the Subsequent Abatement Period occurs on a day other than the first day of a calendar month, then Tenant shall pay to Landlord the prorated Base Rent for such partial month on the day immediately following the expiration of the Subsequent Abatement Period and the prepaid Base Rent delivered by Tenant pursuant to this first sentence of this Section 3(a) shall be applied to the first full calendar month following the expiration of the Subsequent Abatement Period. The obligation of Tenant to pay Base Rent and other sums to Landlord and the obligations of Landlord under this Lease are independent obligations. Tenant shall have no right at such other place as Landlord shall from any time to time designate ▇▇▇▇▇, reduce, or set-off any Rent (as defined in writingSection 5) due hereunder except for any abatement as may be expressly provided in this Lease. The parties acknowledge and agree that Notwithstanding anything to the obligations owing by contrary contained herein, so long as Tenant under this Section 4.1 are rent reserved is not then in Default under this Lease, Tenant shall not be required to pay Base Rent for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) period commencing on the Rent Commencement Date through the date that is 365 days after the Rent Commencement Date (the “Subsequent Abatement Period”). Tenant shall commence paying full Base Rent on the day immediately following the expiration of the Bankruptcy Code or any successor provision theretoSubsequent Abatement Period. For the avoidance of doubt, Tenant shall be required to pay Operating Expenses and all other amounts payable under the Lease during the Subsequent Abatement Period.
Appears in 1 contract
Base Rent. (a) Commencing on For the Rent Commencement Datefirst year of this Lease, Tenant shall pay Base Rent to Landlord in the amounts set forth in Item 9 good funds representing lawful currency of the Summary United States for the payment of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first debts monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from unless a different period of time and after the Rent Commencement Date. method of payment is hereinafter provided Base Rent of $51,776 per month. The first twelve-month period in which rent is herein payable and Additional each twelve-month period thereafter is hereinafter referred to as a “Lease Year”. The first Lease Year shall commence on the first day of the term of this Lease, January 1, 2017, and shall end on December 31, 2017. For the second Lease Year and for each Lease Year thereafter, the monthly Base Rent shall be paid adjusted so that it is equal to the monthly Base Rent in effect at the end of the immediately preceding Lease Year multiplied by a fraction, the numerator of which shall be the Consumer Price Index (CPI-U) (1982-1984 = 100) for the immediately preceding December, and the denominator of which shall be the Consumer Price Index for the month of December immediately preceding the beginning of the prior Lease Year. As used herein, the Consumer Price Index means the Consumer Price Index – All Cities Average Urban Wage Earners as specified published by the Bureau of Labor Statistics of the Department of Labor of the United States, or if no longer published, that index as determined by Landlord either which most closely reflects the components of the Consumer Price Index (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writingCPI-U). The parties acknowledge Base Rent, as adjusted, shall remain in effect until the next adjustment period and agree shall be paid in twelve equal monthly installments. In no event shall the monthly Base Rent, as adjusted, be less than the monthly Base Rent for the period immediately prior to such adjustment period. In the event that the obligations owing amount of such adjustment cannot be calculated prior to the effective date thereof, the monthly Base Rent for the period prior to the effective date of such adjustment shall continue to be paid by Tenant. As soon as Tenant under this Section 4.1 are rent reserved under this Leaseshall be notified of the amount of the adjustment, Tenant shall, within thirty (30) days, pay to the Landlord the difference between the monthly Base Rent, as adjusted, for all purposes hereundermonthly periods occurring in whole or in part after the date such adjustment was to be effective and the monthly Base Rent actually paid. Thereafter the monthly Base Rent, and are rent reserved within as adjusted, shall be payable by the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoTenant as herein provided.
Appears in 1 contract
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant but subject to the Initial Abatement Period and the Second Abatement Period and the Initial Improvement Allowance and the Second Improvement Allowance, Sublessee shall pay to Sublessor, at the address specified in this Sublease for the giving of notices to Sublessor, or at such other place as Sublessor may specify in writing, without any prior notice or demand, annual rent (“Base Rent”) as follows: Rent Commencement Date – December 31, 2020 $12.00 per Rentable Square Foot of the Premises (excluding the Parking Deck) ($382,442.00 per month) January 1, 2021 – August 23, 2035 $10.00 per Rentable Square Foot of the Premises (excluding the Parking Deck) ($318,701.67 per month) The Base Rent shall be due and payable in equal monthly installments, in advance, beginning on the amounts Rent Commencement Date and continuing on the first (1st) day of each succeeding month thereafter throughout the Term, without demand, deduction or offset (except as specifically set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(bherein); provided, however, that in no event shall the annual monthly installment of Base Rent per square foot payable for any partial calendar month shall be prorated on a daily basis. Should Sublessee fail to pay any installment of Base Rent, such late payment shall bear interest at the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree Default Rate commencing upon the Market Rent, and, due date therefor until paid in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, conditionfull, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of if any such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall payment is not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, made within fifteen (15) days after Sublessee’s receipt of notice that the end of the Negotiation Period same is past due, Sublessee shall in addition pay a late charge equal to two percent (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th2%) of the annual amount of such late payment. Sublessee may make payments of Base Rent then in effect via electronic payment (prorated for any partial monthse.g., ACH or wire transfer) and shall be paid without offset for any reasonat no additional cost to Sublessee. Upon request, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “Sublessor will provide Sublessee with Sublessor’s current accurate wiring instructions or similar information to permit electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunderpayment, and are rent reserved within the meaning of will update such information by sending notice to Sublessee as provided in Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto31 hereof.
Appears in 1 contract
Sources: Sublease Agreement (Red Hat Inc)
Base Rent. (a) Commencing Beginning on the Rent Term Commencement Date, Tenant shall pay Base Rent Landlord monthly base rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent initial amount in the amount of $46,870.83 Basic Lease Terms which shall be paid payable monthly in advance as a condition arrears on or before the last day of such First Reduction.
each and every calendar month (i“Base Monthly Rent”) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that (i) any prepaid Rent is due and payable upon execution of this Lease as and to the extent set forth in no event shall Section 4 below and (ii) if the annual last day of the Term does not occur on the last day of a calendar month (due to either expiration or earlier termination of this Lease), Base Monthly Rent per square foot for the Extension final month of the Term shall be less than the annual Base Rent per square foot for payable on or before the last Lease Year day of the Initial Term. Within sixty If this Lease provides for postponement or suspension of monthly rental payments or for one or more periods of “free” rent or other rent concessions (60) days after collectively, “Abated Rent”), Tenant gives to Landlord written notice of exercise shall be credited with having paid all of the extension option pursuant to Section 2.4(d), Landlord and Abated Rent on the expiration of the Term only if Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for has (i)occupied all or substantially all of the Premises for the Extension Term (the “Market Rent”). Landlord entire Term, and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Periodfully, then each party shallfaithfully and punctually performed all of Tenant’s obligations, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparabilityincluding, without limitation, such considerations the payment of all Rent (other than the Abated Rent) and all other monetary obligations, and has surrendered the Premises in the condition required by this Lease. Upon the occurrence of a Tenant Default (as lease term defined in Section 18, below) that results in the termination of this Lease, the Abated Rent shall immediately become due and payable in full, and the ageLease shall be enforced as if there were no Abated Rent or other Rent concession. In such case, size, location, condition, and amenities Abated Rent shall be calculated based on the full initial Rent that would have otherwise been payable in the absence of the Building. The Market Rent may include escalations at various points during the Extension Termsuch Abated Rent. For purposes of such determinationSection 467 of the Internal Revenue Code, the Premises shall be considered parties to be vacant and this Lease hereby agree to be rented as a whole for its highest and best use with allocate the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements stated rents, provided herein, to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals periods which correspond to the arbitrator, actual Rent payments as provided under the arbitrator shall select one terms and conditions of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.
Appears in 1 contract
Sources: Industrial Lease
Base Rent. (a) Commencing on During the Rent Commencement Dateterm of this Lease, Tenant Lessee shall pay Base Rent ("BASE RENT") in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which following amounts:
(a) During the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year year of the Initial Term. Within sixty , Lessee shall pay as Base Rent a monthly amount equal to the sum of (60A) days after Tenant gives to Landlord written notice of exercise 0.6667% (eight percent (8%) per annum) of the extension option pursuant to Section 2.4(d)net book value as of the Effective Date, Landlord and Tenant shall simultaneously exchange proposals setting set forth their opinions in Exhibit II hereto for the Premises (including the FF&E therein) as of the Commencement Date plus (B) an amount equal to the annual fair market base monthly depreciation expense for the Premises (using Lessor's depreciation schedules in effect as of the Commencement Date) calculated as of the end of each calendar month.
(b) From January 1, 1997 through December 31, 2000, Lessee shall pay as Base Rent the monthly amount set forth on Exhibit I, said amount being derived by multiplying the square footage shown on Exhibit I by the monthly rent per square foot shown on Exhibit I.
(c) As of the commencement of an Extension Term of this Lease, the Base Rent for such Extension Term shall be adjusted to reflect prevailing market rent (including the addition of a provision requiring an annual Consumer Price Index adjustment, or similar cost of living adjustment, if such adjustments are at such time customary market terms for similar properties in the relevant market) for similar space (excluding FF&E) in comparable facilities in the general vicinity in which the Premises for the Extension Term are located (the “Market Rent”"FAIR MARKET RENT"). Landlord If Lessor and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt Lessee are unable to agree upon Fair Market Rent within one hundred fifty (150) days prior to the commencement of the relevant Extension Term, Lessor and Lessee each shall, no later than 140 days prior to the commencement of the relevant extension term, appoint, at its own expense, one appraiser with expertise in commercial real estate leasing transactions to determine the Fair Market Rent, and, such determination to be made and presented in writing within 20 calendar days after his or her appointment. Fair Market Rent shall be the course mean of such negotiations, each party may from time to time submit modified proposals to the otherfair market rents determined by the appraisers if the determination of the appraiser appointed by Lessor is no more than five (5) percentage points greater than the other appraiser's determination. If the parties agree upon determination of the appraiser appointed by Lessor is more than five percentage points greater than the other appraiser's determination, the appraisers jointly shall, no later than 110 days prior to the commencement of the relevant Extension Term, appoint a third appraiser (who shall be a real estate appraiser who has not provided services to Lessor or Lessee during the immediately preceding three (3) years and who has at least five (5) years of full-time commercial appraisal experience in the geographic area in which the Premises are located) and, after the third appraiser's determination, such determination to be made and presented in writing within 20 calendar days after his or her appointment. Fair Market Rent prior shall be the mean of (a) the third appraiser's determination and (b) the determination of the one of the other appraisers whose determination is nearer in amount to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rentthird appraiser. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent third appraiser shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) divided equally between Lessor and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretoLessee.
Appears in 1 contract
Sources: Real Estate and Equipment Master Transfer Agreement (Talbert Medical Management Holdings Corp)
Base Rent. Tenant agrees to pay "Base Rent" (herein so called) for the Premises as set forth below, to wit:
(a) Commencing Tenant agrees to pay to Landlord as annual Base Rent for the first three (3) years of the Lease Term, the sum of Nine Hundred and Ninety-Four Thousand and Five Hundred and No/100 Dollars ($994,500.00) per annum. The annual Base Rent for the fourth (4th) year of the lease Term shall be an amount equal to the Base Rent for the first (lst) year of the Lease Term increased in the same proportion as the Consumer Price Index for the United States-City Average for All Urban Consumers, Seasonally Adjusted (1982-1984 = 100) as published by the United States Bureau of Labor Statistics for the United States Department of Labor ("Price Index") for the last month of the third (3rd) year of the Lease Term increased over said Price Index for the first month of the initial year of the Lease Term. Thereafter, on each subsequent anniversary date of the Rent Commencement Date, Tenant shall pay annual Base Rent for each successive lease year shall be an amount equal to the annual Base Rent of the preceding lease year increased in the amounts set forth in Item 9 same proportion as said Price Index for the last month of the Summary preceding lease year shall have increased over said Price Index for the first month of Basic Terms; provided said preceding lease year. If the Price Index published during the calendar month immediately preceding the commencement of the applicable lease year for which the Base Rent is being adjusted is the same as or is less than the Price Index published in a month to which it is being compared, then there shall be no adjustment to the Base Rent for that subject lease year (i.e., the Base Rent will not be decreased). If the Bureau of Labor Statistics revises the manner in which such Price Index is determined, Landlord may adjust the revised index to produce results equivalent, as nearly as possible, to those which would have been obtained if the First Reduction Price Index had not been so revised. If the 1982-84 average shall no longer be used as an index of 100, such change shall constitute a revision. If the Price Index shall become unavailable to the public because publication is discontinued, or otherwise, Landlord will substitute therefor a comparable index based upon changes in the cost of living or purchasing power of the Security Deposit is to occur prior to the date on which the first monthly installment of consumer dollar published by any other governmental agency or, if no such index shall be available then a comparable index published by a major bank or other financial institution. Annual Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 due hereunder shall be paid in equal installments in advance as a condition on or before the first (1st) day of such First Reduction.each and every successive four (4) week period during the term, beginning with the four (4) week period commencing on June 24, 2002;
(ib) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of paid by Tenant to Landlord at all times during the annual Base Rent then in effect (prorated for Lease Term without notice or demand from Landlord and without any partial months) and shall be paid without offset for any reasonabatement, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlordsetoff, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” deduction whatsoever, at the address of Landlord hereinafter set forth, or at such other place as may be designated by Landlord by notice to Tenant, delivered as provided herein;
(c) If for any reason the Lease Term should begin on any day other than the first day of a four (4) week period or should end on any day other than the last day of a four (4) week period, then the four (4) week period Base Rent shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) of the Bankruptcy Code or any successor provision theretobe prorated accordingly.
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Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in an annual amount and rate of $49.31 per square foot (“Effective Rate”) for the amounts set forth in Item 9 amount of square footage of the Summary of Basic Terms; provided that if the First Reduction gross building area of the Security Deposit Building that i) is to occur prior to occupied by Tenant from and after the date of such occupancy, and/or ii) is available for Tenant’s occupancy hereunder on which the first monthly installment of Base Rent would be dueDecember 1, the first monthly installment of Base 2019 and thereafter. Tenant shall also continue to pay Interim Rent in the amount of $46,870.83 10,000.00 per month until the earlier of the date that Tenant occupies 25% of the gross building area of the Building or December 1, 2019. Provided, that from and after December 1, 2019, Tenant shall be paid in advance pay an annual amount and rate of Base Rent of $27.57 per square foot (“Alternate Rate”) for the portions of the gross building area not available for Tenant’s occupancy hereunder on December 1, 2019 and thereafter (“Unavailable Additional Area”), until further adjusted as a condition herein provided. Provided further, that as portions of the Unavailable Additional Area are thereafter constructed by Landlord and made available for Tenant’s occupancy hereunder during the one (1) year period from and after December 1, 2019, Tenant shall pay Base Rent at the Effective Rate for such First Reduction.
additionally completed portions from and after the date or dates such additionally completed portions are made available by Landlord to Tenant for occupancy hereunder, and from and after each such date of availability the Alternative Rate of Base Rent for the portions of the Unavailable Additional Area not then completed shall continue until completed and made available for Tenant’s occupancy hereunder or until December 1, 2020, whichever first occurs. Provided further, that commencing on the date all of the Unavailable Additional Area is completed and made available for Tenant’s occupancy hereunder or December I, 2020, whichever first occurs, and thereafter, Tenant shall pay Base Rent at the Effective Rate, calculated as herein provided, for the entire 80,000 square foot gross building area of the Building. Further provided, that said Effective Rate of $49.31 for Base Rent is based and dependent upon the total budgeted project cost for the demolition and construction required hereby, exclusive of special buildout items described on Exhibit C, not exceeding $39,449,500.00 as initially calculated and budgeted by Tenant and Landlord as described on Exhibit B hereto (“initial total budgeted project cost”), and (i) The annual in the event the total budgeted project cost, exclusive of said special buildout items, pursuant to change order or orders required by Section 6 hereof and/or other amendments and modifications to said total budgeted project cost, exceeds $39,449,500.00, or (ii) in the event Landlord constructs or provides any of the special buildout items described on Exhibit C, such Effective Rate of Base Rent shall be increased for the gross building area to which it is applicable for each year, or applicable portion thereof, by an amount per square foot for the Extension Term will be ninety percent equal to either (90i) ten (10%) per cent of the annual Market amount by which such total budgeted project cost exceeds the initial total budgeted project cost of $39,449,500.00, or (ii) ten (10%) percent of the amount of the cost of the construction or providing of any of said special buildout items by Landlord as budgeted by Landlord from time to time, as the case may be. For example, in the event such excess total budgeted project cost, or such budgeted cost of said special buildout items, equals $800,000.00, the Effective Rate of Base Rent shall increase by $1.00 per square footfoot ($80,000.00 % 80,000 = $1.00) over and above the previously established Effective Rate of Base Rent, determined in accordance with this example, assuming the previously established Effective Rate is $49.31, resulting in an Effective Rate of Base Rent of $50.31 per square foot ($49.31 + $1.00 = $50.31) during the period from and after such adjustment. Further provided, that similar adjustments reducing the Effective Rate of Base Rent shall be made in the event the aforesaid initial total budgeted project cost, pursuant to change order or orders required by Section 4.1(b); 6 hereof and/or other amendments and modifications to said initial total budgeted project cost, is reduced to less than $39,449,500.00, based upon deletion of material items, the budgeted cost for which is readily identifiable. Further provided, however, that if Landlord has incurred costs attributable to and in no event reliance upon such deleted items having been previously budgeted, Tenant shall pay such costs to Landlord pursuant to and on the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year terms of Landlord’s invoice to Tenant therefor. All of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise aforesaid adjustments shall be made at the Commencement Date and at each date thereafter that an additional portion of the extension option pursuant to Section 2.4(d)gross building area is completed and either occupied by Tenant or made available for Tenant’s occupancy hereunder as provided above, the cost of which results in an increase or decrease in the total budgeted project cost, as the case may be, and/or special buildout items are completed by Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions made available for Tenant’s use hereunder, as to the annual fair market base rent per square foot for the Premises for the Extension Term case may be (the “Market RentAdjustment Date”). Landlord Additionally provided, that for and Tenant shall negotiate during each of the last two (2) five (5) year periods of the initial term of this Agreement and Lease all Base Rent may be additionally modified by Landlord, not to exceed an additional increase for each such successive five (5) year period of ten (10%) per cent of the amount and rate of such Base Rent in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree effect upon the Market Rent, and, in expiration of the course immediately preceding five (5) year period. All of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space paid in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, due and payable in advance, advance on the first day of each calendar lease month from hereunder, during the term hereof. The first month’s payment of such rent is due and after payable to Landlord on the Rent Commencement Date. Base Rent , and Additional Rent all required rental payments shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenantmade to Minnite Family, Tenant’s bank and LandlordLLC, or (ii) by check sent to Landlord’s office c/o “1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇,” ▇▇▇▇, and shall continue to be made at this address until Landlord advises of any change of address. Provided, that in the event of the occupancy, or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge availability of any portions of the Building for occupancy, occurring during a lease month based upon the Commencement Date of this Agreement and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, the Base Rent at the Effective Rate, for all purposes hereunderthe remaining portion of such month, shall be prorated and due on such date of such occupancy or availability, and are rent reserved within subsequent monthly installments of said Base Rent shall be due and payable in advance on the meaning first day of Section 502(b)(6) each lease month during the remainder of such term, and either Interim Rent or Base Rent at the Bankruptcy Code or any successor provision theretoAlternative Rate, as the case may be, shall be prorated and adjusted accordingly for the remaining portion of such month.
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Base Rent. A. Beginning on the Commencement Date, and for the remainder of the first Lease Year(1) (but subject to the provisions of Section 2D above), the Tenant agrees to pay to the
(1) For the first Lease Year, Base Rent shall be based on an annualized rate as follows: (a) Commencing for the Leased Area — $98,175.00 ($3.75 x 28,160 sq. ft.); (b) for the Sandblast Booth and associated equipment listed on Exhibit A-1 House - $35,700.00; (c) for the Rent Commencement DatePaint Spray Booth - $30,000.00; and (d) for the Compressors and associated equipment listed on Exhibit A-1 (collectively the “Compressed Air System”) - $6,000.00. Landlord, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be duewithout previous demand therefore, and without setoff or deduction whatsoever, the first following net monthly installment of rent (“Base Rent in Rent”):
(a) For the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.Leased Area –
(i) The annual Beginning on the Commencement Date through March 31, 2006 – no Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreeddue.
(ii) If From April 1, 2006 through the parties are unable to agree upon remainder of the Market first Lease Year, the monthly Base Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent$8,181.25 per month.
(iiib) If For the parties are unable to agree upon Sandblast Booth and associated equipment – beginning on the Market Rent within Commencement Date and through the Negotiation Period, then first Lease Year – the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market monthly Base Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements$2,975.00 per month.
(c) For the Paint Spray Booth – beginning on the Commencement Date and through the first Lease Year – the monthly Base Rent shall be payable in equal $2,500.00 per month.
(d) For the Compressed Air System – beginning on the Commencement Date and through the first Lease Year – the monthly installments of one-twelfth (1/12th) Base Rent shall be $500.00 per month. If a Term commences on a day other than the first day of the annual month, Tenant shall pay monthly Base Rent then in effect (prorated for any partial months) and such fractional month on the basis of a 30-day calendar month. All monthly Base Rent shall be paid without offset for any reason, in advance, due and payable on the first day of each calendar month from during the Term.
B. Commencing with the first day of the second Lease Year, to-wit: February 1, 2007 (“First Adjustment Date”) and after on the Rent Commencement first day of each Lease Year thereafter (“Subsequent Adjustment Date. ”) during the Term, the amount of the monthly Base Rent and Additional Rent due under this Lease shall be paid as specified adjusted to an amount equal to the product of the then current monthly Base Rent multiplied by three percent (3%).
C. All monthly Base Rent payments and any other payments due Landlord either (i) by an “electronic funds transfer” system arranged by under this Lease shall be made without any setoff or deduction whatsoever and among Tenantshall be payable and delivered to: Aerospace/Defense, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “Inc. ▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” ▇ North Charleston, SC 29405 or at to such other place as may be designated by notice in writing from Landlord shall from time to time designate in writingTenant. The parties acknowledge Base Rent and agree that other payments due Landlord by the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within Lease received more than ten (10) days after the meaning due date of Section 502(b)(6such payment shall be subjected to a late penalty of one point five percent (1.5%) of the Bankruptcy Code amount of such payment for each month, or portion thereof, such payment is late. No payment by Tenant or receipt by Landlord of any successor provision theretolesser sum than the monthly Base Rent stipulated in this Lease shall be deemed to waive the right of Landlord to receive in a timely manner the full amount due and payable to the Landlord.
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Base Rent. (a) Commencing on the Rent Commencement DateJuly 31, 2014, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the an annual amount and rate of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent 39.38 per square foot for the Extension Term will be ninety percent (90%) portion of the annual Market Rent per square footgross building area of the Building available for occupancy by Tenant for the emergency room facilities (“Emergency Room Phase”) and endoscopy facilities (“Endoscopy Phase”), determined as designated on Exhibit A or as amended by change order in accordance with herewith, from and after the date of such availability of each such phase for each year of the first five (5) years of the initial term of this Section 4.1(b); Lease, or each year of the remainder of the first five (5) years of the initial term of this Lease from and after such date of availability, as the case may be. Also commencing July 31, 2014, Tenant shall further pay Base Rent in an amount and rate of $10,000.00 per month for the first two (2) years of the initial term of this Lease, until and unless adjusted as herein provided, howeverfor the remaining portions of the area of the Building shell space designated for Tenant’s use for physicians’ offices on Exhibit A or as amended by change order in accordance herewith. Provided, that in no event that, as physicians’ offices are constructed by Landlord upon Tenant’s written order, provided to Landlord during said two (2) year period, for construction of the same, Tenant shall the annual pay Base Rent in an annual amount and rate of $21.50 per square foot for such completed office space (“Tenant Physicians’ Offices”) from and after the Extension Term be less than date it is made available by Landlord to Tenant for occupancy for such purposes for each year of the annual remainder of the first five (5) years of the initial term of this Lease, and if such Tenant Physicians’ Offices are made available during said two (2) year period, then from and after each such date of availability, the initial $10,000.00 monthly Base Rent per square foot for the last Lease Year entirety of the Initial Termshell space designated for Tenant’s use for physicians’ offices shall be reduced ratably for the remainder of said two (2) year period from and after each such date of availability based upon the percentage of total space completed for Tenant Physicians’ Offices as of each such date. Within sixty (60) days after Tenant gives Provided, that commencing July 31, 2016 Tenant’s obligation to Landlord written notice of exercise pay rent for any of the extension option space designated for Tenant’s use for physicians’ offices which has not been occupied or made available for Tenant Physicians’ Offices, or for which a written order for construction of the same has not been received by Landlord, as of such date, shall cease and Landlord may rent the same for its benefit and for such purposes and upon such terms as Landlord may determine, subject only to such restrictions as may apply by the terms of this Lease or otherwise. For and during each of the remaining two (2) five (5) year periods of the initial term of this Lease all Base Rent for the Emergency Room Phase, Endoscopy Phase and Tenant Physicians’ Offices may be modified by Landlord, not to exceed an increase for each such successive five (5) year period by ten (10%) per cent of the amount and rate of such Base Rent in effect upon the expiration of the immediately preceding five (5) year period. Provided, that in the event the cost of construction pursuant to change orders required by Section 2.4(d)5 hereof, Landlord exceeds the total project cost reflected on Exhibit B hereto, all of the Base Rent due and Tenant to become due hereunder shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot be increased for the Premises initial term of this Lease, commencing on the respective commencement dates for the Extension Term payment of rent herein provided, by an amount equal to ten (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (1510%) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination per cent of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth increase in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end cost of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination construction in excess of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridgesaid total project cost. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable paid in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, due and payable in advance, advance on the first day of each calendar month, being the first day of each lease month from hereunder, during the term hereof. The first month’s rent is due and after the Rent Commencement Date. Base Rent payable to Landlord July 31, 2014, and Additional Rent all required rental payments shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenantmade to Belpre IV, Tenant’s bank and LandlordLLC, or (ii) by check sent to Landlord’s office c/o “1▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇, ▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇,” or ▇▇▇▇, and shall continue to be made at such other place as this address until Landlord shall from time to time designate advises of any change of address. Provided, that in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under event of the availability of any portions of the Building for occupancy occurring during a lease month based upon the commencement date of this Lease, the Base Rent for all purposes hereunderthe remaining portion of such month shall be prorated and due on such date of availability, and are rent reserved within subsequent monthly installments of said Base Rent shall be due and payable in advance on the meaning first day of Section 502(b)(6) each lease month during the remainder of the Bankruptcy Code or any successor provision theretosuch term.
Appears in 1 contract
Base Rent. (a) a. Prior to the Expansion Effective Date, Tenant shall continue to pay Base Rent and Additional Rent pursuant to the terms of the Amended Lease with respect to the Existing Premises.
b. Tenant shall not be obligated to pay Base Rent for the Expansion Space for the period following the Expansion Effective Date through the Current Expiration Date.
c. Commencing on the Rent Extended Term Commencement DateDate and continuing for the duration of the Extended Term, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for (as configured following the Extension Term (the “Market Rent”). Landlord reduction and Tenant shall negotiate in good faith for fifteen (15expansion described above) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals according to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether following schedule: All such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) monthly Base Rent shall be payable by Tenant in equal monthly installments of one-twelfth (1/12th) accordance with the terms of the annual Base Rent then Lease. Notwithstanding the foregoing or anything in effect (prorated for any partial months) and shall be paid without offset for any reasonthe Lease to the contrary, in advance, on commencing as of the first day of each calendar month from and after the Rent Extended Term Commencement Date. , Base Rent and Additional Rent shall be paid to Landlord net of all costs and expenses, as specified by provided in Section 5 below. Sections 3.4(a) and (b) of the Initial Lease will not be applicable to the obligation to pay Base Rent during the Extended Term and, effective as of the Extension Date, will be deemed deleted and deemed null, void and of no further force or effect. *Notwithstanding the foregoing, provided there is no Event of Default under the Lease, Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent hereby agrees to Landlord’s office c/o “▇▇▇▇▇▇ ▇▇▇▇▇▇’s obligation to pay Base Rent and Tenant’s Percentage Share of Operating Expenses and Property Taxes during: (a) the first (1st) through the ninth (9th) full calendar months, inclusive, of the Extended Term (i.e., January 2027 through September 2027, inclusive) (the “Construction Period”) (such amount of abated Rent during the Construction Period being referred to herein as the “Construction Period Abated Amount”), and (b) the tenth (10th) through the nineteenth (19th) full calendar months, inclusive, of the Extended Term (i.e., October 2027 through July 2028, inclusive) (the “Abatement Period”) (such amount of abated Rent during the Abatement Period being referred to herein as the “Abated Rent”) (the Construction Period Abated Amount and the Abated Rent are collectively referred to herein as the “Abated Amount”). During the Construction Period and the Abatement Period, Tenant will still be responsible for the payment of all other monetary obligations under the Lease, including, without limitation, the cost of utilities supplied to the Premises, any After Hours HVAC charges, the cost of janitorial services provided to the Premises, charges for Parking Privileges, and other gross income tax or excise tax levied by any taxing authority or adopted by any voter initiative or ballot measure with respect to the receipt of the rental payable under the Lease, including, without limitation, the San Francisco Commercial Rent Tax for Childcare and Early Education (June 2018 Proposition C), the Early Education Homelessness Gross Receipts Tax (November 2018 Proposition C), and the San ▇▇▇▇▇▇▇▇,” or at such other place as ▇ ▇▇▇▇▇ Receipts Tax and Business Registration Fees Ordinance (2012 Proposition E). Tenant acknowledges that any Event of Default will cause Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes incur costs not contemplated hereunder, the exact amount of such costs being extremely difficult and are rent reserved within impracticable to ascertain. Therefore, should there be an Event of Default at any time during the meaning Construction Period or the Abatement Period, then the right to the abatement of Section 502(b)(6) any then-remaining Abated Amount shall suspended from the date of such Event of Default until the date, if at all, that Tenant cures such Event of Default, at which point Tenant will be once again afforded the benefit of abating the then-remaining Abated Amount at the monthly amounts originally contemplated above, regardless of what the then-current monthly Rent payable is under the Lease (i.e., if the then-scheduled monthly Base Rent, Operating Expenses and Property Taxes exceed the originally scheduled monthly amount of the Bankruptcy Abated Amount, then Tenant will only be entitled to the abatement of the originally scheduled monthly Abated Amount and will be obligated to pay any differential between the two sums). Additionally if, at any point during either or both of the Construction Period or the Abatement Period, Tenant is entitled to an abatement of Rent pursuant to the provisions of Articles 12 or 13 of the Initial ▇▇▇▇▇, then the abatement of Rent described above with respect to the Construction Period or the Abatement Period, as applicable, will be suspended during the pendency of any such Casualty or Taking, and reinstated immediately following the expiration of any such Casualty or Taking related abatement of Rent (at the rates applicable to the originally scheduled periods, as described above). Tenant acknowledges and agrees that nothing in this paragraph is intended to limit any other remedies available to Landlord at law or in equity under applicable law (including, without limitation, the remedies under Civil Code or Section 1951.2 and/or 1951.4 and any successor provision theretostatutes or similar laws), in the event Tenant defaults under the Lease beyond any applicable cure period.
Appears in 1 contract
Sources: Office Lease (Airbnb, Inc.)
Base Rent. (a) Commencing on the Rent Commencement Date, Tenant shall pay Base Rent in the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be dueLandlord, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) and shall be paid without offset for any reason, in advance, on the first day of each calendar month from and after commencing on the Rent Commencement DateDate (as hereinafter defined), without further notice or demand and without offset or deduction, the monthly installments of rent specified in the Basic Lease Information (the "BASE RENT"). As used herein, "RENT COMMENCEMENT DATE" means the earlier to occur of the Commencement Date or April 1, 1998. Tenant understands and agrees that Base Rent and Additional Rent shall accrue and be paid payable hereunder commencing on the Rent Commencement Date irrespective of whether or not the Term has commenced by such date and that Landlord would not have entered into this Lease but for Tenant's willingness to pay Base Rent and Additional Rent to Landlord commencing on the Rent Commencement Date. The Base Rent under this Paragraph 4(a) shall be adjusted, as stated below, on April 1 of each year during the Term commencing on April 1, 1999 to reflect percentage increases in the cost of living. The Consumer Price Index (U.S. Department of Labor Consumer Price Index (all items) for Urban Wage Earners and Clerical Workers, San Francisco Bay Area (1982-1984=100), hereinafter referred to as the "INDEX") published for the month immediately preceding each such adjustment date (each, an "ADJUSTMENT INDEX") and the Index published for the month immediately preceding the Commencement Date of this Lease ("BASE INDEX") shall be compared and the percentage difference between the Adjustment Index and the Base Index shall be determined. The initial Base Rent specified in the Basic Lease Information shall be increased by Landlord either adding to said initial Base Rent the percentage amount of said initial Base Rent equal to the percentage difference between the Base Index and the applicable Adjustment Index; provided, however, in no event shall the initial Base Rent hereunder be increased by less than four percent (i4%) by an “electronic funds transfer” system arranged by and among Tenantor more than seven percent (7%) for any one year. When the adjusted Base Rent is determined after each adjustment date, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate give Tenant written notice indicating the amount thereof and the method of computation. If the Consumer Price Index is changed or discontinued, Landlord shall substitute an official index published by the Bureau of Labor Statistics or its successor or similar governmental agency as may then be in writingexistence and shall be most nearly equivalent thereto. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under Upon execution of this Lease, for all purposes hereunder, Tenant shall pay to Landlord the Prepaid Rent and are rent reserved within the meaning first monthly installment of Section 502(b)(6) of the Bankruptcy Code or any successor provision thereto.estimated Additional Rent (as hereinafter defined)
Appears in 1 contract
Sources: Lease Agreement (General Magic Inc)
Base Rent. (a) Commencing Subject to the provisions of subsections (b) and (c) below, Tenant, in consideration for this Lease and the leasing of the Premises for the Term, agrees to pay to Landlord commencing on the Rent Rental Commencement Date, Tenant shall pay Base Rent Date (defined in the amounts set forth Exhibit “D-1”) as to each Major Portion (defined in Item 9 Exhibit “D-1”) of the Summary of Basic Terms; provided that if Premises, base rental (“Base Rent”) equal to the First Reduction product of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual rate (“Base Rent per square foot Rental Rate”) set forth below for the Extension Term will be ninety percent applicable Lease Year, multiplied by (90%ii) the square feet of Rentable Area comprising the Major Portion of the annual Market Rent per square footPremises for which the Rental Commencement Date has occurred. 1 - 5 $ 23.00 6 - expiration of the Primary Term $ 24.50 As used herein, determined in accordance with this Section 4.1(b)“Lease Year” shall mean a period of one (1) year; provided, however, that in no event shall the annual Base Rent per square foot first (1st) Lease Year for the Extension Term be less than Premises shall commence on the annual Base Rent per square foot for Commencement Date and end on the last date next preceding the first anniversary thereof; and provided further, Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions 2 as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree commence upon the Market Rent, and, in the course expiration of Lease Year 1 with respect to such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree space and all subsequent Lease Years shall commence upon the Market Rent prior to the determination expiration of the arbitrator pursuant prior Lease Year with respect to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreedspace.
(iib) If Notwithstanding the parties are unable foregoing, if the Rental Commencement Date for the First Space occurs prior to agree upon June 1, 1999, the Market Rent within Rental Commencement Date for the Negotiation PeriodSecond Space occurs prior to September 1, 1999, and/or the Rental Commencement Date for the Third Space occurs prior to December 1, 1999, then each party shall, upon selection of an arbitrator pursuant Tenant shall be obligated to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal pay Base Rental as to the Market Rent. The “Market Rent” shall be determined applicable space for which the early Rental Commencement Date occurred for the period from the early Rental Commencement Date until (i) June 1, 1999, as to the First Space (if applicable), (ii) September 1, 1999, as to the Second Space (if applicable) and/or (ii) December 1, 1999, as to the Third Space (if applicable), at one-half of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent Rental Rate set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvementsabove.
(c) Notwithstanding the foregoing, if Tenant exercises the Building 2 Option (defined in that certain Development Agreement dated of even date herewith between Landlord and Tenant (the “Development Agreement”), the Base Rent Rental Rate for all of the Premises shall be payable automatically reduced in equal monthly installments of one-twelfth (1/12th) this Lease for the period commencing at the beginning of the annual Base Rent then in effect sixth (prorated for any partial months6th) Lease Year and shall be paid without offset for any reason, in advance, on continuing through the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇,” or at such other place as Landlord shall from time to time designate in writing. The parties acknowledge and agree that the obligations owing by Tenant under this Section 4.1 are rent reserved under this Lease, for all purposes hereunder, and are rent reserved within the meaning of Section 502(b)(6) remainder of the Bankruptcy Code or any successor provision theretoPrimary Term by 25/100 Dollars ($0.25) per square foot of Rentable Area.
Appears in 1 contract
Sources: Lease (I2 Technologies Inc)
Base Rent. (a) Commencing on the Rent Commencement Date, 3.01 Tenant shall pay to Landlord Base Rent in monthly installments during the amounts set forth in Item 9 of the Summary of Basic Terms; provided that if the First Reduction of the Security Deposit is to occur prior to the date on which the first monthly installment of Base Rent would be due, the first monthly installment of Base Rent in the amount of $46,870.83 shall be paid in advance as a condition of such First Reduction.
(i) The annual Base Rent per square foot for the Extension Term will be ninety percent (90%) of the annual Market Rent per square foot, determined in accordance with this Section 4.1(b); provided, however, that in no event shall the annual Base Rent per square foot for the Extension Term be less than the annual Base Rent per square foot for the last Lease Year of the Initial Term. Within sixty (60) days after Tenant gives to Landlord written notice of exercise of the extension option pursuant to Section 2.4(d), Landlord and Tenant shall simultaneously exchange proposals setting forth their opinions as to the annual fair market base rent per square foot for the Premises for the Extension Term (the “Market Rent”). Landlord and Tenant shall negotiate in good faith for fifteen (15) days after such exchange of proposals (such period being herein called the “Negotiation Period”) to attempt to agree upon the Market Rent, and, in the course of such negotiations, each party may from time to time submit modified proposals to the other. If the parties agree upon the Market Rent prior to the determination of the arbitrator pursuant to Section 4.1(b)(ii), whether such agreement is reached during or after the Negotiation Period, the Market Rent shall be as so agreed.
(ii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then each party shall, upon selection of an arbitrator pursuant to Section 4.1(b)(iii), simultaneously exchange and submit to the arbitrator for binding arbitration a proposal as to the Market Rent. The “Market Rent” shall be determined as of the commencement of the Extension Term at the then current arms-length negotiated base rents being charged to new (or renewal tenants for renewals and extensions which do not have pre-negotiated contract rents) for comparable space in comparable buildings located in the market area of the Project, taking into account and giving effect to, in determining comparability, without limitation, such considerations as lease term and the age, size, location, condition, and amenities of the Building. The Market Rent may include escalations at various points during the Extension Term. For purposes of such determination, the Premises shall be considered to be vacant and to be rented as a whole for its highest and best use with the degree of finishes and level of leasehold improvements then generally afforded as “building standard” by landlords in the City of Cambridge. The arbitrator shall also consider and incorporate into the computation the existing improvements to the Premises. Neither party shall be deemed under any compulsion to rent or lease space. The arbitrator shall not have the right to modify any other provision of the Lease except Base Rent. Within thirty (30) days after both parties have submitted such proposals to the arbitrator, the arbitrator shall select one of the proposals as more closely approximating the Market Rent appropriate for the Extension Term, and, unless the parties have then agreed upon the Market Rent, the proposed Market Rent set forth in such proposal selected by the arbitrator shall be deemed to be the Market Rent.
(iii) If the parties are unable to agree upon the Market Rent within the Negotiation Period, then the parties shall, within fifteen (15) days after the end of the Negotiation Period (such fifteen (15) day period being herein called the “Selection Period”), attempt to agree upon an arbitrator to whom to submit the determination of Market Rent for binding arbitration pursuant to Section 4.1(b)(ii). If the parties are unable to agree upon an arbitrator within the Selection Period, then, at the end of the Selection Period, each party shall select an arbitrator and, within fifteen (15) days after the end of the Selection Period, the arbitrators shall agree upon an arbitrator to whom the determination of Market Rent shall be submitted for binding arbitration pursuant to Section 4.1(b)(ii). If such arbitrators are unable to agree promptly upon an arbitrator, an arbitrator shall be selected by the American Arbitration Association. Any arbitrator selected by either party, by the arbitrators selected by the parties or by the American Arbitration Association shall be independent of both parties and shall have such experience, either as a licensed real estate broker or salesperson or as an appraiser, as would qualify such arbitrator as an expert with respect to leasing terms in the City of Cambridge. Such arbitrator shall make the determination required pursuant to Section 4.1(b)(ii) within thirty (30) days of selection. The parties shall share equally the fees and expenses of the arbitrator to whom the determination of Market Rent is submitted. Landlord and Tenant shall each pay the fee of the arbitrator selected by it. In making its determination of Market Rent, the arbitrator shall not make any downward adjustment to account for any savings to be realized by Landlord with respect to leasing commissions or tenant improvements.
(c) initial Base Rent shall be payable in equal monthly installments of one-twelfth (1/12th) of the annual Base Rent then in effect (prorated for any partial months) fair market value rent as determined pursuant to that certain Contribution Agreement between Larry J. Winget and shall be paid without offset for any reasonThe Larry J. Winget Living Trust, in advance, on the first day of each calendar month from and after the Rent Commencement Date. Base Rent and Additional Rent shall be paid as specified by Landlord either (i) by an “electronic funds transfer” system arranged by and among Tenant, Tenant’s bank and Landlord, or (ii) by check sent to Landlord’s office c/o “▇▇▇▇▇Othe▇ ▇. ▇▇▇▇▇▇▇▇,” ▇▇▇ ▇amed ther▇▇▇, ▇▇▇ ▇▇▇▇▇▇e Holding Company, LLC dated September 22, 2003, (the "CONTRIBUTION AGREEMENT") provided, however, that if the Term commences pursuant to Section 2.01 prior to a determination of fair mark rent value rent under the Contribution Agreement then the ▇▇▇t shall be determined either by (i) the agreement of the Landlord and the Tenant as to the fair market value rent or (ii) the determination of an independent appraiser mutually selected by the Landlord and the Tenant, as to the fair market value rent based on similar facilities, locations, business operations, and taking into account the leasehold improvements actually paid for by the Landlord thereunder to the extent not reimbursed by the Tenant. During each Option Period, Base Rent shall be determined in the manner described in Section 2.01.
3.02 Each monthly installment of rent will be paid in advance in the manner set forth in Section 5 hereof. The first installment shall be due and payable on the Commencement Date and each succeeding installment shall be due and payable on the first day of each and every month thereafter (the "RENT DAY") during the Term and any extension thereof at the office of the Landlord at the address shown on the cover page of this Lease or at such other place as Landlord shall may designate from time to time designate in writing. The parties acknowledge Base Rent and agree that the obligations owing by Tenant under this Operating Costs, subject to Section 4.1 are rent reserved under this Lease4.01(ii), for all purposes hereundera partial calendar month, and are rent reserved within if any, at the meaning of Section 502(b)(6) beginning of the Bankruptcy Code or any successor provision theretoTerm shall be prorated on a daily basis (based on the actual number of days in the applicable calendar month) and shall be payable on the Commencement Date.
Appears in 1 contract