Exercise of Options. The options contained in this Section 2.2 shall be exercised by Tenant, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord not more than eighteen (18) months nor less than fifteen (15) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (the “Option Term Premises Designation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 2 contracts
Sources: Office Lease (ServiceTitan, Inc.), Office Lease (ServiceTitan, Inc.)
Exercise of Options. The options contained in this Section 2.2 shall Each Option may be exercised by Tenant, if at all, Tenant only in accordance with the following mannerprocedure. Tenant may must deliver written notice (the “Option Interest Notice”) to Landlord not more than eighteen (18) months nor less than fifteen (15) months or less than twelve (12) months prior to the then-scheduled expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option the applicable Option, and specifying in the Interest Notice shall include a designation (the “Option Term Premises Designation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion as to what portion of the Premises Tenant is exercising its Option with respect to (provided that in no event may Tenant extend as to less than the Initial Premises); Tenant’s failure to specify what portion of the Premises for which the Term is being extended shall lease, subject be deemed an election by Tenant to exercise the Option as to the terms entire Premises. Tenant shall duly vacate all portions of Section 2.2.1, above). If the Premises for which Tenant fails to include an Option Term Premises Designation in is not exercising the Option Interest Notice in accordance with the terms hereofand conditions of the Lease on the last day of the then-effective Term therefor. For purposes of clarity, if Tenant exercises its first Option with respect to less than the entire Premises, Tenant shall be deemed not have the right to have elected exercise its second Option with respect to lease the entire portion of the Premises during the subject Option Termso surrendered. If Landlord timely receives the Option Within sixty (60) days after Landlord’s receipt of Tenant’s Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rentthe Base Rent for the applicable Extension Term. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within Within ten (10) business days after receipt of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case Tenant shall provide Landlord with irrevocable written notice (“Tenant’s Acceptance”) exercising the Option Rent shall be the amount set forth in the Option Rent Notice, and stating either (Ba) accept that Tenant accepts Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option determination of Base Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if (b) that Tenant did not deliver objects to Landlord’s determination of Base Rent and elects to determine Market Rent in accordance with Section 38.4. Time is of the Option essence hereof and late delivery of the Interest Notice but delivered the Option Exercise shall not be effective. Failure of Tenant to provide Tenant’s Acceptance shall be deemed Tenant’s election of option (b) above. If Tenant does not give an Interest Notice on or before the Option Exercise Datedate specified above, Tenant shall be deemed to have irrevocably waived the parties right to exercise the Option. Landlord shall follow the procedure, and not be required to give effect to the Option Rent if an Event of Default is outstanding beyond applicable notice and cure periods as the date of the Interest Notice. The rights contained in this Section shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior personal to the expiration original Tenant (and any Permitted Transferee which is an assignee of Tenant’s then-remaining entire interest in this Lease) and may only be exercised by the original Tenant (and any Permitted Transferee which is an assignee of Tenant’s then-remaining entire interest in this Lease) (and not any other assignee, sublessee or other transferee of the then Lease Termoriginal Tenant’s interest in this Lease).
Appears in 2 contracts
Sources: Office Lease, Office Lease (Redfin CORP)
Exercise of Options. The options contained in this Section 2.2 shall be exercised by Tenant, if at all, only in the following mannermanner set forth in this Section 2.2.3. Tenant may shall deliver notice (the “Option Interest Intent Notice”) to Landlord not more than eighteen twelve (1812) months nor less than fifteen nine (159) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising intends to exercise its option. The Option Interest Notice Concurrently with such Intent Notice, Tenant shall include a designation deliver to Landlord Tenant’s calculation of the Market Rent (the “Tenant’s Option Term Premises DesignationRent Calculation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Landlord Response Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen which is thirty (1330) months prior to the expiration days after Landlord’s receipt of the then Lease TermIntent Notice and Tenant’s Option Rent Calculation (the “Landlord Response Date”), request the parties exchange their respective determinations of stating that (A) Landlord is accepting Tenant’s Option Rent Calculation as the Market Rent, or (B) rejecting Tenant’s Option Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, Calculation and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations setting forth Landlord’s calculation of the Market Rent (provided that the determination “Landlord’s Option Rent Calculation”). Within ten (10) business days of its receipt of the Market Rent submitted by Landlord Response Notice, Tenant shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit deliver written notice to arbitration if arbitration were to occur under Section 2.2.4, below Landlord (the “Arbitration Fair Market Rental ValuesExercise Notice”) (provided that if ), which shall set forth Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails election to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (Ai) rescind its Intent Notice, in which event the Lease Term shall expire as then-currently scheduled and the subject Option (and any remaining Option) shall terminate, (ii) accept the Market Rent contained in the Landlord’s Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental ValueCalculation, or (Ciii) object to both reject the Market Rent contained in the Landlord’s Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental ValueCalculation, in which case event the parties shall follow the procedure, and the Option Market Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, determined as set forth in Section 2.2.4, below. The “Option Tenant’s failure to timely deliver the Exercise Date” Notice shall mean be conclusively deemed to constitute Tenant’s election to proceed pursuant to alternative (iii) from the date occurring twelve (12) months prior to the expiration of the then Lease Termimmediately preceding sentence.
Appears in 1 contract
Exercise of Options. The options contained in this Section 2.2 shall Each Option may be exercised by Tenant, if at all, Tenant only in accordance with the following mannerprocedure. Tenant may must deliver written notice (the “Option Interest Exercise Notice”) to Landlord not more than eighteen fifteen (1815) months nor less than fifteen (151) months year prior to the then-scheduled expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest the Option; such Exercise Notice shall include be irrevocable. Tenant may elect, at the time it delivers its Exercise Notice, to reduce the Premises by terminating the Lease with respect to the top floor or the top two floors (a designation (the “Option Term Premises DesignationReduction Option”) indicating whether Tenant will lease all (with such termination being effective at the commencement of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, aboveexercised Extension Term). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest After Landlord’s receipt of Tenant’s Exercise Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rentthe Base Rent for the Extension Term. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within Within ten (10) business days after receipt of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent Tenant shall be the amount set forth in the Option Rent Notice, provide Landlord with irrevocable written notice (B“Tenant’s Response”) accept stating either (a) that Tenant accepts Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option determination of Base Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if (b) that Tenant did not objects to Landlord’s determination of Base Rent and elects to determine Market Rent in accordance with Section 38.4. If Tenant fails to timely deliver a Tenant’s Response, Tenant shall be deemed to have objected to the Base Rent in the Option Interest Rent Notice but delivered and elected to determine Market Rent in accordance with Section 38.4. Time is of the Option essence hereof and late notice shall not be effective. If Tenant does not give an Exercise Notice on or before the Option Exercise Datedates specified above, Tenant shall be deemed to have irrevocably waived the right to exercise the Option. If Tenant does not exercise the first Option, the parties second Option shall follow be null and void and of no further force or effect. Landlord shall not be required to give effect to an Option if an Event of Default is outstanding as the proceduredate of the Exercise Notice or Tenant’s Response. The rights contained in this Article shall be personal to the original Tenant and may only be exercised by the original Tenant, a Permitted Transferee which takes an Assignment of the Lease, or an “Approved Assignee” (but not by any other sublessee or assignee). An Approved Assignee shall be an assignee that is approved by Landlord pursuant to Section 12.1 above, and also meets the requirement of having investment grade credit (with investment grade credit being defined as BBB or better pursuant to ▇▇▇▇▇’▇ and/or Standard and Poor’s) both at the time of assignment and at the time of Option Rent shall exercise. In addition, an Approved Assignee must be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration full occupancy of the then Lease TermBuilding at the time it takes an assignment and at the time it exercises such Extension Right. An Approved Assignee shall have no right to exercise the Reduction Option.
Appears in 1 contract
Sources: Office Lease (Tableau Software Inc)
Exercise of Options. The options contained in this Section 2.2 shall be exercised by TenantIf Tenant wishes to exercise a renewal option hereunder, if at allTenant shall, only in on or before the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord not more than eighteen (18) months nor less than date occurring fifteen (15) months prior to the expiration of the then initial Lease TermTerm for the Premises, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation exercise the option by delivering notice to Landlord of such exercise by ▇▇▇▇▇▇ (the “Option Notice”). Landlord and Tenant acknowledge that if Tenant delivers the Option Notice, the Lease Term Premises Designation”) indicating whether shall be extended for the Option Term for all space then leased by Tenant will lease all in the Building and any First Offer Space then leased by ▇▇▇▇▇▇ and that the procedure for determination of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant Rent as provided in this Section 2.2 below shall lease, subject apply in order to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in determine the Option Interest Rent for the entire Premises. Failure of Tenant to deliver the Option Notice in accordance with the terms hereof, Tenant to Landlord on or before such date shall be deemed to have elected constitute Tenant’s failure to lease the entire Premises during the subject Option Termexercise its option to extend. If Landlord Tenant timely receives and properly exercises its option to extend, the initial Lease Term shall be extended for the Option Interest NoticeTerm upon all of the terms and conditions set forth in this Lease, Landlord except that the Rent shall deliver notice (be the “Option Rent determined as follows. Tenant shall be entitled to request that Landlord notify Tenant of Landlord’s estimate of the Option Rent prior to Tenant’s delivery of the Option Notice”. Within thirty (30) to Tenant days after such request by ▇▇▇▇▇▇ (but not less earlier than fourteen eighteen (14) 18). months prior to the expiration of the then initial Lease Term or first Option Term, setting forth the as applicable), Landlord shall notify Tenant of Landlord’s determination estimate of Market Rent. At Tenant’s election, if the Option Rent for the applicable Option Term (the “Information Estimate”); provided that neither ▇▇▇▇▇▇ ▇’s request for the Information Estimate nor ▇▇▇▇▇▇▇▇’s notice thereof shall create any liability for or obligation of either party. Landlord shall determine the Option Rent for the Option Term by using its good faith judgment. Whether or not Landlord has previously delivered the Information Estimate, Landlord shall provide written notice (“Option Interest Rent Notice”) of Landlord’s determination of the Option Rent within thirty (30) days after Tenant provides the Option Notice to Landlord; provided, however, that Landlord shall not be obligated to provide the Option Rent Notice prior to the date which is eighteen (18) months before the commencement of the Option Term. Tenant may, shall have twenty (20) business days (“Tenant’s Review Period”) after receipt of Landlord’s Option Rent Notice within which to accept such rental or to reasonably object thereto in writing. Tenant’s failure to object by written notice to Landlord, on or before the date occurring thirteen Landlord within said twenty (1320) months prior business day period shall be deemed to the expiration constitute Tenant’s disapproval of the then Lease Term, request Option Rent specified by Landlord in the parties exchange their respective determinations of Option Rent Notice. In the Market Rent which each party would submit event Tenant timely objects in writing or is deemed to arbitration, if arbitration were have objected by failing to occur under Section 2.2.4, below, and object in writing within ten said five (105) days of such requestbusiness day period, Landlord and Tenant shall each simultaneously deliver attempt to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the agree upon such Option Rent Noticeusing their diligent good faith efforts. If Landlord and Tenant fail to reach agreement within thirty (30) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below days following Tenant’s Review Period (the “Arbitration Fair Market Rental ValuesOutside Agreement Date”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value), then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained arbitration in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, accordance with Sections 2.2.3.1 through 2.2.3.7 below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.Warner Center III\Health Net\JS\December 22, 2003
Appears in 1 contract
Sources: Office Lease (Health Net Inc)
Exercise of Options. The options contained in this Section 2.2 shall be exercised by Tenant, if at all, only in the following manner. Tenant may deliver notice (the “Should any Participant propose to exercise an Option Interest Notice”) with respect to Landlord not more than eighteen (18) months nor less than fifteen (15) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (the “Option Term Premises Designation”) indicating whether Tenant will lease some or all of the Premises lands covered thereby, such Participant shall notify the other Participants owning an interest in such Option in the same manner as provided for in Section 3.3 above with respect to acquisitions of Acquired Interests, and each Participant owning an interest in the Option shall elect to participate or a Permitted Portion to not participate in the exercise of such Option in the same manner as provided in Sections 3.3 and 3.4 with respect to elections to participate or to not participate in the acquisition of Acquired Interests and the Participant proposing the exercise of the Premises during Option shall be deemed to be the subject "Acquiring Party" under those Sections. The effect of a Participant's election to participate in such an exercise of an Option, and the payment of costs and the ownership of interests in the Leases acquired pursuant to such exercise, shall be handled in the same manner as provided in Sections 3.3 and 3.4 with respect to elections to participate or not participate in acquisitions of Acquired Interests. Notwithstanding the foregoing, should any Participant having the right to participate in such exercise furnish notice (within the time provided for written notice with respect to such an election) to the Acquiring Party that it wishes to defer exercise of such Option, and should it be possible under the terms of the Option Term (andto defer such exercise without any loss of costs or rights, the Acquiring Party shall withdraw its proposal to exercise such Option. Notwithstanding anything to the contrary contained herein, if a Permitted Portion Participant has not elected to participate in the acquisition of an acquired Option as provided in Section 3.4, such Participant shall not have the Premisesright to participate in the exercise of such Option and shall own no interest in the Leases resulting from the exercise of such Option. Geophysical Exploration Agreement Southwest Danbury Project 8 9 Section 3.6. Election as to Participation in Maintenance or Extension Costs. In the event maintenance or extension costs are incurred with respect to a Permit, designating Lease, Option or Farm-In, each Participant that owns an Ownership Interest in such Lease, Option or Farm-In shall have the Permitted Portion of right to elect whether to participate in such maintenance or extension cost for the Premises Tenant shall leaseLease, Option or Farm-In utilizing the same procedures set forth in Sections 3.3 and 3.4 above for Acquired Interests; provided, however, that in the event that a Participant elects not to participate in a maintenance or extension cost, such Participant shall, subject to the terms rights of Section 2.2.1Apache under the Apache Agreement, above). If Tenant fails promptly relinquish and assign to include an Option Term Premises Designation the Participants participating in such maintenance or extension cost (in proportion to their relative Ownership Interests) all of such non-participating Participant's Ownership Interest in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth interests in the Lease, Option Rent Notice) or Farm-In that each would submit to arbitration have been relinquished or lost if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether maintenance or extension cost had not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Termpaid.
Appears in 1 contract
Sources: Geophysical Exploration Agreement (Brigham Exploration Co)
Exercise of Options. The options Mortgagor may exercise any right to renew or extend the term of the Ground Lease contained in this Section 2.2 therein without the prior written consent of Agent. Mortgagor shall be give Agent simultaneous written notice of the exercise of such option or right to renew or extend, together with a copy of the instrument given to the lessor under the Ground Lease exercising such option or right, and, thereafter, shall promptly deliver to Agent a copy of any acknowledgment by the lessor under such Ground Lease with respect to the exercise of such option or right. If such option or right has not been exercised by Tenantas aforesaid, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord then not more than eighteen one hundred eighty (18180) months nor and not less than one hundred fifty (150) days before the right of Mortgagor to exercise any option or right to renew or extend the term of the Ground Lease shall expire, Mortgagor shall give Agent written notice specifying the date, term and manner for which such option or renewal is to be exercised. Within fifteen (15) months prior business days of written demand by Agent, Mortgagor shall exercise any such option or renewal which is necessary to extend the expiration term of the then Ground Lease Termbeyond the term of this Instrument or to comply with any law affecting Mortgagor or Agent or which is necessary, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (Agent’s reasonable judgment, to preserve the “Option Term Premises Designation”) indicating whether Tenant will lease all value of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant security intended to be afforded by this Instrument. Mortgagor shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days promptly provide evidence of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations exercise of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether such option or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept LandlordAgent’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlordreasonable satisfaction. In the event that Tenant shall reject Mortgagor fails to so exercise any such option or fail to affirmatively accept the Option Rent set forth right or in the Option Rent Noticeevent of any default hereunder which is continuing beyond the applicable cure periods, Mortgagor hereby agrees and grants to Agent all right and authority to exercise such option in the name of Mortgagor or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, belowits own name. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior Notwithstanding anything herein to the expiration contrary, Mortgagor shall not exercise any purchase options, rights of first offer or rights of first refusal in the then Ground Lease Termwithout the prior written consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed including, without limitation, delivery of a mortgage on the fee interest (full ownership). Nothing contained herein shall affect or limit any rights of Agent granted under the Ground Lease.
Appears in 1 contract
Exercise of Options. The options contained If Tenant wishes to exercise a renewal option hereunder, Tenant shall, on or before the date occurring nine (9) months prior to the expiration of the initial Lease Term for the Majority Space (or nine (9) months prior to the expiration of the first Option Term for the Majority Space, if applicable), exercise the option by delivering notice to Landlord of such exercise by Tenant (the “Option Notice”). Landlord and Tenant acknowledge that if Tenant delivers an Option Notice, the Lease Term shall be extended for the Option Term for all space then leased by Tenant in the Building including, without limitation, the Majority Space, the 22nd Floor Space and any First Offer Space then leased by Tenant, that the procedure for determination of the Option Rent as provided in this Section 2.2 below shall apply in order to determine the Option Rent for the entire Premises (including the 22nd Floor Space), but that the Option Terms shall commence and shall expire on slightly different dates for the 22nd Floor Space as compared to the remainder of the Premises due to the separate Lease Expiration Dates specified in Section 5.3 of the Summary. Failure of Tenant to deliver the Option Notice to Landlord on or before such date shall be exercised by deemed to constitute Tenant’s failure to exercise its option to extend. If Tenant timely and properly exercises its option to extend, if at allthe initial Lease Term or first Option Term, only as applicable, shall be extended for the Option Term upon all of the terms and conditions set forth in this Lease, except that the following mannerRent shall be the Option Rent determined as follows. Tenant may deliver notice shall be entitled to request that Landlord notify Tenant of Landlord’s estimate of the Option Rent prior to Tenant’s delivery of the Option Notice. Within thirty (the “Option Interest Notice”30) to Landlord days after such request by Tenant (but not more than eighteen (18) months nor less earlier than fifteen (15) months prior to the expiration of the then initial Lease Term or first Option Term, stating that as applicable), Landlord shall notify Tenant is interested in exercising its option. The of Landlord’s estimate of the Option Interest Notice shall include a designation Rent for the applicable Option Term (the “Information Estimate”); provided that neither Tenant’s request for the Information Estimate nor Landlord’s notice thereof shall create any liability for either party. Landlord shall determine the Option Rent for the Option Term Premises Designation”) indicating whether Tenant will lease all of by using its good faith judgment. Whether or not Landlord has previously delivered the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest NoticeInformation Estimate, Landlord shall deliver provide written notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rentthe Option Rent within thirty (30) days after Tenant provides the Option Notice to Landlord; provided, however, that Landlord shall not be obligated to provide the Option Rent Notice for an Option Term prior to the date which is fifteen (15) months before the commencement of such Option Term. At Tenant shall have thirty (30) days (“Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Review Period”) after receipt of Landlord’s Option Interest Notice, Tenant may, Rent Notice within which to accept such rental or to reasonably object thereto in writing. Tenant’s failure to object by written notice to Landlord, on or before the date occurring thirteen Landlord within said thirty (1330) months prior day period shall be deemed to the expiration constitute Tenant’s acceptance of the then Lease Term, request Option Rent specified by Landlord in the parties exchange their respective determinations of Option Rent Notice. In the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such requestevent Tenant timely objects in writing, Landlord and Tenant shall each simultaneously deliver attempt to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the agree upon such Option Rent Noticeusing their best good faith efforts. If Landlord and Tenant fail to reach agreement within thirty (30) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below days following Tenant’s Review Period (the “Arbitration Fair Market Rental ValuesOutside Agreement Date”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value), then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined by arbitration in accordance with Sections 2.2.3.1 through 2.2.3.7 below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 1 contract
Sources: Office Lease (Health Net Inc)
Exercise of Options. 3.1 The options contained in this Section 2.2 shall Options may be exercised by Tenant, if at all, only in the following manner. Tenant may deliver Option Holder by giving to Sellers written notice (the “Option Interest Notice”) of its election to Landlord not more than eighteen (18) months nor less than fifteen (15) months do so prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation Period (the “"Option Term Premises Designation”) indicating whether Tenant will lease all Notice").
3.2 Notwithstanding the forgoing, for a period of 30 days following expiration of the Premises or a Permitted Portion of Option, Sellers may require Option Holder to purchase the Premises during KITT Assets and the subject Option Term KPTO Assets (and, if a Permitted Portion of the Premises, designating "Put") for the Permitted Portion of KITT Purchase Price and the Premises Tenant shall leaseKPTO Purchase Price respectively, subject to the terms and conditions of Section 2.2.1, above)this Option Agreement. If Tenant fails The Put may be exercised by Seller by giving to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed Holder written notice of their election to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months do so prior to the expiration of the then Lease TermPut period (the "Put Notice"). In order to be effective, setting forth the Landlord’s determination Put Notice must include the KITT Assets.
3.3 The issuance of Market Rentthe Option Notice by Option Holder or Put Notice by Sellers shall immediately create an effective and binding agreement between AM 1440 and Option Holder for the sale of the KPTO Assets by Radio 1440 to Option Holder at the KPTO Purchase Price, and an effective and binding agreement between Tri-State and Option Holder for the sale of the KITT Assets by Tri-State to Option Holder at the KITT Purchase Price. At Tenant’s electionUpon the exercise of the Options the parties hereto covenant and agree with each other to act in good faith and in a commercially reasonable manner to draft and execute agreements containing customary representations, warranties and indemnities by each of the Sellers and all of the applicable terms and conditions contained herein (the "Purchase Agreements") for the sale of the KITT Assets and KPTO Assets respectively, provided, however, if ▇▇▇▇▇▇ has previously delivered the parties cannot mutually agree to the terms of the Purchase Agreements within 10 business days after Seller's receipt of the Option Interest Notice, Tenant maythe terms of this Option Agreement shall serve as the Purchase Agreement, and each Seller shall promptly file any and all necessary documents with the FCC in order to effectuate the transfer of the Assets from each Seller to Option Holder. The consummation of any sale of the Assets and assignment of the licenses issued by written notice to Landlord, on or before the date occurring thirteen (13) months prior FCC for the operation of either of the Stations shall be subject to the expiration receipt of any necessary prior approval of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within FCC. Within ten (10) business days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations delivery of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the an Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Put Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow file with the procedureFCC applications (the "FCC Applications") requesting consent to the assignment of the FCC Licenses to Option Holder. Thereafter the parties shall diligently prosecute the FCC Applications, and shall provide any additional information that the FCC may request in connection with any such application, and to oppose any petition or other objection filed against any such application or against the transactions contemplated in this Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to LandlordAgreement. In the event that Tenant Sellers do not perform their obligations in accordance with this Section, Option Holder shall reject or fail have the right to affirmatively accept seek specific performance in accordance with Section 6 hereof.
3.4 In order to be effective, both Options must be exercised simultaneously. In the event the FCC does not approve both the transaction for the sale of the KITT Assets and the transaction for the KPTO Assets, Sellers shall not be obligated to sell the Stations to Option Holder and shall not be obligated to consummate the transactions provided. However, in such case, the Returned Amount (as defined herein) shall be returned to Option Holder within twenty (20) calendar days.
3.5 Option Holder may terminate this Option Agreement at by time by providing written Notice to the Sellers (the "Termination Notice"). If, within thirty (30) days of after delivery of the Termination Notice Sellers do not deliver to Option Holder the Put Notice, the Returned Amount (as defined herein) shall be returned to the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve Holder within twenty (1220) months prior to the expiration of the then Lease Termcalendar days.
Appears in 1 contract
Exercise of Options. The options contained in this Section 2.2 shall be exercised by Tenant, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”a) to Landlord not more Not later than eighteen (18) months nor less than fifteen (15) months 30 days prior to the expiration anticipated Transfer Date, Generator shall either notify Penelec of the then Lease Termexercise by Generator of its Put Option for the First Contract Year, stating that Tenant including notification of the quantity of Installed Capacity for which Generator is interested in exercising its option. Put Option, or shall notify Penelec that Generator will not exercise its Put Option for the First Contract Year.
(b) On the first business day after the day on which Generator is required to exercise, or notify Penelec that it will not exercise, its Put Option for the First Contract Year, Penelec shall either notify Generator of the exercise by Penelec of its Call Option, including notification of the quantity of Installed Capacity for which Penelec is exercising its Call Option, or shall notify Generator that Penelec will not exercise its Call Option for the First Contract Year.
(c) If either Party exercises its Option for the First Contract Year, the obligations to provide and sell, and to accept and purchase, Capacity pursuant to such exercised Options shall become effective as of the Transfer Date.
(d) By January 15th, Penelec shall notify Generator of the Maximum Put Capacity for the Contract Year (other than the First Contract Year) beginning on the following June 1st.
(e) By January 30th, Generator shall either notify Purchaser of the exercise by Generator of its Put Option for the Contract Year (other than the First Contract Year) beginning on the following June 1st, including notification of the quantity of Installed Capacity for which Generator is exercising its Put Option, or shall notify Penelec that it will not exercise its Put Option for such Contract Year.
(f) On the first business day after the day on which Generator is required to exercise, or notify Penelec that it will not exercise, its Put Option for the Contract Year (other than the First Contract Year) beginning on the following June 1st, Penelec shall either notify Generator of the exercise by Penelec of its Call Option for such Contract Year, including notification of the quantity of Installed Capacity for which Penelec is exercising its Call Option, or shall notify Generator that Penelec will not exercise its Call Option for such Contract Year.
(g) The Option Interest Notice shall include a designation foregoing schedule is based on the assumption that the PJM Planning Year starts on June 1st and ends on May 31st and on the assumption that the date (the “Option Term Premises Designation”"Capacity Notification Date") indicating whether Tenant by which GPU Energy is required to designate for PJM the sources from which Installed Capacity will lease all be provided to meet GPU Energy's Installed Capacity Obligation is not earlier than 90 days prior to the first day of the Premises respective PJM Planning Year. If the PJM Planning Year start date and/or end date is changed, or a Permitted Portion the Capacity Notification Date is changed, by PJM, then Penelec may, by providing reasonable notice thereof to Generator, unilaterally change the foregoing notification schedule to provide the same notice periods between the exercise of the Premises during Put Option and Call Option and the subject Option Term (and, if a Permitted Portion first day of the Premises, designating PJM Planning Year and the Permitted Portion of Capacity Notification Date as are provided by the Premises Tenant foregoing schedule with respect to a PJM Planning Year beginning on June 1st and a Capacity Notification Date 90 days prior thereto.
(h) Each notice required or contemplated by this Section 3.05 shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation be in the Option Interest Notice writing and shall be given in accordance with the terms hereofSection 14.07, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option TermNotices. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.-------
Appears in 1 contract
Sources: Transition Power Purchase Agreement (Edison Mission Energy)
Exercise of Options. The options contained in this Section 2.2 Promptly upon receipt of notice that a REIT Option has been exercised, AMC shall be cause the REIT to notify the Partnership. At such time as any REIT Option is exercised by Tenantan Optionee, if at all, only the following will be deemed to occur in the following manner. Tenant may deliver notice order:
(the “Option Interest Notice”a) to Landlord not more than eighteen (18) months nor less than fifteen (15) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (the “Option Term Premises Designation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant REIT shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior purchased from IAC a number of GP Units equal to the expiration number of REIT shares covered by the then Lease Termexercised REIT Option, setting forth divided by the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen Conversion Factor (13as defined in IAC's partnership agreement);
(b) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice The REIT shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, have purchased the Arbitration Fair Market Rental Values GP Units for a price equal to the fair market value of such shares at the date of exercise of the REIT Option;
(c) IAC shall be deemed determined to have purchased the number of REIT shares covered by the exercised REIT Option for such market value of such shares;
(d) IAC shall be deemed to have contributed such shares to AMC and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant then AMC shall be deemed to have contributed such shares to the terms above, if Tenant wishes Partnership and AMC's Capital Account will be increased by the fair market value of such shares;
(e) The Partnership shall be deemed to exercise have sold such option, Tenant shall, on or before REIT shares to the “Optionee for an amount equal to the product of the Option Exercise Date,” as that term is defined below, Price and the number of shares covered by such exercised REIT Options (the "TOTAL SHARE PRICE");
(f) The Partnership shall be deemed to have distributed to AMC and then AMC shall be deemed to have distributed to IAC the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either Total Share Price;
(Ag) accept the Market Rent contained A deduction in the Option Rent Notice, in which case amount of the Option Rent Total Share Price shall be made to AMC's Capital Account in the Partnership; and
(h) The Partnership shall allocate to AMC a deduction (the "REIT DEDUCTION AMOUNT") in the amount set forth in of (i) the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (difference between the per share fair market value of the shares deemed to the extent the same has have been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, contributed and the Option Rent Price multiplied by (ii) the number of shares deemed to have been contributed. The Partnership shall then make a corresponding reduction in an amount equal to the REIT Deduction Amount to AMC's Capital Account. For ease of administration, upon the exercise of a REIT Option, the above-steps shall be determinedconsummated by (1) the REIT, as set forth in Section 2.2.4 belowon behalf of the Partnership, but subject issuing REIT shares covered by the exercised REIT Option directly to the terms Optionee, (2) the Optionee paying the Total Share Price directly to the REIT for the account of the Partnership and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered (3) the Option Interest Notice, Tenant shallREIT, on or before behalf of the Option Exercise Date have Partnership and AMC, assigning the right Total Share Price directly to exercise IAC. Notwithstanding the option by delivering notice preceding sentence, each of steps (the “Option Exercise Notice”a) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent through (h) above shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean deemed to have occurred for the date occurring twelve (12) months prior to the expiration purposes of the then Lease Termthis Agreement.
Appears in 1 contract
Exercise of Options. The options Grantor may exercise any right to renew or extend the term of the Ground Lease contained in this Section 2.2 therein without the prior written consent of Agent. Grantor shall be give Agent simultaneous written notice of the exercise of such option or right to renew or extend, together with a copy of the instrument given to the lessor under the Ground Lease exercising such option or right, and, thereafter, shall promptly deliver to Agent a copy of any acknowledgment by the lessor under such Ground Lease with respect to the exercise of such option or right. If such option or right has not been exercised by Tenantas aforesaid, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord then not more than eighteen one hundred eighty (18180) months nor and not less than one hundred fifty (150) days before the right of Grantor to exercise any option or right to renew or extend the term of the Ground Lease shall expire, Grantor shall give Agent written notice specifying the date, term and manner for which such option or renewal is to be exercised. Within fifteen (15) months prior business days of written demand by Agent, Grantor shall exercise any such option or renewal which is necessary to extend the expiration term of the then Ground Lease Termbeyond the term of this Instrument or to comply with any law affecting Grantor or Agent or which is necessary, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (Agent’s reasonable judgment, to preserve the “Option Term Premises Designation”) indicating whether Tenant will lease all value of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant security intended to be afforded by this Instrument. Grantor shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days promptly provide evidence of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations exercise of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether such option or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept LandlordAgent’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlordreasonable satisfaction. In the event that Tenant shall reject Grantor fails to so exercise any such option or fail to affirmatively accept the Option Rent set forth right or in the Option Rent Noticeevent of any default hereunder which is continuing beyond the applicable cure periods, Grantor hereby agrees and grants to Agent all right and authority to exercise such option in the name of Grantor or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, belowits own name. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior Notwithstanding anything herein to the expiration contrary, Grantor shall not exercise any purchase options, rights of first offer or rights of first refusal in the then Ground Lease Termwithout the prior written consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed including, without limitation, delivery of a mortgage on the fee interest. Nothing contained herein shall affect or limit any rights of Agent granted under the Ground Lease.
Appears in 1 contract
Sources: Fee and Leasehold Mortgage and Security Agreement (Carter Validus Mission Critical REIT, Inc.)
Exercise of Options. The options Leasehold Mortgagor may exercise any right to renew or extend the term of the Ground Lease contained in this Section 2.2 therein without the prior written consent of Agent. Leasehold Mortgagor shall be give Agent simultaneous written notice of the exercise of such option or right to renew or extend, together with a copy of the instrument given to the lessor under the Ground Lease exercising such option or right, and, thereafter, shall promptly deliver to Agent a copy of any acknowledgment by the lessor under such Ground Lease with respect to the exercise of such option or right. If such option or right has not been exercised by Tenantas aforesaid, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord then not more than eighteen one hundred eighty (18180) months nor and not less than one hundred fifty (150) days before the right of Leasehold Mortgagor to exercise any option or right to renew or extend the term of the Ground Lease shall expire, Leasehold Mortgagor shall give Agent written notice specifying the date, term and manner for which such option or renewal is to be exercised. Within fifteen (15) months prior business days of written demand by Agent, Leasehold Mortgagor shall exercise any such option or renewal which is necessary to extend the expiration term of the then Ground Lease Termbeyond the term of this Instrument or to comply with any law affecting Leasehold Mortgagor or Agent or which is necessary, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (Agent’s reasonable judgment, to preserve the “Option Term Premises Designation”) indicating whether Tenant will lease all value of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant security intended to be afforded by this Instrument. Leasehold Mortgagor shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days promptly provide evidence of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations exercise of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether such option or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept LandlordAgent’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlordreasonable satisfaction. In the event that Tenant shall reject Leasehold Mortgagor fails to so exercise any such option or fail to affirmatively accept the Option Rent set forth right or in the Option Rent Noticeevent of any default hereunder which is continuing beyond the applicable cure periods, Leasehold Mortgagor hereby agrees and grants to Agent all right and authority to exercise such option in the name of Leasehold Mortgagor or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, belowits own name. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior Notwithstanding anything herein to the expiration contrary, Leasehold Mortgagor shall not exercise any purchase options, rights of first offer or rights of first refusal in the then Ground Lease Termwithout the prior written consent of Agent, which consent shall not be unreasonably withheld, conditioned or delayed including, without limitation, delivery of a mortgage on the fee interest. Nothing contained herein shall affect or limit any rights of Agent granted under the Ground Lease.
Appears in 1 contract
Sources: Open End Fee and Leasehold Mortgage (Carter Validus Mission Critical REIT, Inc.)
Exercise of Options. The options contained in this Section 2.2 Tenant shall be exercised have the right, to renew the Term for the Premises described below for (i) two successive renewal terms of five years each or (ii) one renewal term of ten years (each a “Renewal Term”) by Tenant, if at all, only in the following manner. Tenant may deliver notice (the a “Option Interest Renewal Notice”) delivered to Landlord not more than eighteen (18) months nor less than fifteen (15) 18 months prior to the expiration then Expiration Date, time being of the then essence; provided, however, that (a) Tenant shall not be in default under any of the terms, covenants or conditions of this Lease Termbeyond the applicable notice and/or cure periods either on the date the applicable Renewal Notice is given or on the applicable Renewal Term Commencement Date (as hereinafter defined), stating that and (b) the Named Tenant is interested shall not have assigned this Lease (other than pursuant to Section 15.9), and Named Tenant and Related Entities shall be in exercising its option. The Option Interest Notice shall include a designation (occupancy of at least 75% of the “Option Term Premises Designation”) indicating whether Tenant will lease all rentable area of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest aggregate. Upon the giving of a Renewal Notice (which Renewal Notice shall specify the Renewal Term and the space being renewed or, in accordance with the terms hereofabsence thereof, Tenant shall be deemed to have elected to lease renew the Term in respect of the entire Premises), this Lease in respect of the Premises designated or deemed designated by Tenant shall be renewed for the Renewal Term in question with the same force and effect as if such Renewal Term had originally been included in the Term. Each Renewal Term shall commence on the day after the then Expiration Date (each a “Renewal Term Commencement Date”) and shall terminate on the day preceding the fifth or the tenth anniversary of the Renewal Term Commencement Date, as the case may be, or such earlier date as this Lease shall terminate pursuant to any of the terms of this Lease. If Tenant shall fail to renew the Term for the first Renewal Term of five years, Tenant shall have no right to renew the Term for the second Renewal Term of five years. If Tenant shall fail to renew the Term in respect of any portion of the Premises during the first Renewal Term of five years, Tenant shall have no right to renew the Term in respect of such portion of the Premises as to which Tenant elected not to renew for the second Renewal Term of five years. Tenant is not obligated to renew the Term in respect of the entire Premises during (but if Tenant does renew in respect of the subject Option Term. If Landlord timely receives the Option Interest Noticeentire Premises, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior may do so without regard to the expiration contiguity of any portion of the then Lease TermPremises), setting forth the Landlord’s determination of Market Rent. At Tenant’s electionprovided, if ▇▇▇▇▇▇ has previously delivered the Option Interest Noticehowever, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration that any portion of the then Lease Term, request Premises as to which Tenant renews the parties exchange their respective determinations Term must consist of at least 2 entire floors of the Market Rent which each party would submit to arbitrationPremises, if arbitration were to occur under Section 2.2.4including an entire “end floor” (that is, below, and within ten (10) days the then highest or lowest floor of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations one or more blocks of contiguous floors of the Market Rent Premises as constituted at the time question) together with any one or more full floors which are contiguous to such “end floor” and may include, in addition, (1) one or more partial floors which are contiguous with such “end floor”, provided that the determination such partial floor consists of the Market Rent submitted by Landlord shall not exceed entirety of the Market Rent set forth in the Option Rent Noticepartial floor that Tenant then leases hereunder, and/or (2) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (only after first including contiguous floors as provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if any, any non-contiguous floors of the Premises (i.e., if Tenant wishes to exercise such optiondoes not then lease any contiguous floors, Tenant shall, on or before may renew the Lease in respect of non-contiguous floors). The term “Option Exercise Date,Premises” as that term is defined belowused in Sections 37.2, have 37.3 and 37.4 shall mean the right to exercise the option Premises designated or deemed designated by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Renewal Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, foregoing provisions of this Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term37.1.
Appears in 1 contract
Sources: Lease Agreement (Greenhill & Co Inc)
Exercise of Options. The options contained in this Section 2.2 Option shall be exercised by Tenant, if at all, Tenant only in the following manner. : (i) Tenant may shall not be in default, and shall not have been in default under this Lease more than once per year, on the delivery date of the Interest Notice and Tenant’s Acceptance; (ii) Tenant shall deliver written notice (the “Option Interest Notice”) to Landlord not more than eighteen twelve (1812) months nor less than fifteen nine (159) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation the Option, (the “Option Term Premises Designation”iii) indicating whether Tenant will lease all within fifteen (15) business days of the Premises or a Permitted Portion Landlord’s receipt of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest NoticeTenant’s written notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination Option Rent; and (iv) if Tenant desires to exercise such Option, Tenant shall provide Landlord written notice within five (5) business days after receipt of Market Rent. At the Option Rent Notice (“Tenant’s electionAcceptance”) and upon, if ▇▇▇▇▇▇ has previously delivered the Option Interest Noticeand concurrent with such exercise, Tenant may, by written notice at is option, object to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice. Tenant’s failure to deliver the Interest Notice shall be deemed Landlordor Tenant’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, Acceptance on or before the “Option Exercise Date,” as that term is defined below, have the right dates specified above shall be deemed to constitute Tenant’s election not to exercise the option by delivering written notice thereof Option. If Tenant timely and properly exercises its Option, the Lease Term shall be extended for the Option Term upon all of the terms and conditions set forth in this Lease, except that the rent for the Option Term shall be as indicated in the Option Rent Notice unless Tenant, concurrently with Tenant’s Acceptance, objects to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Option Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, procedure and the Option Rent shall be determined, as set forth in Section 2.2.4 31(d) below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 1 contract
Exercise of Options. The options contained in this Section 2.2 3.4 shall be exercised by Tenant, if at all, only in the following mannermanner set forth in this Section 3.4.3. Tenant may shall deliver notice (the “Option Interest "Exercise Notice”") to Landlord not more than eighteen fifteen (1815) months nor less than fifteen (15) months prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation (the “Option Term Premises Designation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then existing Lease Term, stating that Tenant is thereby exercising its option. The Exercise Notice shall specify whether Tenant is exercising such option as to all of the 6340 Building, all of the 6310 Building and/or all of the 6290 Building. Within thirty (30) days following its delivery of such Exercise Notice, Tenant shall deliver to Landlord Tenant's calculation of the Market Rent or indicate that the Escalated Rent is less than the Market Rent (the "Tenant's Option Rent Calculation"). Landlord shall deliver notice (the "Landlord Response Notice") to Tenant on or before the date which is thirty (30) days after Landlord's receipt of Tenant's Option Rent Calculation (the "Landlord Response Date"), stating that (A) Landlord is accepting Tenant's Option Rent Calculation, or (B) if Tenant's Option Rent Calculation indicates that Tenant believes that the Market Rent is less than the Escalated Rent, rejecting Tenant's Option Rent Calculation and setting forth Landlord's calculation of the Market Rent (the "Landlord's Option Rent Calculation"). Within fifteen (15) business days of its receipt of the Landlord Response Notice, Tenant may, at its option, accept Landlord's Option Rent Calculation. If Tenant does not affirmatively accept or Tenant rejects Landlord's Option Rent Calculation, the parties shall follow the procedure, and the Market Rent shall be determined as set forth in Section 3.4.4. By way of clarification, if Tenant's Option Rent Calculation indicates that the Escalated Rent is less than the Market Rent or if the parties otherwise agree that the Escalated Rent is less than the Market Rent, then the Escalated Rent shall apply and there shall be no need for determination of the Market Rent.
Appears in 1 contract
Sources: Office Lease (Dexcom Inc)
Exercise of Options. (i) The options contained in this Section 2.2 Suite 2030 Options shall be exercised by Tenant, if at all, Tenant only in the following manner. : (i) Tenant may shall not be in default beyond any applicable cure periods on the delivery date of the Exercise Notice; and (ii) Tenant shall deliver written notice (the “Option Interest "Exercise Notice”") to Landlord not more than eighteen (18) months nor less than fifteen six (156) months prior to the expiration of the then current Lease Term as to Suite 2030, stating that Tenant is exercising the Option. Tenant's failure to deliver the Exercise Notice on or before the date specified above shall be deemed to constitute Tenant's election not to exercise the Suite 2030 Option. If Tenant timely and properly exercises its Suite 2030 Option(s), the Lease Term shall be extended as to Suite 2030 for an additional twenty-one (21) months upon all of the terms and conditions set forth in this Lease.
(ii) The Option shall be exercised by Tenant only in the following manner: (A) Tenant shall not be in default beyond any applicable cure periods on the delivery date of the Interest Notice and Tenant's Acceptance; (B) Tenant shall deliver written notice ("Interest Notice") to Landlord not more than twelve (12) months nor less than nine (9) months prior to the expiration of the Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation the Option, (the “Option Term Premises Designation”C) indicating whether Tenant will lease all within fifteen (15) business days of the Premises or a Permitted Portion Landlord's receipt of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest NoticeTenant's written notice, Landlord shall deliver notice (the “"Option Rent Notice”") to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination Option Rent; and (D) if Tenant desires to exercise such Option, Tenant shall provide Landlord written notice within fifteen (15) business days after receipt of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest NoticeRent Notice ("Tenant's Acceptance") and upon, and concurrent with such exercise, Tenant may, by written notice at its option, object to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice. Tenant's failure to deliver the Interest Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, Tenant's Acceptance on or before the “Option Exercise Date,” as that term is defined below, have the right dates specified above shall be deemed to constitute Tenant's election not to exercise the option by delivering written notice thereof Option. If Tenant timely and properly exercises its Option, the Lease Term shall be extended for the Option Term upon all of the terms and conditions set forth in this Lease, except that the rent for the Option Term shall be as indicated in the Option Rent Notice unless Tenant, concurrently with Tenant's Acceptance, objects to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Option Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, procedure and the Option Rent shall be determined, as set forth in Section 2.2.4 31(d) below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 1 contract
Sources: Credit, Security, Guaranty and Pledge Agreement (Kushner Locke Co)
Exercise of Options. The options contained in this In the event of Tenant’s timely and proper delivery of the Extension Notice under Section 2.2 2.4.1 above with respect to the Extension Option, Landlord shall be exercised by Tenantprovide written notice of Landlord’s reasonable, if at all, only in good faith determination of the fair market rental rate not later than ninety (90) days following mannerLandlord’s receipt of such Extension Notice. Tenant may deliver shall have twenty (20) business days after receipt of Landlord’s notice of the fair market rental rate within which to either accept or object to such proposed fair market rental rate by delivering written notice (the “Option Interest Exercise Notice”) thereof to Landlord. For purposes of this Section, the last day of such 20-business day period shall be referred herein as the “Exercise Date”. Tenant’s failure to deliver the Exercise Notice on or before the Exercise Date shall be deemed to constitute Tenant’s waiver of the Extension Option. If Tenant disagrees with Landlord’s determination of the fair market rental rate but Landlord not more than eighteen and Tenant are unable to resolve such disagreement as to the fair market rental rate within 15 business days (18“Option Resolution Period”), then either (i) months nor less than fifteen Tenant shall have the option to rescind its option to extend and the Extension Option shall be null and void as of the Exercise Date, and Landlord and Tenant shall have no further liability to the other under this Section 2.4 or (15ii) months Tenant and Landlord shall have the fair market rental rate determined by an appraiser who is acceptable to both parties. Tenant shall make an election of (i) or (ii) above prior to the expiration of the then Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation Resolution Period (the “Option Term Premises Designation”) indicating whether Tenant will lease all of the Premises or a Permitted Portion of the Premises during the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereofabsent such election, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Termoption (i)). If Landlord timely receives the Option Interest Notice, Landlord The appraiser determining such fair market rental rate shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior such determination to the expiration parties within 30 days after his or her selection. Such determination shall be in writing and be final and binding upon the parties hereto. The parties hereto shall bear the cost of the then Lease Term, setting forth services of such appraiser equally. The appraiser selected to determine the Landlord’s determination fair market rental rate must have at least 5 years of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered experience in the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior appraisal of properties similar to the expiration Premises in the vicinity of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease TermPremises.
Appears in 1 contract
Sources: Lease (Athira Pharma, Inc.)
Exercise of Options. The options contained in this Section 2.2 shall be exercised by Tenant, if at all, only in the following manner. : (i) Tenant may shall deliver written notice (the “Option Interest Notice”) to Landlord not more than eighteen twelve (1812) months nor less than fifteen nine (159) months prior to the expiration of the then initial Lease Term, stating that Tenant is interested in exercising its option. The Option Interest Notice shall include a designation ; (the “Option Term Premises Designation”ii) indicating whether Tenant will lease all Landlord, after receipt of the Premises or a Permitted Portion of the Premises during the subject Option Term (andTenant’s notice, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less more than fourteen thirty (1430) months prior to the expiration days after receipt of the then Lease TermTenant’s notice, setting forth the Landlord’s determination of Market First Option Rent or Second Option Rent. At Tenant’s election, each as applicable; and (iii) if ▇▇▇▇▇▇ has previously delivered the Option Interest NoticeTenant wishes to exercise such option, Tenant may, by written notice to Landlord, on or before the date occurring thirteen thirty (1330) months prior to the expiration days after Tenant’s receipt of the then Lease TermOption Rent Notice, request the parties exchange their respective determinations Landlord’s determination of the Fair Market Rent Rate which each party Landlord would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) business days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Fair Market Rent Rate (provided that the determination of the Fair Market Rent Rate submitted by Landlord shall not exceed the Market Option Rent set forth in the Option Rent Notice) that each would submit to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether ; and (iv) whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms Section 2.2.3(iii), above, if Tenant wishes to exercise such option, Tenant shall, on or before the “date occurring thirty (30) days after Tenant’s receipt of the Option Exercise Date,” as that term is defined belowRent Notice, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Option Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Option Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 1 contract
Sources: Office Lease (Internet Brands, Inc.)
Exercise of Options. The options contained in this Section 2.2 Option shall be exercised by Tenant, if at all, Tenant only in the following mannermanner set forth herein. For the first Option Term and the Second Option Term, (i) Tenant may shall deliver written notice (the “Option Interest Notice”) to Landlord not more than eighteen (18) months nor less than fifteen twelve (1512) months prior to the then- current expiration date of the then Lease Term, stating that Tenant is interested exercising the Option, and (ii) Tenant shall not be in exercising its option. The Option Interest Notice shall include a designation default (beyond all applicable notice and cure periods) on the “Option Term Premises Designation”) indicating whether Tenant will lease all delivery date of the Premises Option Notice or a Permitted Portion Tenant’s Acceptance [defined below]. Additionally, with respect to the Second Option Term, the following provisions shall apply. Within fifteen (15) business days of Landlord’s receipt of the Premises during Option Notice for the subject Option Term (and, if a Permitted Portion of the Premises, designating the Permitted Portion of the Premises Tenant shall lease, subject to the terms of Section 2.2.1, above). If Tenant fails to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereof, Tenant shall be deemed to have elected to lease the entire Premises during the subject second Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination Option Rent for the second Option Term; and if Tenant desires to maintain its exercise of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the such Option Interest Noticein effect, Tenant may, by shall provide Landlord written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) business days after receipt of the Option Rent Notice (‘Tenant’s Acceptance”) and upon, and concurrent with such requestexercise, Landlord and Tenant shall each simultaneously deliver may, at its option, object to the other their determinations of the Market Option Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent set forth contained in the Option Rent Notice. Tenant’s failure to deliver the Option Notice (for either the first of second Option), or Tenant’s Acceptance (for the second Option) on or before the dates specified above shall be deemed to constitute Tenant’s election not to exercise such Option, and such Option shall be null and void and of no further force or effect. If Tenant timely and properly exercises the Option, the Lease Term shall be extended for the Option Term upon all of the terms and conditions set forth in this Lease, except that each would submit the Base Year and Basic Rental for the subject Option Term shall be as provided in Article 31(b) above; provided, however, if Tenant, concurrently with Tenant’s Acceptance, objects to arbitration if arbitration were to occur under Section 2.2.4, below (the “Arbitration Fair Market Rental Values”) (provided that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails to provide Landlord’s Arbitration Fair Market Rental Value, then the Option Rent contained in the Option Rent Notice shall be deemed Landlord’s Arbitration Fair Market Rental Valuefor the second Option Term, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, procedure and the Option Rent shall be determined, as set forth form in Section 2.2.4 31(d) below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease Term.
Appears in 1 contract
Exercise of Options. The options contained in this right of each Preemptive Rightholder to purchase the New Securities under Section 2.2 5.2 shall be exercised exercisable by Tenantdelivering written notice of the exercise thereof, if at all, only in the following manner. Tenant may deliver notice (the “Option Interest Notice”) to Landlord not more than eighteen (18) months nor less than fifteen (15) months prior to the expiration of the then Lease Termforty-five (45) day period referred to in Section 5.2, stating that Tenant is interested in exercising its optionto the Company. The Option Interest Notice failure of a Preemptive Rightholder to respond prior to the expiration of such forty-five (45) day period shall include be deemed to be a designation (waiver of such Preemptive Rightholder’s rights under Section 5.2 with respect to the “Option Term Premises Designation”) indicating whether Tenant will lease issuance of New Securities on the terms set forth in the New Issuance Notice. In the event that any such Preemptive Rightholder does not subscribe to purchase all of the Premises or a Permitted Portion its Proportionate Percentage of such unsubscribed shares, each of the Premises during Crestview Stockholders and the subject Option Term Co-Investor shall have the right to purchase such unsubscribed shares on a pro rata basis (andbased on the Crestview Stockholders’ and the Co-Investor’s relative Proportionate Percentages). Notwithstanding anything in this Article V to the contrary, if a Permitted Portion the Crestview Stockholders shall have the right to purchase New Securities before giving effect to the expiration of the Premisesforty-five (45) day offer period set forth in Section 5.2; provided, designating that (a) the Permitted Portion other Preemptive Rightholders shall thereafter have the benefit of such offer period to purchase New Securities (either from the Premises Tenant shall leaseCompany or the Crestview Stockholders), subject so as to give effect to the terms provisions of Section 2.2.15.2 and this Section 5.3, above). If Tenant fails at the same price and on the same terms as the Crestview Stockholders and (b) if the Crestview Stockholders waive their rights with respect to include an Option Term Premises Designation in the Option Interest Notice in accordance with the terms hereofany issuance of New Securities, Tenant then all other Preemptive Rightholders shall be deemed to have elected also waived their rights with respect to lease such issuance of New Securities and the entire Premises during the subject Option Term. If Landlord timely receives the Option Interest Notice, Landlord shall deliver notice (the “Option Rent Notice”) to Tenant not less than fourteen (14) months prior to the expiration of the then Lease Term, setting forth the Landlord’s determination of Market Rent. At Tenant’s election, if ▇▇▇▇▇▇ has previously delivered the Option Interest Notice, Tenant may, by written notice to Landlord, on or before the date occurring thirteen (13) months prior to the expiration of the then Lease Term, request the parties exchange their respective determinations of the Market Rent which each party would submit to arbitration, if arbitration were to occur under Section 2.2.4, below, and within ten (10) days of such request, Landlord and Tenant shall each simultaneously deliver to the other their determinations of the Market Rent (provided that the determination of the Market Rent submitted by Landlord shall not exceed the Market Rent procedures set forth in the Option Rent Notice) that each would submit this Article V shall not apply to arbitration if arbitration were to occur under Section 2.2.4such issuance; provided, below (the “Arbitration Fair Market Rental Values”) (provided however, that if Tenant has requested an exchange of Arbitration Fair Market Rental Values and Landlord fails such New Securities are issued to provide Landlord’s Arbitration Fair Market Rental Valuea Financial Investor, then the Option Rent contained in the Option Rent Notice such waiver shall be deemed Landlord’s Arbitration Fair Market Rental Value, and, so long as Tenant has delivered to Landlord its Arbitration Fair Market Rental Value, the Arbitration Fair Market Rental Values shall be deemed determined and exchanged). Whether or not Arbitration Fair Market Rental Values were determined and exchanged pursuant apply with respect to the terms above, if Tenant wishes to exercise such option, Tenant shall, on or before the “Option Exercise Date,” as that term is defined below, have the right to exercise the option by delivering written notice thereof to Landlord, and upon, and concurrent with, such exercise, Tenant shall, at its option, either (A) accept the Market Rent contained in the Option Rent Notice, in which case the Option Rent shall be the amount set forth in the Option Rent Notice, (B) accept Landlord’s Arbitration Fair Market Rental Value (to the extent the same has been previously provided pursuant to the terms hereof), in which case the Option Rent shall be Landlord’s Arbitration Fair Market Rental Value, or (C) object to both the Market Rent contained in the Option Rent Notice, and, if applicable, Landlord’s Arbitration Fair Market Rental Value, in which case the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4 below, but subject to the terms and conditions, when appropriate, of Section 2.2.2 above. Whether or not Tenant has previously delivered the Option Interest Notice, Tenant shall, on or before the Option Exercise Date have the right to exercise the option by delivering notice (the “Option Exercise Notice”) thereof to Landlord. In the event that Tenant shall reject or fail to affirmatively accept the Option Rent set forth in the Option Rent Notice, or if Tenant did not deliver the Option Interest Notice but delivered the Option Exercise Notice on or before the Option Exercise Date, the parties shall follow the procedure, and the Option Rent shall be determined, as set forth in Section 2.2.4, below. The “Option Exercise Date” shall mean the date occurring twelve (12) months prior to the expiration of the then Lease TermCo-Investor.
Appears in 1 contract
Sources: Stockholders Agreement (DS Services of America, Inc.)