Common use of Extension Options Clause in Contracts

Extension Options. Tenant shall have the option to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Agreement of Lease (Pegasystems Inc)

Extension Options. Provided Tenant is not in default of the terms of this Lease, and further provided Tenant has not subleased or assigned all or any portion of the Premises, Tenant shall have the option two (2) options (each a “Extension Option”) to extend the Term of the Lease for two (2) additional periods of five eight (5) 8) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)Period”). Yearly Fixed Rent during any Each Extension Term Period, if duly and timely exercised, shall be ninety-five (95%) percent of commence at 12:00 a.m. on the Fair Market Rent (as defined below) for day immediately after the Demised Premises previously scheduled Expiration Date and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect expire at 11:59 p.m. on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end eighth (8th) anniversary of the Third previously scheduled Expiration Date (which date, upon exercise of the Renewal Option, shall become the “Expiration Date” for all purposes under this Lease). Each Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements Option is personal to the Demised Premises or Storage Space or originally named Tenant and may not be assigned to any allowances therefor with respect party other than a Permitted Transferee. As a condition of Tenant’s exercise of its option for any Extension Period, Tenant must satisfy the following conditions: (A) Tenant must notify Landlord, in writing, of its intention to exercise the applicable Extension Option not later than six hundred eleven (611) days prior to the Second or Third Extension Termsthen scheduled Expiration Date. (aB) The Basic Rent during each Extension Period shall be set at the fair market rate, value based on comparable space in Wilmington, North Carolina, taking into account market rate concessions and other factors such as the Premises location, age, amenities and interior improvements. If Tenant wishes to consider exercising the duly and timely exercises an Extension Option, and if Landlord and Tenant are then unable to agree upon the fair market rental rate for the Extension Term within sixty (60) days after Landlord’s receipt of Tenant’s written election of the applicable Extension Option, then the prevailing fair market rate for similar space shall be determined by an appraiser mutually agreed upon by Landlord and Tenant or if they cannot mutually agree on one appraiser, then by three appraisers holding the earned designation “MAI” and having at least five years’ experience in appraising commercial real estate in the Wilmington, North Carolina area, one appraiser to be selected by Tenant, one appraiser to be selected by Landlord, and the third appraiser to be selected by the other two appraisers. If the three appraisers are unable to agree upon the prevailing fair market rate, then each shall submit its written determination, and the fair market rate will be the average of the two closest appraisals. Tenant and Landlord each shall pay the cost of the appraiser it selects and the cost of the third appraiser shall be split equally between Landlord and Tenant. Office Lease Page 39 (C) Tenant shall so notify continue to pay to Landlord of such preliminary Additional Rent during any Renewal Period under the same terms and conditions as described in this Lease. (i.e., non-bindingD) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant to timely to send a notice under this paragraph (a) satisfy the conditions set out hereinabove for any Extension Period shall constitute an irrevocable waiver result in the termination of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before Option and the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termall outstanding Extension Options.

Appears in 1 contract

Sources: Office Lease (Ncino, Inc.)

Extension Options. Tenant shall have the option Subject to extend Sections 34B, C and D below, the Term of this Lease may be extended, at the Lease option of Tenant, for two (2) three additional periods of five (5) years (each (the “Second Extension a "Renewal Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”"). Yearly Fixed Rent during any Extension Any such Renewal Term shall be ninety-five (95%) percent upon the same terms contained in this Lease, excluding the provisions of the Fair Market Rent (as defined below) for the Demised Premises Section 32 and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions Appendix D of this Lease in effect on and except for the last day amount of the expiring Base Rent payable during such Renewal Term, except that and any reference in the Lease to the "Term" of this Lease shall be deemed to include such Renewal Term and apply thereto, unless it is expressly provided otherwise. Tenant shall have no extension options beyond the aforesaid options. Any termination of this Lease during the initial Term of this Lease or any Renewal Term shall terminate all further rights under this Section 34. A. The initial Base Rent during any Renewal Term for any space then constituting a portion of the Premises shall be at a rate equal to the Market Renewal Rate. Tenant's obligation to pay Operating Cost Share Rent and Tax Share Rent pursuant to Section 2A of this Lease shall continue during each Renewal Term. B. Such option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If be exercised by Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., delivering an initial non-binding) interest no more than sixteen (16) months, and no binding written notice to Landlord not less than fifteen twelve (1512) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) full calendar months prior to the date expiration of the initial Term or current Renewal Term, as applicable, of this Lease. Thereafter, both parties shall calculate their good faith estimate of the Market Renewal Rate and notify the other of such determination not less than 11 calendar months prior to the expiration of the Term or current Renewal Term, as applicable, and then the terms of Section 33 above shall apply as to the procedure for determining the Market Renewal Rate. C. Tenant's right to exercise its options to extend this Lease pursuant to this Section 33, is then scheduled subject to expire, Tenant shall either the following conditions: (i) waive that on the Extension Optiondate that Tenant delivers its final binding written notice of its election to exercise the subject option to extend, or Tenant is not in default under any of the terms of this Lease, after the expiration of any applicable notice and cure periods and no unmatured event of default has occurred and is continuing, and (ii) exercise if applicable, Tenant has exercised its extension option for the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent prior Renewal Term or such other amount Renewal Terms, as the parties case may have mutually agreed upon prior to such date. Failure timely be. D. If Tenant fails to give a its initial non-binding written notice exercising the Extension Option of intent or its final binding written notice of intent to exercise its options to extend when due as set forth provided in this paragraph (c) Section 34, Tenant will be deemed to have waived such option to extend. E. For purposes of this Lease, the following terms shall constitute an irrevocable waiver of Tenant’s right to extend have the Term.following meanings:

Appears in 1 contract

Sources: Lease Agreement (Florsheim Shoe Co /De/)

Extension Options. Provided no Event of Default then exists, Tenant shall have the right and option to extend the Term of the this Lease for two (2) additional consecutive periods of five (5) years each (each a “Renewal Term”) under the “Second Extension Term” same terms and the “Third Extension Term,” respectively; each, conditions as stated in this Lease (each an “Extension TermOption”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent by delivering written notice of the Fair exercise thereof to Landlord between fifteen (15) months and nine (9) months before the expiration of the then current term of this Lease. Promptly after the Market Rent Rental Rate (as defined below) for has been established, Landlord and Tenant shall execute an amendment to this Lease extending the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions term of this Lease in effect on the last day of the expiring Termsame terms provided in this Lease, except that as follows: (a) The Base Rent payable for each month during each such Renewal Term shall be determined utilizing the Market Rental Rate; (b) Tenant shall have no further option renewal options unless expressly provided for pursuant to extend this Section 3 or granted by Landlord in writing; (c) Landlord shall lease to Tenant the Term beyond the end of the Third Extension Term set forth hereinPremises in its then-current condition, and Landlord shall have no obligation only provide to Tenant any allowances (e.g., moving allowance, construction allowance, and the like) or other tenant inducements that are generally available to tenants renewing leases of space comparable to this Lease (the amount of the Market Rental Rate shall reflect the provision of any such market allowances or other tenant inducements) unless Tenant elects in its renewal notice to lease the Premises for the applicable Renewal Term without the benefit of any such market allowances and/or inducements (in which case the Market Rental Rate shall reflect the same); and (d) the Cam Base Year and Tax Base Year shall each be modified to become the first calendar year of the applicable Renewal Term and rental obligations relative to Operating Expenses and Taxes shall be adjusted accordingly. The term “Market Rental Rate” will mean the arms-length fair market annual rental rate per rentable square foot that Landlord and owners of Comparable Properties (as defined in Section 4(A)(2) above) are, on or about the date on which the Market Rental Rate is being determined, charging for space comparable to the Premises. The determination of Market Rental Rate shall take into account any material economic differences between the terms of this Lease and any comparison lease, such as rent abatements, construction costs and other concessions and the manner, if any, in which the landlord under any such lease is reimbursed for operating expenses, taxes and electrical expenses. The determination of Market Rental Rate shall also take into consideration (1) any reasonably anticipated changes in the Market Rental Rate from the time such rate is being determined and the time such rate will become effective under this Lease, (2) the location, quality and age of the building, (3) floor level on which space is located, (4) any rental abatement, lease takeovers and/or assumptions, moving expenses and other concessions, (5) the term of the lease or renewal thereof, (6) the extent of the services to be provided, (7) the distinction between a “gross” and a “net” lease, (8) the base year or estimated basic cost per square foot for escalation purposes (including operating costs, insurance and ad valorem taxes), (9) the time the particular rental rate under consideration became or is to become effective, and (10) any other relevant term or condition. Landlord shall provide Tenant with Landlord’s good faith determination of the Market Rental Rate for the applicable Renewal Term not later than thirty (30) days after Tenant exercises the applicable Extension Option. Tenant shall elect, within thirty (30) days thereafter, in a writing delivered to Landlord to either (i) accept Landlord’s determination of such Market Rental Rate (in which case the Lease shall be deemed renewed for the applicable Renewal Term at such rate), or (ii) reject the same in which case the Market Rental Rate for the applicable Renewal Term will be determined in accordance with the process identified below in this Section 3. Failure by Tenant to provide such election within such 30-day time period shall constitute Tenant’s election under clause (ii) of the preceding sentence. The option herein granted shall be deemed to be personal to Tenant, and if Tenant subleases the entire Premises or otherwise assigns or transfers any improvements interest thereof to another party such option shall lapse, unless such assignment, sublease or transfer was (x) a Permitted Transfer, or (y) at the time of Tenant’s exercise of an Extension Option the total aggregate amount of space subleased (or transferred) is less than half of the entire area of the Premises. If Tenant rejects or is deemed to have rejected Landlord’s determination of the Market Rental Rate for the applicable Renewal Term, then Landlord and Tenant shall meet in an effort to negotiate, in good faith, the Market Rental Rate applicable to the Demised Premises or Storage Space or any allowances therefor with respect Premises. If Landlord and Tenant have not agreed upon the Market Rental Rate applicable to the Second or Third Extension Terms. Premises within five (a5) If Tenant wishes to consider exercising the Extension Optiondays, then Landlord and Tenant shall so notify Landlord of such preliminary (i.e.attempt to agree, non-binding) interest no more than sixteen (16) monthsin good faith, and no less upon a single broker not later than fifteen (15) monthsbusiness days thereafter who shall determine the Market Rental Rate for the Premises. If Landlord and Tenant are unable to agree upon a single broker within such time period, prior to the date the Term is then scheduled to expireLandlord and Tenant shall each appoint one broker not later than twenty (20) business days thereafter. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within Not later than ten (10) business days Landlord shall furnish Tenant with Landlord’s estimate after the appointment of the Fair Market Rent for second broker, the applicable Extension Termtwo appointed brokers shall appoint a third broker. If either Landlord or Tenant disputes Landlord’s estimatefails to appoint a broker within the prescribed time period, the single broker appointed shall determine the Market Rental Rate. If both parties fail to appoint brokers within the prescribed time periods, then the first broker thereafter selected by a party shall determine the Market Rental Rate. If a single broker is chosen, then such broker shall determine the Market Rental Rate applicable to the Premises. Otherwise, the Market Rental Rate shall be the arithmetic average of two (2) of the three (3) determinations which are the closest in amount, and the third determination shall be disregarded. Landlord and Tenant shall provide instruct the brokers to Landlord Tenant’s estimate complete their determination of Fair the Market Rent within Rental Rate not later than fifteen (15) business days after the appointment of the final broker. Each party shall bear the costs of its own broker, and the parties shall share equally the cost of the single or third broker if applicable. Each broker shall have at least ten (10) days after receipt years’ experience in the leasing of Landlord’s estimateComparable Properties and shall be a licensed real estate broker. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Office Lease (Alliance Data Systems Corp)

Extension Options. Tenant shall have Lessee is granted the option right to extend the Term term of the this Lease for two (2) additional consecutive periods of five (5) years each. Each right to extend must be exercised, if at all, by written notice delivered to Lessor not less than one hundred eighty (180) days before the Expiration Date of the Term which is then in effect. Lessee's failure to timely exercise an extension right shall automatically void all subsequent extension rights. The Base Rent for the first year of each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term extension term shall be equal to ninety-five percent (95%) percent of the Fair Market Rent (as defined below) fair market base rent for similar Premises similarly improved pursuant to similar leases for premises located within the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease market area of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all Premises. The "market area" of the terms Premises shall be deemed the Interstate 15 corridor in the sub-markets of Scripps Ranch, Carmel Mountain Ranch, 4S Ranch, Poway and conditions of this Lease in effect on Miramar. If Lessor and Lessee are unable to agree upon the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. first year's Base Rent within thirty (a30) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send days after Lessee has exercised a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) aboveextend, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent then within ten (10) days after receipt demand by either Party, each Party shall designate an MAI appraiser to determine the fair market base rent for similar properties. If either Party fails or refuses to timely designate an appraiser, the opinion of Landlord’s estimatethe appraiser designated by the other Party shall be conclusive and binding. If the two appraisers so appointed do not reach agreement as to the fair market Base Rent within ninety (90) days after the expiration of the above-referenced 30-day period, then the two designated appraisers shall designate a third MAI appraiser to provide an appraisal of the fair market base rent. The Base Rent for the first year of the applicable extension period shall be ninety-five percent (95%) of the full fair market base rent of whichever appraisal (that of either Lessor's appraiser or Lessee's appraiser) is closest to the third appraiser's appraisal. The Base Rent so determined shall be binding and conclusive. Lessor and Lessee shall each pay the fees of their own designated appraiser and shall each pay one-half (1/2) of the fee of the third appraiser. If the two designated appraisers do not designate a third appraiser within one hundred twenty (120) days after the expiration of the above-referenced 30-day period, the third appraiser shall be designated upon application by either Party to any judge of the Superior Court of San Diego County. Pending a determination pursuant to this paragraph, Lessee shall pay Base Rent equal to the Base Rent for the last month of the preceding Term, and an appropriate cash adjustment and payment shall be made when the Base Rent for the extended Term is determined. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior 50. Lessee's Approvals. Prior to the date execution of this Lease, Lessor has provided to Lessee copies of the Term is then scheduled existing Phase 1 environmental report regarding the Premises, the declaration of restrictions and South Poway Planning Area restrictions affecting the Premises, and the plans and specifications for the Building and other improvements to expirebe made by Lessor, Tenant shall either (i) waive and Lessee has approved the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termsame.

Appears in 1 contract

Sources: Standard Industrial/Commercial Single Tenant Lease (Remec Inc)

Extension Options. 2.3.1 Subject to and in accordance with the terms and conditions of this Section 2.3, Tenant shall have the option following options (“Extension Options”) to extend the Term of the Lease. First Extension Term: Three (3) years (months 61-96) Second Extension Term: Three (3) years (months 97-132) [***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions. Tenant’s right to extend the Term of the Lease with respect to any Extension Term shall be conditioned upon Tenant having timely and properly exercised its right to extend the Term of the Lease for two all prior Extension Terms. 2.3.2 Each Extension Term shall be upon all of the same terms, conditions and provisions applicable to the then-current Term of this Lease (2except as provided otherwise herein). Tenant shall have no further options to extend the Term, except as expressly set forth in this Section 2.3. 2.3.3 The monthly Extension Term Base Rent payable with respect to the Tenant Space for each Extension Term shall be equal to the then prevailing base rent then being charged by Landlord for comparable space in the Building for new leases, taking into consideration the quality, size, utility and location thereof, the length of the Extension Term, the credit standing of Tenant, and the amenities provided to Tenant; provided, however, that in no event shall the monthly Base Rent payable by Tenant during the first year of any Extension Term be less than one hundred three percent (103%) additional periods of five the scheduled monthly Base Rent for the last month of the immediately preceding year of the Term of the Lease; and provided further that, once the Base Rent has been determined in accordance with this Section 2.3 with regard to the first year of an Extension Term, the monthly Base Rent for each subsequent year of such Extension Term shall be increased hereunder as of the first (51st) years day of each such subsequent year to be equal to one hundred three percent (103%) of the scheduled monthly Base Rent for the last month of the immediately preceding year of the Term of the Lease, as extended. 2.3.4 With respect to the First Extension Option and the Second Extension Option, Tenant may exercise each such Extension Option only by delivering an Extension Option Interest Notice to Landlord at least nine (9) calendar months (and not more than twelve (12) calendar months) prior to the then applicable expiration date of the Term” and , specifying that Tenant is interested in exercising an Extension Option pursuant to this Section 2.3. Landlord shall thereafter deliver the “Third Extension Term,” respectively; eachOption Landlord’s Notice to Tenant. Tenant shall thereafter have the right to exercise the applicable Extension Option by delivering an Extension Option Exercise Notice to Landlord within thirty (30) days after Landlord’s delivery of the Extension Option Landlord’s Notice to Tenant, specifying that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease by an Extension Term”) Term on the terms set forth below (a) in this Section 2.3, and (b) in the Extension Option(s)”). Yearly Fixed Rent during any Option Landlord’s Notice. 2.3.5 In the event that Tenant shall duly exercise an Extension Option, the Term shall be ninety-five extended to include the applicable Extension Term (95%) percent and all references to the Term in this Lease shall be deemed to refer to the Term specified in Item 5 of the Fair Market Rent (as defined below) for Basic Lease Information, plus all Extension Terms properly exercised by Tenant). In the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except event that Tenant shall fail to deliver an Extension Option Exercise Notice, or an Extension Option Interest Notice, as the case may be, within the applicable time period specified herein for the delivery thereof, time being of the essence, at the election of Landlord, Tenant shall be deemed to have no further option forever waived and relinquished such Extension Option, and any other options or rights to renew or extend the Term beyond effective after the end then applicable expiration date of the Third Extension Term set forth herein, shall terminate and Landlord shall be of no further force or effect. 2.3.6 Tenant shall have no obligation the right to provide exercise any improvements to the Demised Premises or Storage Space or any allowances therefor Extension Option only with respect to the Second or Third entire Tenant Space leased by Tenant at the time that Tenant delivers the applicable Extension Terms. (a) Option Exercise Notice. If Tenant wishes to consider exercising the duly exercises an Extension Option, Landlord and Tenant shall so notify Landlord execute an amendment reflecting such exercise. Notwithstanding anything to the contrary herein, any attempted exercise by Tenant of such preliminary (i.e.an Extension Option shall, non-binding) interest no more than sixteen (16) monthsat the election of Landlord, be invalid, ineffective, and of no less than fifteen (15) monthsforce or effect if, prior to on the date on which Tenant delivers an Extension Option Exercise Notice, or an Extension Option Interest Notice, as the case may be, or on the date on which the Extension Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) abovecommence, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either either: (i) waive the Extension Optionthere shall be an uncured Event of Default by Tenant under this Lease, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent Lease is no longer in full force or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termeffect.

Appears in 1 contract

Sources: Deed of Turn Key Datacenter Lease (Carbonite Inc)

Extension Options. Tenant shall have the option On or prior to extend the Term each of the Lease for two fifth anniversary of the Closing Date (2the “First Extension Date”) additional periods and the sixth anniversary of five (5) years each the Closing Date (the “Second Extension Term” Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the “Third Extension Term,” respectively; each, an “Extension Term”) on Lenders extend the terms date set forth below in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term i) no extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on effective unless all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option Lenders unanimously agree to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation (ii) any Lender who has not responded to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than extension request within fifteen (15) monthsDomestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of the First Extension Date to provide that the definition of Termination Date would be extended by one year. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of the Second Extension Date to provide that the definition of Termination Date would be extended by a subsequent year. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) First Extension Date and shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months not take effect prior to the date the Term is then scheduled to expire, Tenant First Extension Date. The second extension request shall either (i) waive the Extension Option, expire if not made on or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such datethe Second Extension Date and shall not take effect prior to the Second Extension Date. Failure timely to give a notice exercising There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver Termination Date is no later than the tenth anniversary date of Tenant’s right to extend the TermClosing Date.

Appears in 1 contract

Sources: Credit Agreement (Main Street Capital CORP)

Extension Options. Tenant Seller shall have the option to extend the Term of the Lease for two (2) additional periods options to extend the Facility Expiration Date from the Initial Facility Expiration Date to the anniversary of five such date in the succeeding year (5or if such day is not a Business Day, the immediately succeeding Business Day) years each (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in the succeeding year (or if such day is not a Business Day, the immediately succeeding Business Day) (such date, the “Second Extension Term” and the “Third Extension Term,” respectively; eachExtended Facility Expiration Date”) (each such extension period, an “Extension Term”); provided, that the exercise of each such extension option by Seller shall be subject to the following conditions precedent: (i) Seller shall have delivered to Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (30) and not more than ninety (90) calendar days prior to the then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the terms set forth below first day of each Extension Term, (x) no monetary or non-monetary Default has occurred and is continuing; provided, that notwithstanding the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term foregoing, if such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option permitted to extend the Term beyond Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the Third first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied and (v) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term set forth hereinwith the same force and effect as if made on and as of such date (or, and Landlord shall if any such representation or warranty is expressly stated to have no obligation to provide any improvements to been made as of a specific date, as of such specific date); provided, that, notwithstanding the Demised Premises or Storage Space or any allowances therefor foregoing, with respect to this Article 3(h)(v) only, the Second or Third Extension Terms. (a) If Tenant wishes representation and warranty made pursuant to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aArticle 9(o) shall constitute an irrevocable waiver of Tenant’s right be made excluding any reference to extend the Term“(or prospects)”. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Repurchase Agreement (Cim Real Estate Finance Trust, Inc.)

Extension Options. A. Tenant shall have the option to extend the Term of the Lease hereof for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, hereinafter each an “Option Period”), subject to the following terms and conditions: (i) Tenant may exercise such option by giving Landlord Notice (“Extension TermNotice”) on of its intent to exercise said option, such Extension Notice to be received by Landlord at least twelve (12) months prior to the terms set forth below expiration of the original Term of this Lease or the then current Option Period, as applicable; and (ii) At the time of the Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninetyNotice and as of the commencement of the applicable Option Period, Tenant (i) is not in monetary or material non-monetary Default, and (ii) has not assigned this Lease or sublet more than twenty-five percent (9525%) percent of the Fair Market Rent Leased Premises, other than to a Permitted Transferee (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the hereinafter defined). B. All other terms and conditions of this Lease in effect on shall remain unchanged and apply during the last day applicable Option Period except that Minimum Rent for such Option Period (including any periodic increases therein) shall be the then-prevailing fair market value for use of the expiring TermLeased Premises (as determined below) during such Option Period (“Fair Rental Value”), except that Tenant shall have no further option to extend taking into consideration all relevant factors, including, without limitation, then-current rental rates for comparable office space in the Term beyond City of Somerville, Massachusetts, then-current rates for office space in the end Building and in the Project, and assuming the then as-is condition of the Third Extension Term set forth hereinLeased Premises. Without limiting the foregoing, and Landlord office space shall have no obligation be deemed to provide any improvements be “comparable office space” if it is located in Class A buildings located in Somerville, Massachusetts, which are comparable to the Demised Premises or Storage Space or any allowances therefor Building with respect to age, size, quality and access to public transportation, retail and other amenities. If Tenant desires to get an estimate of what Landlord believes the Second or Third Extension TermsFair Rental Value will be, Tenant may request that Landlord give such an estimate by written notice delivered not more than eighteen (18) months prior to the commencement of the applicable Option Period, and within thirty (30) days after receipt of Tenant’s request, Landlord will provide Tenant with its good faith non-binding estimate of the Fair Rental Value for the applicable Option Period. C. Within thirty (a30) If Tenant wishes days after receipt of Tenant’s Extension Notice (but Landlord shall not be obligated to consider exercising the Extension Option, Tenant shall so notify Landlord deliver Notice of such preliminary (i.e., non-binding) interest no Landlord’s proposed Fair Rental Value more than sixteen (16) months, and no less than fifteen (15) months, months prior to the date expiration of the original Term is of this Lease or the then scheduled current Option Period), Landlord shall give Tenant Notice of the proposed Fair Rental Value and the basis therefor. The parties shall then, in good faith, endeavor to expireagree between themselves on the Fair Rental Value. Failure If the parties fail to so agree on the Fair Rental Value within thirty (30) days after Landlord’s Notice of the proposed Fair Rental Value, then the Fair Rental Value shall be decided by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term“broker” method as provided herein. (bi) If the parties have not agreed on the Fair Rental Value within thirty (30) days after Landlord’s Notice of the proposed Fair Rental Value, Landlord and Tenant timely delivers shall each send the other Notice of the broker it wishes to designate to determine the Fair Rental Value on its behalf within ten (10) business days thereafter. If either party fails to notify the other of the designation of its broker within such ten (10) business day period, and such failure continues for five (5) business days after Notice of such failure, then the broker designated by the party that delivered its Notice shall be the broker to determine the Fair Rental Value for the Leased Premises. Each broker (if two (2) brokers are designated hereunder) shall have fifteen (15) business days after the later date of each party’s Notice to the other hereunder to make and deliver to both parties a notice under paragraph written determination of the Fair Rental Value. (aii) aboveIf the two (2) brokers so appointed agree on the Fair Rental Value, the Fair Rental Value shall be the amount so determined. (iii) If the two brokers so appointed do not agree on the Fair Rental Value within such fifteen (15) business day period, and if the difference between the Fair Rental Value determined by each broker is not more than One Dollar ($1.00) per square foot of Floor Area, the Fair Rental Value shall be an amount equal to the quotient obtained by dividing the sum of the Fair Rental Values determined by each broker by two (2). (iv) If the two (2) brokers so appointed do not agree on the Fair Rental Value within such fifteen (15) business day period, and if the difference between the Fair Rental Value determined by each broker is more than One Dollar ($1.00) per square foot of Floor Area, the two (2) brokers shall within ten (10) days Landlord thereafter jointly appoint a third (3rd) broker. The third (3rd) broker shall furnish Tenant with Landlord’s estimate make a valuation within thirty (30) days after its appointment, and the Fair Rental Value shall be an amount equal to the quotient obtained by dividing the sum of the two closest Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant Rental Values (calculated on an absolute dollar basis) determined among all three (3) brokers by two (2). D. Each broker appointed pursuant to Paragraph C shall provide to Landlord Tenant’s estimate be a disinterested person of Fair Market Rent within recognized competence who has had a minimum of ten (10) days after receipt years of Landlord’s estimateexperience in the leasing of office space in the greater Boston market area. All valuations of the Fair Rental Value shall be in writing. Landlord and Tenant shall pay for the expenses of the broker each has designated and the expenses of the third (3rd) broker shall be borne one-half (1/2) by Landlord and one-half (1/2) by Tenant. The determination made hereunder shall be final and binding on both Landlord and Tenant. (c) E. If Tenant such option is not timely notifies Landlord under paragraph (a) aboveexercised, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend shall expire and the TermLease shall terminate at the end of the original Term or the then current Option Period, as applicable, it being agreed that time is of the essence with respect to the giving of any exercise Notice pursuant to this Section 3.04.

Appears in 1 contract

Sources: Office Lease Agreement (Bluebird Bio, Inc.)

Extension Options. Provided no Event of Default exists, Tenant shall have the option to extend the Term of the may renew this Lease for two (2) additional periods of five (5) years each on the same terms provided in this Lease (except as set forth below), by delivering written notice of the exercise thereof to Landlord not later than six months before the expiration of the Term in question. On or before the commencement date of the extended Term in question, Landlord and Tenant shall execute an amendment to this Lease extending the Term on the same terms provided in this Lease, except as follows: (a) The Base Rent payable for each month during each such extended Term shall be the fair market rental rate (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined belowRental Rate”) for the Demised Premises and Storage Space (as determined below) time period such determination is being made for such Extension Term. Tenant’s lease space in similar buildings in the vicinity of the Demised Premises Building of comparable age, quality and Storage Space during any Extension Term shall otherwise be on all condition for space of equivalent quality, size, utility and location, with the length of the terms extended Term and conditions the credit standing of this Lease in effect on the last day of the expiring Term, except that Tenant to be taken into account; (b) Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term renewal options (other than those set forth herein) unless expressly granted by Landlord in writing; and (c) Landlord shall lease to Tenant the Premises in their then-current condition, and Landlord shall have no obligation not provide to provide any improvements to the Demised Premises or Storage Space or Tenant any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Optione.g., Tenant shall so notify Landlord of such preliminary (i.e.moving allowance, non-binding) interest no more than sixteen (16) monthsconstruction allowance, and no less than fifteen (15the like) monthsor other lessee inducements, prior to unless any such allowances were included when determining the date the Term is then scheduled to expireFair Market Rental Rate. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver Within 30 days after receipt of Tenant’s right written notice to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) aboverenew, within ten (10) days Landlord shall furnish deliver to Tenant with Landlord’s estimate written notice of the Fair Market Rent for Rental Rate and shall advise Tenant of the applicable Extension Termrequired adjustment to Base Rent, if any, and the other terms and conditions offered. If Tenant disputes Landlord’s estimateshall, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) business days after receipt of Landlord’s estimate. (c) notice, notify Landlord in writing whether Tenant accepts or rejects Landlord’s determination of the Fair Market Rental Rate. If Tenant rejects Landlord’s determination of the Fair Market Rental Rate and timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expirethereof, Tenant shall either (i) waive the Extension Optionmay, or (ii) exercise the Extension Option by giving Landlord in its notice to Landlord, require that the determination of the Fair Market Rental Rate be made by brokers. In such effect accepting event, within ten days thereafter, each party shall select a qualified commercial real estate broker with at least ten years experience in appraising property and buildings in the city or submarket in which the Premises are located. The two brokers shall give their opinion of prevailing rental rates within 20 days after their retention. In the event the opinions of the two brokers differ and, after good faith efforts over the succeeding 20 day period, they cannot mutually agree, the brokers shall immediately and jointly appoint a third broker with the qualifications specified above. This third broker shall immediately (within five days) choose either the determination of Landlord’s estimate broker or Tenant’s broker and such choice of this third broker shall be final and binding on Landlord and Tenant. Each party shall pay its own costs for its real estate broker. Following the determination of the Fair Market Rent or such other amount as Rental Rate by the brokers, the parties may have mutually agreed upon prior to such dateshall equally share the costs of any third broker. Failure timely to give a notice exercising the Extension Option The parties shall immediately execute an amendment as set forth above. If Tenant fails to timely notify Landlord in writing that Tenant accepts or rejects Landlord’s determination of the Fair Market Rental Rate, time being of the essence with respect thereto, Tenant’s rights under this paragraph Exhibit shall terminate and Tenant shall have no right to renew this Lease. Tenant’s rights under this Section 31 shall terminate if (c1) shall constitute an irrevocable waiver of this Lease or Tenant’s right to extend possession of the TermPremises is terminated, or (2) Tenant fails to timely exercise its option under this Exhibit, time being of the essence with respect to Tenant’s exercise thereof. Tenant’s rights under this Section 31 are personal to Tenant and may only be exercised by Tenant or a Permitted Transferee.

Appears in 1 contract

Sources: Commercial Lease Agreement (Atx Group Inc)

Extension Options. (A) On the conditions that, both at the time of exercise of the option to extend and as of the commencement of the Extended Term in question: (i) there exists no Event of Default, (ii) this Lease is still in full force and effect, and (iii) Tenant, itself, a Permitted Tenant Successor, and/or Tenant Affiliates occupy one hundred percent (100%) of the Rentable Floor Area of the Premises, then Tenant shall have the option right to extend the Term hereof from the original expiration date hereof for one (1) period of the Lease for two one (21) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, year. The option period is sometimes referred to as an “Extension Extended Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term .” Such extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring TermLease, except that Tenant the Annual Fixed Rent shall have no further option be equal to extend the Term beyond the end Fair Market Rental Value, as determined below, as of the Third Extension commencement of the Extended Term set forth hereinin question, and Landlord shall have has no obligation to provide any improvements construction allowance or to perform any work to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Termsas a result of such extension. (aB) If Tenant wishes In order to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute exercise an irrevocable waiver of Tenant’s right option to extend the Term. , Tenant shall give notice (b“Tenant’s Extension Notice”) thereof to Landlord, not earlier than twelve (12) months nor later than nine (9) months prior to the expiration of the then-current Term of this Lease, whereupon Landlord shall tell Tenant the proposed Annual Fixed Rent for the applicable Extended Term (“Landlord’s Quotation”). Such Tenant’s Extension Notice shall be irrevocable. Landlord and Tenant shall attempt to agree on the Annual Fixed Rent for such Extended Term within thirty (30) days after Landlord’s Quotation (the “Negotiation Period”). If Landlord and Tenant timely delivers have not so agreed and executed a notice under paragraph (a) abovewritten instrument evidencing such agreement within the Negotiation Period, then Landlord and Tenant shall each, within ten seven (107) days Landlord from the expiration of the Negotiation Period, designate an independent, licensed real estate broker, who shall furnish Tenant have more than five (5) years’ experience as a real estate broker specializing in commercial leasing and who shall be familiar with Landlord’s estimate of the commercial real estate market in which the Building is located. Said brokers shall each determine the Fair Market Rent for the Premises within fifteen (15) days. If the lower of the two determinations is not less than ninety-five percent (95%) of the higher of the two determinations, then the Fair Market Rent shall be the average of the two determinations. If the lower of the two determinations is less than ninety-five percent (95%) of the higher of the two determinations, then the two brokers shall render separate written reports of their determinations and within fifteen (15) days thereafter the two brokers shall appoint a third broker with like qualifications. Such third broker shall be furnished the written reports of the first two brokers. Within fifteen (15) days after the appointment of the third (3rd) broker, the third broker shall appraise the Fair Market Rent. The Fair Market Rent for purposes of this Section shall equal the average of the two closest determinations; provided, however, that (a) if any one determination is agreed upon by any two of the brokers, then the Fair Market Rent shall be such determination, and (b) if any one determination is equidistant from the other two determinations, then the Market Rent shall be such middle determination. The Annual Fixed Rent for the Extended Term in question shall be the Fair Market Rent as so determined. Landlord and Tenant shall each bear the cost of its broker and shall share equally the cost of the third broker. Among the factors to be considered in determining Fair Market Rent shall be the rental rates then being obtained for renewal leases for similar space in office buildings of similar quality, in similar locations, that are of comparable age to the Building and are leased to first-class private sector tenants. All determinations shall reflect market conditions expected to exist as of the date Annual Fixed Rent based on Fair Market Rent is to commence. (C) Upon the timely giving of Tenant’s Extension Notice, the term of this Lease shall be automatically extended for the applicable Extension Extended Term without the execution of any additional documents, and all references to the Lease Term or the Term of this Lease shall mean the Lease Term, as so extended, unless the context clearly otherwise requires. As soon as it is determined, Landlord and Tenant agree to enter into a document setting forth the Annual Fixed Rent for the applicable Extended Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord not timely give Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) aboveExtension Notice, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termextension option shall be void and of no further force and effect.

Appears in 1 contract

Sources: Lease Agreement (EPIRUS Biopharmaceuticals, Inc.)

Extension Options. Landlord agrees that Tenant shall have have, and it is hereby granted, two (2) successive options (the option “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of the Lease for two ten (2) additional periods of five (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eachindividually, an “Extension TermPeriod) on the terms set forth below (, and collectively, the “Extension Option(s)Periods”). Yearly Fixed Rent during any , each such Extension Term shall be ninety-five (95%) percent Period to begin respectively upon the expiration of the Fair Market initial Term or the prior Extension Period, with respect to such Property Location or Property Locations, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Demised Premises and Storage Space Extension Periods shall continue to be adjusted pursuant to the terms of Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as determined belowdefined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) for no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period with respect to such Extension Term. Property Location or Property Locations, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s lease right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the Demised Premises parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and Storage Space during any Extension if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not PHIL1 681004v.14 intend to exercise said option to extend, the Term for the applicable Property Location or Property Locations, as the case may be, shall otherwise be on extended automatically from month to month upon all of the terms and conditions of this Lease then in effect on the last day of the expiring Termeffect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term for any Property Location extend beyond the last date of the last Extension Period applicable to such Property Location. Upon the failure of Tenant to exercise one or any of the options herein regarding any Property Location following Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods with respect to such Property Location, Tenant shall have no further option or additional right to renew or extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor this Lease with respect to the Second or Third Extension Termssuch Property Location . (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Lease (Spirit Realty Capital, Inc.)

Extension Options. a. Tenant shall have the option to extend the Term of the Lease for two (2) additional options to further extend the Term (the “Options to Extend”) for successive periods of five (5) years each (the “Second Extension Term” Periods”), subject to and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below herein. The Options to Extend are in lieu of, and not in addition to, any extension options in the Lease. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the “Extension Option(s)Inquiry Notice)) of such desire not later than fifteen (15) months prior to the expiration of the then-current Term. Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of Thereafter, the Fair Market Rent (as defined in Section 3(c) below) for the Demised Premises and Storage Space applicable Extension Period shall be determined in accordance with Section 3(d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (as determined belowthe “Exercise Notice”) for such Extension of its election to do so not later than twelve (12) months prior to the expiration of the then-current Term. Tenant’s lease If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. b. Notwithstanding any contrary provision of the Demised Premises Lease as amended hereby, each Option to Extend and Storage Space during any Extension Term exercise by Tenant thereof shall otherwise be void and of no force or effect unless on all the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the terms each Extension Period, (i) the Lease is in full force and effect, (ii) there is no Event of Default of Tenant under the Lease as amended hereby and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. c. All of the terms, provisions, covenants and conditions of this the Lease in effect on the last day of the expiring Termas amended hereby shall continue to apply during each Extension Period, except that Tenant the Annual Fixed Rent Rate during each Extension Period (the “Extension Rent”) shall have no further option be equal to extend the Term beyond fair market rent for the end Premises determined as of the Third Extension date twelve (12) months prior to expiration of the then-current Term in accordance with the procedure set forth herein, and in Section 3(d) below (the “Fair Market Rent”). d. The Fair Market Rent for each Extension Period shall be determined as follows: within five (5) days after Tenant gives Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor its Inquiry Notice with respect to the Second or Third Extension Terms. (a) If Tenant wishes any Option to consider exercising the Extension OptionExtend, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish give Tenant with notice of Landlord’s estimate determination of the Fair Market Rent for the applicable Extension TermPeriod. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord’s determination of the Fair Market Rent, whereupon, if Tenant objects, the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant disputes does not notify Landlord of Tenant’s agreement with or objection to Landlord’s estimatedetermination of the Fair Market Rent within such ten (10) day period, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord’s determination of the Fair Market Rent as set forth in the notice from Landlord described in this Section. e. If Tenant shall provide to notifies Landlord of Tenant’s estimate objection to Landlord’s determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant’s appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in Cambridge, Massachusetts (an “Arbitrator”). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord’s appointment of the second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts, then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the “Third Arbitrator”), who shall be instructed to determine the Fair Market Rent for the applicable Extension Period within ten (10) days after receipt its appointment by selecting one of Landlord’s estimatethe amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease (Vertex Pharmaceuticals Inc / Ma)

Extension Options. Provided Tenant is not then in default of any term or provision of this Lease, beyond any applicable notice rights and cure periods, Tenant shall have the option to extend the Term of the Lease for two (2) additional separate periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension TermOption”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on upon all of the terms and conditions contained in this Lease, except as otherwise expressly set forth in this Paragraph 3. Each such Extension Option is exercisable by Tenant giving notice to Landlord at least three hundred sixty-five (365) days, but no more than four hundred eighty (480) days prior to the expiration of this Lease in effect the Term, or of the preceding Extension Option period, as the case may be. If Tenant timely notifies Landlord of Tenant’s intention to exercise an Extension Option, Landlord shall deliver written notice to Tenant, within thirty (30) days following Landlord’s receipt of Tenant’s extension notice, Landlord’s determination of the fair market rental value (“FMRV”) that will payable by Tenant as Base Rental during each year of the Extension Option period. Landlord shall make a reasonable determination of FMRV Base Rental based on the last day fixed base rent at which office space in the Building will be leasing, as of the expiring Termdate on which the Extension Option period will commence, except in non-sublease, non-equity leasehold transactions involving space comparable in size and location to the Premises, for a comparable length of extension term and taking into consideration customary rent and lease concessions provided to other similarly sized credit worthy tenants. The FMRV determination by Landlord shall include an annual rental increase during each Lease Year of the Extension Option period. Within sixty (60) days after Tenant’s receipt of the FMRV determination notice from Landlord, Tenant shall send Landlord written notice that Tenant (i) rejects Landlord’s determined and rescinds its previous election to exercise an Extension Option (the “Rescission Notice”), whereupon Tenant’s notice will be deemed to have rescinded, such right to exercise any Extension Option shall have no lapse, and the Term of the Lease will expire at the end of the then-current Term without any further option or additional right of Tenant to extend the Term beyond the end or otherwise remain in possession of the Third Premises, (ii) Tenant accepts Landlord’s determination of FMRV Base Rental, whereupon the Extension Term Option shall be conclusively exercise at the Base Rental set forth hereinin Landlord’s notice (the “Acceptance Notice”), or (iii) Tenant disagrees with Landlord’s determination of FMRV Base Rental, but proposes an alternative FMRV amount, which alternative amount shall be set forth therein (the “Dispute Notice”). In the event that Tenant fails to send any notice within such 60-day period, then Tenant conclusively shall be deemed to have delivered an Acceptance Notice and Landlord’s determination of FMRV Base Rental payable by Tenant during the Extension Option period, as set forth in Landlord’s notice to Tenant, shall be binding on Tenant and Landlord as though expressly set forth in this Lease and no amendment of this Lease shall have no obligation be required to provide any improvements memorialize such Base Rental; provided, however, that Tenant and Landlord agree to execute a writing confirming such Base Rental promptly following Landlord’s request therefor. In the Demised Premises or Storage Space or any allowances therefor with respect event Tenant delivers a Dispute Notice, Landlord and Tenant shall negotiate in good faith for a period not to exceed to sixty (60) days in order to attempt to determine a mutually acceptable FMRV Base Rental amount. If the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Optionparties cannot reach such an agreement within such 60-day period, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) abovemay, within ten (10) days Landlord thereafter deliver a Rescission Notice, failing which the parties’ dispute shall furnish Tenant be resolved in accordance with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimateAddendum A attached hereto and incorporated herein by reference. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Office Lease Agreement (Surgical Care Affiliates, Inc.)

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least sixty percent (60%) of the Premises for its own business purposes, the Tenant shall have the option right to extend the Term of the Lease hereof for two (2) additional successive periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, each such five (5) year period an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the following terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option conditions: (a) Such right to extend the Term beyond shall be exercised by the end giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Third Initial Term or the then current Extension Term, as applicable. Upon the giving of such notice, this Lease and the Term hereof shall be extended for an additional term of five (5) years without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth herein, and Landlord below. Time shall have no obligation to provide any improvements to be of the Demised Premises or Storage Space or any allowances therefor essence with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right giving notice to extend the Term. In no event may the Tenant extend the Term under this Section 2.6 for more than ten (10) years after the expiration of the Initial Term. (b) Each Extension Term shall be upon all the terms, conditions and provisions of this Lease except the Annual Fixed Rent during each five (5) year Extension Term shall be the then Extension Fair Rental Value of the Premises for such Extension Term to be determined under Section 2.6(c) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). If the Tenant timely delivers makes a notice under paragraph (a) abovewritten request to the Landlord for a proposal for the Extension Fair Rental Value for an Extension Term, within ten (10) days the Landlord shall furnish make such a written proposal to the Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten thirty (1030) days after receipt of Landlordthe Tenant’s estimate. request therefor, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (1415) months prior to the date as of which such proposal is to become effective. Alternatively, the Term is Landlord may, at its election, propose an Extension Fair Rental Value to the Tenant without any request having been made. (c) For purposes of this Section 2.6, the Extension Fair Rental Value of the Premises shall mean the then scheduled current fair market annual rent for leases of other space similarly improved, taking into account the condition to expirewhich such premises have been improved (excluding Removable Alterations) and the economic terms and conditions specified in this Lease that will be applicable thereto, including the savings, if any, due to the absence or reduction of brokerage commissions. The Landlord and the Tenant shall endeavor to agree upon the Extension Fair Rental Value of the Premises within forty five (45) days after the Tenant has exercised an option for an Extension Term. If the Extension Fair Rental Value of the Premises is not agreed upon by the Landlord and the Tenant within this time frame, each of the Landlord and the Tenant shall retain a real estate professional with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who shall, within thirty (30) days of his or her selection, prepare a written report summarizing his or her conclusion as to the Extension Fair Rental Value. The Landlord and the Tenant shall simultaneously exchange such reports; provided, however, if either party has not obtained such a report within ninety (90) days after the last day of the forty-five (45) day period referred to above in this Section 2.6(c), then the determination set forth in the other party’s report shall be final and binding upon the parties. If both parties receive reports within such time and the lower determination is within ten percent (10%) of the higher determination, then the average of these determinations shall be deemed to be the Extension Fair Rental Value for the Premises. If these determinations differ by more than ten percent (10%), then the Landlord and the Tenant shall mutually select a person with the qualifications stated above (the “Final Professional”) to resolve the dispute as to the Extension Fair Rental Value for the Premises. If the Landlord and the Tenant cannot agree upon the designation of the Final Professional within thirty (30) days of the exchange of the first valuation reports, either party may apply to the American Arbitration Association, the Greater Boston Real Estate Board, or any successor thereto, for the designation of a Final Professional. Within ten (10) days of the selection of the Final Professional, the Landlord and the Tenant shall each submit to the Final Professional a copy of their respective real estate professional’s determination of the Extension Fair Rental Value for the Premises. The Final Professional shall not perform his or her own valuation, but rather shall, within thirty (30) days after such submissions, select the submission which is closest to the determination of the Extension Fair Rental Value for the Premises which the Final Professional would have made acting alone. The Final Professional shall give notice of his or her selection to the Landlord and the Tenant and such decision shall be final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional and counsel, if any, in connection with any proceeding under this paragraph, and one-half of the fees and expenses of the Final Professional. In the event that the commencement of the Extension Term occurs prior to a final determination of the Extension Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent at the greater of (i) waive the rate specified by the Landlord in its proposed Extension Option, Fair Rental Value or (ii) exercise the Then Applicable Fixed Rental Rate. If the Annual Fixed Rent for the Extension Option by giving Landlord notice Term is determined to such effect accepting Landlord’s estimate of Fair Market be greater than the Annual Fixed Rent or such other amount as paid with respect to the parties may have mutually agreed upon Premises prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (cRent Determination Date, then the Tenant shall pay to the Landlord the amount of such underpayment within ten(10) days of the Expansion Rent Determination Date, and if the Annual Fixed Rent for the Extension Term is determined to be less than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Landlord shall constitute an irrevocable waiver credit the amount of Tenant’s right to extend such overpayment against the Termmonthly installments of Annual Fixed Rent thereafter coming due.

Appears in 1 contract

Sources: Sublease Agreement (Aveo Pharmaceuticals Inc)

Extension Options. Tenant shall continue to have the option rights set forth in Rider No. 1 attached to the Original Lease; provided, however, (a) Tenant shall have the option to extend the Term of the Lease two (2) Extension Options for two (2) additional periods of five (5) years each (in lieu of Tenant’s existing extension option rights), a. Tenant may only exercise such Extension Options as to all of the Tenant Premises collectively (inclusive of the Current Premises and the Second Expansion Space), if at all, and (c) for purposes of determining the “Second Extension Termfair market rental rateand the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined belowin Rider No. 2 to the Original Lease) in connection with the Extension Options, the fair market rental rate shall be determined based on the higher of fair market office use rents or fair market life science/lab use rents. Section 19 of the First Amendment is hereby deleted in its entirety. In the event Landlord and Tenant fail to reach agreement on the fair market rental rate by the Outside Agreement Date (as defined in Section 2 of Rider No. 2 to the Original Lease), then the fair market rental rate for the Demised Premises applicable option term shall be determined pursuant to Section 3 of Rider No. 2 provided, however, that there shall be two appraisals performed; one appraisal will be to determine the fair market rental rate for office use and Storage Space (as determined below) the other appraisal will be to determine the fair market rental rate for such Extension Termlife science/lab use. Tenant’s lease of The appraisal for the Demised Premises and Storage Space during any Extension Term fair market rental rate for the office use rents shall otherwise be on all of performed in accordance with the terms and conditions of this Lease such Section 3 except that the phrase, “Torrey Hills area” in effect Section 1 of Rider No. 2 is deemed changed to “Market Area” (as defined below). The appraisal for the fair market rental rate for life science/lab use rents shall be performed in accordance with Section 3 of Rider No. 2 provided that (i) the M.A.I. appraiser shall be one who has been active over the five (5) year period ending on the last day date of such appointment in the expiring Termleasing of life science/lab properties in the Torrey Hills, except that Tenant Del Mar Heights, Sorrento Mesa and UTC market areas (collectively, the “Market Area”); and (ii) the references in Rider No. 2 to comparable quality office buildings located in the Torrey Hills area shall have no further option be deemed changed to extend first-class, institutional quality life science/lab use buildings located in the Term beyond Market Area, with the end word “institutional” meaning owned by a landlord whose primary business is the ownership and operation of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements commercial properties comparable to the Demised Premises or Storage Space or any allowances therefor with respect to Building in the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising Market Area. Once the Extension Optionfair market rental rate for office use and for life science/lab use is determined, Tenant shall so notify Landlord pay the greater of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for determined rent amount during the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten Option Term (10) days after receipt of Landlord’s estimateincluding annual adjustments). (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Office Lease (Tandem Diabetes Care Inc)

Extension Options. (b) Notwithstanding any contrary provision of this Lease, each Option to Extend and any exercise by Tenant thereof shall have be void and of no force or effect unless on the option date Tenant gives Landlord its Exercise Notice for each Option to extend Extend and on the Term date of commencement of each Extension Period: (i) this Lease is in full force and effect, (ii) there is no default of Tenant under this Lease, and (iii) Tenant has not assigned this Lease or subleased fifty percent (50%) or more of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent rentable floor area of the Fair Market Rent Premises (as defined belowor agreed to so assign or sublease the Premises). (c) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease All of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms terms, provisions, covenants and conditions of this Lease in effect on the last day of the expiring Termshall continue to apply during each Extension Period, except that Tenant the Annual Fixed Rent Rate during each applicable Extension Period (the "Extension Rent") shall have no further option be equal to extend the Term beyond greater of (i) the end Annual-Fixed Rent Rate payable during the last year of the Third then current Term of this Lease, or (ii) the fair market rent for the Premises for the applicable Extension Term Period, determined in accordance with the procedure set forth herein, and Landlord shall have no obligation to provide any improvements to in Subsection (d) below (the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third "Extension TermsPeriod Fair Market Rent"). (ad) If Tenant wishes to consider exercising the The Extension Option, Tenant Period Fair Market Rent for each Extension Period shall so notify Landlord of such preliminary be determined as follows: within twenty (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (1020) days after Tenant gives Landlord its Exercise Notice, Landlord shall furnish give Tenant with notice of Landlord’s estimate 's determination of the Fair Market Rent for the applicable Extension TermPeriod. Within fifteen (15) days after such notice from Landlord, Tenant shall notify Landlord of its agreement with or objection to Landlord's determination of the Extension Period Fair Market Rent, whereupon the Extension Period Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant disputes does not notify Landlord within such fifteen (15) day period of Tenant's agreement with or objection to Landlord’s estimate's determination of the Extension Period Fair Market Rent, Tenant shall provide to Landlord Tenant’s estimate of then the Extension Period Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord's determination of the Extension Period Fair Market Rent as set forth in the notice from Landlord described in this Subsection (d). (e) If Tenant notifies Landlord of Tenant's objection to Landlord's determination of the Extension Period Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant's appointment of an Arbitrator. Within ten (10) days thereafter, Landlord shall, by notice to Tenant, appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Extension Period Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord's appointment of the second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer and compare their respective determinations of the Extension Period Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts, then the final determination of the Extension Period Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%) of the lower of said amounts then the two Arbitrators shall have ten (10) days thereafter to appoint a Third Arbitrator, who shall be instructed to determine the Extension Period Fair Market Rent for the applicable Extension Period within ten (10) days after receipt its appointment by selecting one of Landlord’s estimatethe amounts determined by the other two 13 -13- Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost of the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Building Lease (Mariner Health Group Inc)

Extension Options. (a) Tenant shall have the option is hereby granted options to extend the Lease Term of the Lease for two (2) successive additional periods of five (5) years each (each such additional period being herein referred to as an "Extended Term") by giving written notice of such extension to Landlord at least nine (9) months prior to the “Second Extension expiration of the initial Lease Term or the then current Extended Term” and , as the “Third Extension Term,” respectively; each, an “Extension Term”) case may be. Tenant shall have the right to exercise these options to extend provided that on the terms set forth below (the “Extension Option(s)”)date of such exercise no default or event of default under this Lease then exists. Yearly Fixed Rent during any Extension Each Extended Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on upon all of the terms same terms, covenants and conditions of this Lease in effect on then applicable except that the last day Base Rental Rate during the Extended Terms shall be the "Market Rate" (as hereinafter defined), and except that after the exercise of the expiring option for the first Extended Term, except that Tenant shall have only one (1) option to extend, and after the exercise of the option for the second Extended Term, Tenant shall have no further option options to extend the Lease Term. The term "Lease Term" as used in this Lease shall mean the initial Lease Term beyond and any Extended Term which may become effective. For purposes of this Special Stipulation, "Market Rate" shall mean the end annual effective rental rate per square foot of rentable floor area then being charged by landlords under new leases of office space in the Third Extension Term set forth hereinmetropolitan Knoxville, and Landlord shall have no obligation to provide any improvements Tennessee market for space similar to the Demised Premises or Storage Space or in a building of comparable quality and with comparable parking and other amenities. In determining the Market Rate, Landlord and Tenant (and any allowances therefor with respect to appraisers, if applicable) shall take into account the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, fact that Tenant shall so notify Landlord pay Tenant's Share of such preliminary (i.e., non-binding) interest no more than sixteen (16) monthsthe Operating Expenses, and no less than fifteen that Tenant's Share of Operating Expenses are subject to a cap as provided in Article 7(b) hereof. Also, in determining the Market Rental Rate, Landlord and Tenant (15) monthsand any appraisers, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aif applicable) shall constitute an irrevocable waiver of Tenant’s right to extend compare actual rental rates only (after making appropriate adjustments resulting from the Termforegoing facts) and shall take into consideration any discounts, allowances, free rent, remodeling credits, construction allowances and other concessions and inducements granted by other landlords. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease Agreement (Wells Real Estate Investment Trust Inc)

Extension Options. Tenant Seller shall have the option to extend the Term of the Lease for two (2) additional periods options to extend the Facility Expiration Date from the Initial Facility Expiration Date to the anniversary of five such date in the succeeding year (5or if such day is not a Business Day, the immediately succeeding Business Day) years each (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in the succeeding year (or if such day is not a Business Day, the immediately succeeding Business Day) (such date, the “Second Extension Term” and the “Third Extension Term,” respectively; eachExtended Facility Expiration Date”) (each such extension period, an “Extension Term”); provided, that the exercise of each such extension option by Seller shall be subject to the following conditions precedent: (i) Seller shall have delivered to Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (30) and not more than ninety (90) calendar days prior to the then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the terms set forth below first day of each Extension Term, (x) no monetary or non-monetary Default has occurred and is continuing; provided, that notwithstanding the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term foregoing, if such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option permitted to extend the Term beyond Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the Third first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied, (v) if the Purchase Price Debt Yield for the Centerview Purchased Asset is less than 14.3%, Seller shall have made a cash payment to Buyer in reduction of the Purchase Price of the related Transaction in an amount which, after application of such amount to the reduction of the outstanding Purchase Price, will cause the Purchase Price Debt Yield for the Centerview Purchased Asset to be greater than or equal to 17.9%, and (vi) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term set forth hereinwith the same force and effect as if made on and as of such date (or, and Landlord shall if any such representation or warranty is expressly stated to have no obligation to provide any improvements to been made as of a specific date, as of such specific date); provided, that, notwithstanding the Demised Premises or Storage Space or any allowances therefor foregoing, with respect to this Article 3(h)(vi) only, the Second or Third Extension Terms. (a) If Tenant wishes representation and warranty made pursuant to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aArticle 9(o) shall constitute an irrevocable waiver of Tenant’s right be made excluding any reference to extend the Term“(or prospects)”. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Repurchase Agreement (Cim Real Estate Finance Trust, Inc.)

Extension Options. Tenant shall have the option 2.3.1 Subject to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of in accordance with the terms and conditions of this Lease in effect on the last day of the expiring TermSection 2.3, except that Tenant shall have no further option the number of Extension Options specified in Item 6 of the Basic Lease Information to extend the Term beyond of this Lease, for the end respective Extension Terms specified in such Item 6, upon the same terms, conditions and provisions applicable to the then-current Term of the Third this Lease (except as provided otherwise herein). The monthly Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor Base Rent payable with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising Space for the first year of the Extension OptionTerm shall be equal to one hundred percent (100%) of the then-current market rate then being charged by Landlord for comparable space in the Building taking into consideration the 3% annual base rent increase as set forth below, and by other landlords for extensions of leasehold interests for comparable space in comparable datacenter facilities located in the city in which the Building is located, if any, taking into consideration the quality, size, utility and location thereof, the length of the extension term, the credit standing of Tenant, any Tenant shall so notify Landlord concessions being offered in the market for comparable extensions, the amenities provided to Tenant and the quality of the landlord as a first-class datacenter improvements operator (the “Fair Market Rent”); provided, however, that, once the Base Rent has been determined in accordance with this Section 2.3 with regard to the first year of an Extension Term, the monthly Base Rent for each subsequent year of such preliminary Extension Term shall be increased hereunder as of the first (i.e., non-binding1st) interest no more than sixteen day of each such subsequent year to be equal to one hundred three percent (16103%) months, and no less than fifteen (15) months, prior to of the date scheduled monthly Base Rent for the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver immediately preceding year of Tenant’s right to extend the such Extension Term. 2.3.2 Tenant may exercise each Extension Option only by delivering written notice (b“Extension Option Interest Notice”) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten at least six (106) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) calendar months prior to the then applicable expiration date of the Term Term, specifying that Tenant is then scheduled interested in exercising an Extension Option pursuant to expirethis Section 2.3 and, if Tenant timely exercised its Suite 409 Extension Option (as defined in the Second Amendment), Tenant shall either (i) waive must also specify whether Tenant is exercising the Extension OptionOption as it relates to (a) the entire Tenant Space leased by Tenant at the time that Tenant delivers such notice, or (iib) the entire Tenant Space leased by Tenant at the time that Tenant delivers such notice, but excluding Suite 409. Landlord shall thereafter deliver a written notice (the “Extension Option Landlord’s Notice”) to Tenant advising Tenant of the Extension Term Base Rent for the Extension Term. Tenant shall thereafter have the right, within thirty (30) days after Landlord’s delivery of the Extension Option Licensor’s Notice to Tenant, to exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the delivering an Extension Option Exercise Notice to Landlord. Tenant’s Extension Option Exercise Notice must specify that Tenant is irrevocably exercising its Extension Option so as to extend the Term of this Lease by an Extension Term on the terms set forth in (i) this paragraph Section 2.3, and (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.ii)

Appears in 1 contract

Sources: Datacenter Lease (Endurance International Group Holdings, Inc.)

Extension Options. Provided Tenant is not in default under Section 19.1 of the Amended Lease on either the date of Tenant giving an Extension Notice (defined below) or on the commencement date of the relevant Option Term (each an "Option Term Commencement Date"), Tenant shall have the option to extend the Term of the Lease for two (2) options to extend the Suite 2600 and 2700 Lease Term (each an "Extension Option") beyond the Lease Expiration Date for an additional periods period of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension "Option Term”) on the terms set forth below (the “Extension Option(s)”"). Yearly Fixed Rent during any The applicable Extension Term Option shall be ninety-five exercisable by Tenant giving written exercise notice thereof (95%"Extension Notice") percent to Landlord a minimum of the Fair Market Rent nine (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (169) months, and no less but not more than fifteen twelve (1512) months, prior to the date expiration of the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the current Suite 2600 and 2700 Lease Term. (b) 7.1.1 If Tenant timely elects to exercise an Extension Option, such Extension Option must be exercised as to the entire Suite 2600 and 2700 Expansion Space collectively, or as to either of the entire Suite 2600 or as to the entire Suite 2700 space as then leased by Tenant under the Amended Lease as of the date Tenant delivers Tenant's Extension Notice to Landlord. 7.1.2 The Base Rent payable hereunder for the Suite 2600 and 2700 Expansion Space during each Option Term shall be adjusted as of each Option Term Commencement Date to an amount equal to the Fair Market Rental Rate for the Suite 2600 and 2700 Expansion Space at that time, calculated on a notice under paragraph (a) aboveper rentable square foot basis and multiplied by the number of rentable square feet of the Suite 2600 and 2700 Expansion Space. The Fair Market Rental Rate for each Option Term shall be determined in accordance with the provisions and the time line set forth in Section 7.2 below. 7.1.3 Tenant shall pay Additional Rent during each of the Option Terms as to which an Extension Option is exercised, within ten (10) days Landlord shall furnish Tenant in accordance with Landlord’s estimate the provisions of the Amended Lease, subject to the adjustment in the Base Year, if any, determined in connection with the determination of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimateRental Rate under Section 7.2 below. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the 7.1.4 Each Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right Section 7.1 is personal to extend the TermOriginal Tenant and any Affiliate to which such Extension Option has been assigned, and may not be assigned, transferred or conveyed to, or exercised by, any other party.

Appears in 1 contract

Sources: Office/Retail Lease (KBS Real Estate Investment Trust II, Inc.)

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have the option right to extend the Term of the Lease hereof for two (2) additional successive periods of five ten (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, each such period an “Extension Term”) on the following terms set forth below and conditions: (a) Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Initial Term or the then current Extension Term, as applicable (the “Extension Option(s)Notice Deadline Date”). Yearly Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent during any for the Extension Term to be determined as set forth below. Time shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for essence with respect to the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option giving notice to extend the Term beyond on or before the end Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than twenty (20) years after the expiration of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Initial Term. (b) If Tenant timely delivers a notice under paragraph (a) aboveEach Extension Term shall be upon all the terms, within ten (10) days Landlord conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall furnish Tenant with Landlord’s estimate be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Market Rent Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension Fair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), but excluding any capital improvements to the Premises (i.e., other than Replacements) that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Term. If Tenant disputes Landlord’s estimateNotice Deadline Date), Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimateand the economic terms and conditions specified in this Lease that will be applicable thereto. (c) If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall make such a written proposal (“Landlord’s Proposal”) to the Tenant within fifteen (15) days after receipt of Tenant’s Extension Rental Request, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Term. Following delivery by the Landlord of Landlord’s Proposal to the Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the Extension Fair Rental Value for the Extension Term. (d) Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension Notice Deadline Date, the Landlord and the Tenant shall deliver to each other their final Landlord’s Proposal (or any final change that the Landlord wishes to make to any previously furnished Landlord’s Proposal) and a written proposal from the Tenant for the Extension Fair Rental Value of the Premises (the “Tenant’s Proposal”), as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. Failure by the Landlord or the Tenant to timely notifies deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the essence), as the case may be, shall result in the other party’s proposal being deemed the Extension Fair Rental Value, and failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If the Tenant exercises its election to extend the Term under paragraph clause (a) above, on or before without the date fourteen Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (14c) months prior above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the date Tenant, and the Tenant shall furnish a final Tenant’s Proposal to the Landlord, within thirty (30) days of the Tenant’s having exercised its election to extend the Term. Within thirty (30) days after the later to occur of (x) the Tenant’s exercise of its election to extend the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (iiy) exercise the Extension Option by giving Landlord notice to such effect accepting establishment of a final Landlord’s estimate of Fair Market Rent or such other amount as Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the parties may have mutually agreed upon the identity of a real estate professional (“Arbiter”) with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to serve as hereinafter provided (the “Deciding Arbiter”), the Landlord and the Tenant shall each appoint an Arbiter who shall, within thirty (30) days of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s Proposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or her selection to the Landlord and the Tenant and its selection of either Landlord’s Proposal or Tenant’s Proposal shall be final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in connection with any proceeding under this paragraph, and one- half of the fees and expenses of the Deciding Arbiter. In the event that the commencement of the Extension Term occurs prior to such date. Failure timely to give a notice exercising final determination of the Extension Option as set forth Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in this paragraph effect immediately preceding the commencement of such Extension Term. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Tenant shall pay to the Landlord the amount of such underpayment within thirty (c30) shall constitute an irrevocable waiver days of Tenant’s right to extend the TermExpansion Rent Determination Date.

Appears in 1 contract

Sources: Sublease Agreement (Immunogen Inc)

Extension Options. Tenant (a) Subject to Section 2.8(b) hereof, Borrower shall have the option to extend the Term term of the Lease Loan beyond the Initial Maturity Date for two (2) additional periods of five successive terms (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension TermOption”) on of one (1) year each (each such period, an “Extension Period”) to (i) the terms set forth below Monthly Payment Date occurring in January, 2019 if the first Extension Option is exercised, and (ii) the Monthly Payment Date occurring in January, 2020 if the second Extension Option is exercised (each such date following the exercise of each such Extension Option is hereinafter the “Extension Option(s)Extended Maturity Date). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent upon satisfaction of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the following terms and conditions (in each case as determined by Lender): (i) no Event of Default shall have occurred and be continuing at the time an Extension Option is exercised or on the date that the applicable Extension Period is to commence; (ii) Borrower shall notify Lender of its irrevocable election to extend the Maturity Date as aforesaid no later than sixty (60) days prior to the applicable Maturity Date; (iii) Borrower shall obtain and deliver to Lender (A) no less than ten (10) days prior to the date that the applicable Extension Period is to commence, a draft of the bid package for the Replacement Interest Rate Protection Agreement for Lender's review and approval for conformity with the requirements set forth in this Lease in effect Agreement, and (B) prior to the date that the applicable Extension Period is to commence, a Replacement Interest Rate Protection Agreement, which Replacement Interest Rate Protection Agreement shall be effective commencing on the first day of the related Extension Period, shall expire on a date not earlier than the last day of the expiring Term, except that Tenant related Extension Period and shall conform with all the requirements of Section 2.7 hereof; (iv) Borrower shall have no further option paid to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising Lender the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, Fee on or prior to the date the Term related Extension Period is to commence; (v) as of the effective date of the applicable Extension Period, the Net Operating Income as reasonably determined by Lender shall be sufficient to provide a Debt Yield of at least 10%, and Borrower shall have demonstrated the same by delivery of its quarterly financial statements required hereunder with respect to the quarter ending September 30 of the applicable Fiscal Year (provided that to the extent the Debt Yield is less than 10%, Borrower shall be entitled to make a partial prepayment of the Loan in such amount as shall cause the Debt Yield to be equal to 10%); (vi) as of the effective date of the applicable Extension Period, (1) each KSL Liable Party delivers to Lender then scheduled current certified financial statements (including a balance sheet) evidencing that such Guarantor is in compliance with the minimum Net Worth and Liquid Asset requirements set forth in the Guaranty (in each case as more particularly described therein) and (2) SHR Liable Party delivers to expire. Failure Lender evidence reasonably satisfactory to Lender that SHR Liable Party is in compliance with the requirement in Section 11(d) of the Guaranty; (vii) Borrower shall have delivered an endorsement reflecting the extension of the Maturity Date for each of the policies comprising the Title Insurance Policy, provided that Borrower shall not be required to deliver such endorsements if: (A) such endorsement is not issued by Tenant timely the applicable title insurance companies at the time of the Maturity Date that would apply in the absence of the applicable Extension Period, or (B) the aggregate cost for such endorsements exceeds $5,000; (viii) Borrower and Guarantor shall execute and deliver an agreement with Lender reasonably satisfactory to send Lender which: (A) contains a notice certification from Borrower that all conditions precedent to the exercise of such Extension Option have been satisfied, (B) contains a certification from Borrower and Guarantor that no Event of Default exists under this paragraph the Loan Documents, the Environmental Indemnity, or the Guaranty, (aC) documents the extension of the Maturity Date, (D) includes Lender’s confirmation that, in reliance on Borrower’s and Guarantor’s certifications set forth therein, and the financial statements delivered to Lender by Borrower and Guarantor, the conditions precedent to the exercise of the Extension Option have been satisfied, and (E) does not require Borrower or Guarantor to make representations or warranties other than expressly set forth herein; and (ix) Borrower shall constitute an irrevocable waiver have paid all actual out-of-pocket costs and expenses (including title insurance premiums, documentation costs, and reasonable attorneys’ fees) incurred by Lender in connection with the exercise by Borrower of Tenant’s right to extend the Termsuch Extension Option. (b) If Tenant timely delivers a notice under paragraph (a) aboveLender shall determine the initial Interest Rate for any Extension Period as of approximately 11:00 A.M., within ten (10) days Landlord London time, on the second Business Day prior to the then applicable Maturity Date. Lender shall furnish Tenant with Landlord’s estimate notify Borrower of the Fair Market Rent initial Interest Rate and acceptable terms for the required interest rate protection instrument with respect to any extension prior to such applicable Maturity Date. With respect to any Extension TermPeriod, the Interest Rate will be reset by Lender effective the first (1st) day of the first (1st) month following the month during which the effective date of the extension occurs and effective the first (1st) day of the first (1st) month of each successive one (1) month period thereafter during the remaining term of the Loan (the “Extension Rate Reset Dates”). If Tenant disputes Landlord’s estimateThe Interest Rate will be reset as aforesaid to the rate equal to the sum of (x) 2.95% plus (y) the one month LIBOR Rate as of approximately 11:00 A.M., Tenant shall provide London time, on the second Business Day prior to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimateeach such Extension Rate Reset Date. (c) If Tenant timely notifies Landlord under paragraph Notwithstanding the foregoing, so long as KSL Liable Parties are a Guarantor, Borrower shall not be entitled to exercise the second Extension Option unless Borrower shall first have demonstrated to Lender’s reasonable satisfaction that: (ai) above, on or before the date fourteen term of each KSL Liable Party’s existence has been extended for an additional period of not less than six (146) months in connection with the Extension Option then exercised, and (ii) that no scheduled expiration of any such Guarantor’s term shall occur prior to July 1, 2021. Evidence of the foregoing shall include, without limitation, documentation effecting the exercise of the election to extend and a certificate from each KSL Liable Party confirming that such term was properly extended and that the extension is no longer subject to the objection of the LP Advisory Committee (in each case as referred to in Section 9.1(a) of such Guarantor’s limited partnership agreement as delivered to Lender prior to the date Closing Date), and, in the Term is then event of any other scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as expiration set forth in this paragraph (c) such Guarantor’s organizational documents at such time, such other evidence as Lender may reasonably require to establish that no scheduled expiration of any such Guarantor’s term shall constitute occur prior to July 1, 2021. In connection with such evaluation, Borrower shall cause each KSL Liable Party to deliver to Lender an irrevocable waiver updated certified copy of Tenanteach such Guarantor’s right organizational documents, together with any other evidence required to extend satisfy the Termforegoing, prior to exercise by Borrower of the second Extension Option set forth herein.

Appears in 1 contract

Sources: Loan Agreement (Strategic Hotels & Resorts, Inc)

Extension Options. Landlord hereby grants to Tenant shall have the option to extend the Term of the this Lease for two (2not more than) additional periods the number of Extension Terms set forth in Section 1.1, the first three (3) of which shall each be five (5) years each (the “Second Extension Term” Lease Years in duration and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term last of which shall be ninety-five four (95%4) percent of the Fair Market Rent Lease Years and eleven (as defined below11) for the Demised Premises and Storage Space (as determined below) for such Extension Termmonths in duration. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise extension options may be on all of the terms and conditions of this Lease in effect on the last day of the expiring Termexercised at once or serially, except that as Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Termssees fit. (a) If Each extension option shall be exercised by written notice to Landlord at least one hundred eighty (180) days before the end of the then-current Term; provided, however, that Landlord and Tenant wishes to consider exercising the Extension Optionagree that Tenant’s extension options hereunder shall not be forfeited or deemed waived by neglect or inadvertence and, Tenant shall so notify Landlord of such preliminary (i.e.accordingly, non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend shall not be deemed waived or forfeited unless (i) Tenant affirmatively elects in writing not to extend the Term or (ii) Tenant fails to exercise its extension option by the date which is the later of: (x) one hundred eighty (180) days prior to the expiration of the then-current Term, or (y) thirty (30) days after receipt of Landlord’s “reminder notice,” which shall be sent by Landlord to Tenant no sooner than two hundred seventy (270) days prior to the expiration of the then-current Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate the Term of the Fair Market Rent this Lease is extended for the applicable any Extension Term. If Tenant disputes Landlord’s estimate, then during such Extension Term (but subject to Section 4.6 below), Tenant shall provide pay to Landlord Tenant’s estimate of Fair Market the applicable Annual Base Rent within ten (10) days after receipt of Landlord’s estimatespecified in Section 1.1 above and, except as otherwise provided herein to the contrary, all terms and conditions in effect under this Lease immediately prior to such Extension Term shall continue to apply throughout such Extension Term. (c) If Tenant timely notifies Landlord under paragraph (a) aboveAs a condition to Tenant’s valid exercise of each extension option pursuant to this Section 3.3, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, no uncured Event of Default by Tenant shall either be outstanding under Section 18(a) and Tenant shall be operating its business in the Premises as provided in Section 13.1 (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice subject to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Excused Closures and Tenant’s right to extend the Termchange its use pursuant to Section 13.1).

Appears in 1 contract

Sources: Lease Agreement (Cinemark Holdings, Inc.)

Extension Options. Provided no Event of Default exists, Tenant shall have the option to extend the Term of the may renew this Lease for two three (23) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the same terms provided in this Lease (except as set forth below below), by delivering written notice of the exercise thereof to Landlord not later than eighteen (18) months before the “Extension Option(s)”)expiration of the Term in question. Yearly Fixed On or before the commencement date of the extended Term in question, Landlord and Tenant shall execute an amendment to this Lease extending the Term on the same terms provided in this Lease, except as follows: (a) The Base Rent payable for each month during any Extension each such extended Term shall be ninety-five the fair market rental rate (95%) percent of the "Fair Market Rent (as defined belowRental Rate") for the Demised Premises Premises, taking into consideration all relevant factors for comparable leases in comparable premises, including, without limitation, the term, rent, rental concessions, allowances, and Storage Space (as determined below) for commissions payable with respect to such Extension Term. Tenant’s lease leases; the condition, age, quality, location, utility, efficiency and size of such comparable premises; and the credit standing of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that tenants under such comparable leases; (b) Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term renewal options (other than those set forth herein) unless expressly granted by Landlord in writing; and (c) Landlord shall lease to Tenant the Premises in their then-current condition, and Landlord shall have no obligation not provide to provide any improvements to the Demised Premises or Storage Space or Tenant any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Optione.g., Tenant shall so notify Landlord of such preliminary (i.e.moving allowance, non-binding) interest no more than sixteen (16) monthsconstruction allowance, and no less than fifteen (15the like) monthsor other lessee inducements, prior to unless any such allowances were included when determining the date the Term is then scheduled to expireFair Market Rental Rate. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver Within 30 days after receipt of Tenant’s right 's written notice to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) aboverenew, within ten (10) days Landlord shall furnish deliver to Tenant with Landlord’s estimate written notice of the Fair Market Rent for Rental Rate and shall advise Tenant of the applicable Extension Termrequired adjustment to Base Rent, if any, and the other terms and conditions offered. If Tenant disputes Landlord’s estimateshall, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) business days after receipt of Landlord’s estimate. (c) 's notice, notify Landlord in writing whether Tenant accepts or rejects Landlord's determination of the Fair Market Rental Rate. If Tenant rejects Landlord's determination of the Fair Market Rental Rate and timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expirethereof, Tenant may, in its notice to Landlord, require that the determination of the Fair Market Rental Rate be made by brokers. In such event, within ten days thereafter, each party shall select a qualified commercial real estate broker with at least ten years experience in appraising property and buildings in the city or submarket in which the Premises are located, which broker shall not have been engaged by such party for any matter during the prior three years. The two brokers shall give their opinion of prevailing rental rates within 20 days after their retention. In the event the opinions of the two brokers differ and, after good faith efforts over the succeeding 20 day period, they cannot mutually agree, the brokers shall immediately and jointly appoint a third broker with the qualifications specified above. This third broker shall promptly (within five days) choose either (ithe determination of Landlord's broker or Tenant's broker and such choice of this third broker shall be final and binding on Landlord and Tenant. Each party shall pay its own costs for its real estate broker. Following the determination of the Fair Market Rental Rate by the brokers, the parties, shall equally share the costs of any third broker. The parties shall promptly execute an amendment as set forth above. If Tenant fails to timely notify Landlord in writing that Tenant accepts or rejects Landlord's determination of the Fair Market Rental Rate, time being of the essence with respect thereto, Tenant's rights under this Section 30 shall terminate and Tenant shall have no right to renew this Lease. Tenant's rights under this Section 30 shall terminate if(l) waive this Lease or Tenant's right to possession of the Extension OptionPremises is terminated, or (ii2) Tenant fails to timely exercise its option under this Section 30, time being of the Extension Option by giving Landlord notice essence with respect to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term's exercise thereof.

Appears in 1 contract

Sources: Commercial Lease Agreement (Digital Island Inc)

Extension Options. Tenant If one or more Revolving Lenders do not confirm their execution of the Extension Agreement to which such Extension Request relates within the aforesaid 30 days (such Revolving Lenders being hereinafter referred to as "Nonextending Lenders"), the Borrower shall have the option to be entitled to: (i) extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor Out Date with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising Commitments of the Revolving Lenders who have so confirmed their execution of the Extension Option, Tenant shall so notify Landlord of Agreement (such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior Revolving Lenders being hereinafter referred to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give "Extending Lenders") for a notice exercising the Extension Option number of days (not exceeding 364 days) as set forth in the Extension Agreement from the date the Borrower notifies the Agent of the Borrower's exercise of this paragraph entitlement and to terminate the Commitment(s) of the Nonextending Lender(s) unutilized as of the Term Out Date as the same was determined prior to giving effect to such Extension Request; or (cii) shall constitute an irrevocable waiver of Tenant’s right to extend the TermTerm Out Date with respect to the Commitments of the Extending Lenders for a number of days (not exceeding 364 days) as set forth in the Extension Agreement from the date the Borrower notifies the Agent of the Borrower's exercise of this entitlement; prior to the fifth Business Day preceding the Term Out Date as the same was determined prior to giving effect to such Extension Request, replace one or more of the Nonextending Lenders with one or more Eligible Lenders (in respect of whom, the Term Out Date shall be the same date as the Term Out Date with respect to the Commitments of the Extending Lenders); and terminate the Commitment(s) of the Nonextending Lender(s), to the extent not so replaced, unutilized as of the Term Out Date as the same was determined prior to the Extension Request; or (iii) elect to revoke such Extension Request; provided that: (i) if the Borrower does not notify the Agent of its election hereunder prior to the fifth Business Day preceding the Term Out Date as the same was determined prior to giving effect to such Extension Request with respect to the Commitments of such Revolving Lenders, the Borrower shall be deemed to have elected to revoke such Extension Request; and (ii) if the Commitments of the Nonextending Lenders constitute 25% or more of the Facility, all of the unutilized Commitments of all Revolving Lenders shall be terminated on the Term Out Date as the same was determined prior to giving effect to such Extension Request and the Term Out Date shall not be extended.

Appears in 1 contract

Sources: Loan Agreement (Gulf Canada Resources LTD)

Extension Options. Tenant shall have the option On or prior to extend the Term each of the Lease for two fifth anniversary of the Closing Date (2the “First Extension Date”) additional periods and the sixth anniversary of five (5) years each the Closing Date (the “Second Extension Term” Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the “Third Extension Term,” respectively; each, an “Extension Term”) on Lenders extend the terms date set forth below in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term i) no extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on effective unless all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option Lenders unanimously agree to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation (ii) any Lender who has not responded to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than extension request within fifteen (15) monthsDomestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of the First Extension Date to provide that the definition of Termination Date would be extended by one year. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of the Second Extension Date to provide that the definition of Termination Date would be extended by a subsequent year. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) First Extension Date and shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months not take effect prior to the date the Term is then scheduled to expire, Tenant First Extension Date. The second extension request shall either (i) waive the Extension Option, expire if not made on or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such datethe Second Extension Date and shall not take effect prior to the Second Extension Date. Failure timely to give a notice exercising There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver Termination Date is no later than the seventh anniversary date of Tenant’s right to extend the TermClosing Date.

Appears in 1 contract

Sources: Credit Agreement (Main Street Capital CORP)

Extension Options. (a) Landlord hereby grants Tenant shall have the option options to extend the Extended Term of the Lease (each, an “Extension Option”) for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Option Term”) on ), commencing immediately after the terms set forth below (expiration of the Extended Term, in the case of the first Extension Option(s)”)Option, or the expiration of the first Option Term, in the case of the Second Extension Option. Yearly Fixed Rent during any Each Extension Term Option shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of upon the terms and conditions of this contained in the Lease in effect on the last day of the expiring Term(as amended hereby), except that Tenant (1) the initial Base Monthly Rent for the Premises during each Option Term shall have no further option be equal to extend the Term beyond the end 95% of the Third Extension “fair market rent” for the Premises as of the commencement of the applicable Option Term set forth herein(i.e., and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Optionrate that a willing, Tenant shall so notify Landlord of such preliminary comparable, new (i.e., non-binding) interest no more than sixteen (16) monthsrenewal), non-equity tenant would pay, and no that a willing landlord of comparable research and development laboratory space in Richmond, California would accept at arms’ length), determined in the manner set forth in subparagraph (b) below, and (2) Tenant shall not be entitled to the Extended Term Allowance during the Option Terms. The fair market rent shall not take into account any Alterations constructed by Tenant and paid for by Tenant without any reimbursement from Landlord. Tenant“s election to exercise an Extension Option (“Tenant’s Extension Notice”) must be given to Landlord in writing not less than fifteen twelve (1512) months, full calendar months prior to the date expiration of the Term is then scheduled current term of the Lease. Notwithstanding anything to expire. Failure the contrary contained herein, an Extension Option exercised by Tenant timely to send a shall, at Landlord’s option, be null and void and of no further force or effect if Tenant is in default under the Lease (beyond the expiration of all applicable cure and notice under this paragraph (aperiods) shall constitute an irrevocable waiver as of the date of Tenant’s right to extend the TermExtension Notice for such Extension Option. (b) If Tenant timely delivers properly exercises an Extension Option, the initial Base Monthly Rent during the applicable Option Term shall be determined in the following manner. Landlord shall advise Tenant in writing of Landlord’s good faith, reasonable determination of the fair market rent (based on the definition of fair market rental set forth above) for the Premises as of the commencement of the applicable Option Term (“Landlord’s Fair Market Proposal”) no less than two hundred seventy (270) days prior to the commencement of the applicable Option Term, provided Landlord’s notification to Tenant of Landlord’s Fair Market Proposal shall specifically state that Tenant shall have one hundred twenty (120) days after receipt of Landlord’s Fair Market Proposal within which to approve or disapprove Landlord’s Fair Market Proposal. If Tenant does not disapprove in writing Landlord’s Fair Market Proposal within one hundred ten (110) days after receipt of Landlord’s Fair Market Proposal, Landlord shall provide Tenant written notice (“Second Notice”) that Tenant’s failure to respond within a notice under paragraph period of ten (a10) above, days shall be deemed Tenant’s approval of Landlord’s Fair Market Proposal. Tenant’s failure to respond within ten (10) days Landlord shall furnish Tenant with after Landlord’s estimate delivery of the Second Notice shall be deemed to be an approval of Landlord’s Fair Market Rent for Proposal and Landlord’s Fair Market Proposal shall be final and binding upon the applicable Extension Termparties. In the event Tenant timely disapproves in writing Landlord’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within thirty (30) days of Tenant’s notice of disapproval. If after such thirty (30) day period, Landlord and Tenant disputes Landlord’s estimatehave not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (i) Within ten (10) days after the expiration of such thirty (30) day period, Tenant shall provide notify Landlord of the name and address of the broker appointed to Landlord represent Tenant (“Tenant’s estimate Broker”). Tenant’s Broker shall be licensed in the State of California, engaged in the brokerage business in the San Francisco-East Bay commercial real estate market for at least the immediately preceding five (5) years, and familiar with the research and development laboratory market in Richmond, California. Within thirty (30) days of the appointment of Tenant’s Broker’s, Tenant shall advise Landlord in writing of Tenant’s Broker’s good faith, reasonable determination of the fair market rent for the Premises as of the commencement of the applicable Option Term (“Tenant’s Broker’s Fair Market Rent within Proposal”). Landlord shall have ten (10) days after receipt of Tenant’s Broker’s Fair Market Proposal within which to approve or disapprove Tenant’s Broker’s Fair Market Proposal. In the event Landlord disapproves in writing Tenant’s Broker’s Fair Market Proposal, Landlord and Tenant shall attempt in good faith to agree upon the fair market rent within thirty (30) days of Landlord’s estimatenotice of disapproval. If after such thirty (30) day period, Landlord and Tenant have not agreed in writing as to the fair market rent, the parties shall determine the fair market rent in accordance with the procedure set forth below. (ii) If Landlord and Tenant are unable to agree upon the fair market rent within such second (2nd) thirty (30)-day period, Landlord and Tenant’s Broker shall, within ten (10) days thereafter, appoint a third broker meeting the qualifications set forth above with the added qualification that such third broker shall not have previously acted for either Landlord or Tenant. Within thirty (30) days following the appointment of the third broker, the third broker shall deliver his or her written determination of the fair market rent to Landlord and Tenant. If the third broker’s determination of fair market rent falls between Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, the third broker’s determination shall be deemed to be the fair market rent for purposes of determining the initial Base Monthly Rent for the Premises for the applicable Option Term. If the third broker’s determination falls outside of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal, whichever of Landlord’s Fair Market Proposal and Tenant’s Broker’s Fair Market Proposal most closely reflects the fair market rent as determined by the third broker shall be deemed to be the fair market rent for purposes of determining the initial Base Monthly Rent for the Premises for the applicable Option Term, and such determination shall be binding on both Landlord and Tenant. Tenant shall pay all costs, commissions and fees of Tenant’s Broker in connection with such determination of the fair market rent. The costs and fees of the third broker shall be paid one-half by Landlord and one-half by Tenant. (c) If the amount of the fair market rent has not been determined in accordance with this Section 8 as of the commencement of the applicable Option Term, then Tenant timely notifies Landlord under paragraph (a) aboveshall continue to pay the Base Monthly Rent in effect at the expiration of the Extended Term or the expiration of the first Option Term, on or before as applicable, until the date fourteen (14) months prior to amount of the date the Term fair market rent is then scheduled to expiredetermined. When such determination is made, Tenant shall either pay any deficiency to Landlord within thirty (i30) waive the Extension Option, days after such determination or (ii) exercise the Extension Option Landlord shall credit any overpayment by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant against Tenant’s right to extend next accruing rent under the Lease, as appropriate. (d) The Base Monthly Rent payable hereunder during each Option Term shall be increased by two percent (2%) on each anniversary of the commencement date of the applicable Option Term.

Appears in 1 contract

Sources: Lease (Sangamo Biosciences Inc)

Extension Options. Tenant shall (a) Borrower will have the a one (1) time option to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second First Extension Term” Option”) the Initial Maturity Date to the First Extended Maturity Date, if (and only if) each of the following conditions (collectively, the “Third First Extension Term,” respectively; each, an “Extension TermConditions”) on have been satisfied within the terms set forth below applicable time periods: (i) Borrower shall have delivered to Lender written notice (the “First Extension Option(s)Notice). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. TenantBorrower’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option decision to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have Initial Maturity Date pursuant to this Section 1.14(a) no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. earlier than one hundred twenty (a120) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, days and no less than fifteen sixty (1560) months, days prior to the date Initial Maturity Date. The First Extension Notice, upon its delivery to Lender, shall be irrevocable subject to and provided the Term First Extension Update Appraisal Requirement (as hereinafter defined) is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.satisfied; and (bii) If Tenant timely delivers At the time Borrower gives the First Extension Notice and on the Initial Maturity Date, no Event of Default shall exist as certified by Borrower to Lender in a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate Certificate of No Event of Default to be executed by Borrower in favor of Lender dated and delivered to Lender as of the Fair Market Rent Initial Maturity Date; and (iii) On or before the Initial Maturity Date, Borrower shall have paid or provided Lender sufficient funds for the applicable payment of all Loan Expenses incurred by Lender in connection with the First Extension Term. If Tenant disputes Landlord’s estimateOption including, Tenant shall provide to Landlord Tenant’s estimate without limitation, the First Extension Option Fee and the cost of Fair Market Rent within ten the First Extension Update Appraisal; and (10iv) days after Upon receipt of Landlordthe First Extension Notice, Lender shall order a current appraisal of the Property at Borrower’s estimate. expense (cthe “First Extension Update Appraisal”). It is a condition precedent to Borrower’s exercise of the First Extension Option that the then outstanding principal balance of the Loan on the date of the First Extension Notice shall not exceed Fifty Percent (50%) If Tenant timely notifies Landlord under paragraph of the “as is” appraised value of the Property as reasonably determined by Lender (a) abovethe “First Extension Update Appraisal Requirement”). In the event that the First Extension Update Appraisal Requirement is not satisfied, Borrower may pay a principal payment on the Loan on or before the date fourteen Initial Maturity Date in such amount as determined by Lender so that the outstanding principal balance of the Loan as of the Initial Maturity Date shall not exceed Fifty Percent (1450%) months prior of the “as is” appraised value of the Property as reasonably determined by Lender; and (v) Concurrently with the First Extension Notice, Borrower shall have delivered to Lender a duly completed Borrower’s Covenant Compliance Certificate certified as true and correct by an appropriate officer of the Managing Member of Borrower, containing a computation and a confirmation that the Property has a Debt Service Coverage Ratio of not less than 1.45:1.00, as of the date of the Term First Extension Notice, together with such supporting documentation necessary for Lender to determine such compliance. In the event that the foregoing Debt Service Coverage Ratio is then scheduled not satisfied, Borrower may pay a principal payment on the Loan on or before the Initial Maturity Date in such amount as determined by Lender that is necessary for the Property to expiremeet the foregoing Debt Service Coverage Ratio; and (vi) Each representation and warranty made in the Loan Documents by a Loan Party shall continue to be true and correct in all material respects as if remade on the Initial Maturity Date; and (vii) On or before the Initial Maturity Date, Tenant each Loan Party shall either have delivered to Lender its most current financial statements certified by an appropriate officer of the Managing Member of Borrower for Borrower and by an appropriate officer of Guarantor for Guarantor showing no Material Adverse Change and a certification from such Loan Party that since the date of such statements there has been no Material Adverse Change; and (iviii) waive On or before the Initial Maturity Date, each Loan Party shall have delivered such documents reasonably required by Lender in connection with the First Extension Option, including, without limitation, a reaffirmation of the Guaranty (on a form acceptable to Lender). In the event that any of the foregoing First Extension Conditions is not satisfied strictly in accordance with the terms hereof or (ii) exercise waived by Lender in writing, the First Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as shall be null and void, and the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising Loan shall mature on the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the TermInitial Maturity Date.

Appears in 1 contract

Sources: Loan Agreement (Inland Real Estate Income Trust, Inc.)

Extension Options. (a) Tenant shall have the option right, at its option, to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions term of this Lease for the Extension Period(s) upon the same terms, covenants and conditions herein set forth; provided, however, that the Minimum Rent for the first Lease Year of each Extension Period shall be increased to the greater of (i) the market rate then being charged for similar space in effect on the Shopping Center or (ii) the Minimum Rent for the preceding Lease Year increased by three percent (3%). Thereafter, the Minimum Rent for each successive Lease Year during each Extension Period shall be an amount equal to the Minimum Rent for the last day of the expiring Termpreceding Lease Year, except that Tenant shall have no further option increased by three percent (3%) per annum. In order to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising exercise the Extension Option, Tenant shall so notify Landlord be required to give written notice of such preliminary its intention to extend at least six (i.e., non-binding6) interest no months but not more than sixteen nine (169) months, and no less than fifteen (15) months, months prior to the date Lease Termination Date, or expiration of the Term is then scheduled to expirecurrent Extension Period, as the case may be. Failure by to deliver timely notice as required above shall cause the Extension Option, and all remaining Extension Options, to lapse and be of no further force and effect. Further, if Tenant timely to send a notice under shall be in default of the terms of this paragraph (a) Lease, Tenant shall constitute an irrevocable waiver of Tenant’s not have the right to extend exercise the TermExtension Option and if Tenant shall default hereunder after such right has been exercised but within the six (6) month period preceding the Extension Period such election shall, at Landlord’s option, be null and void. (b) If In the event that Tenant timely delivers a notice under shall dispute Landlord’s determination of the market rate of rent being charged for similar space pursuant to the paragraph (a) above, Tenant shall give notice to Landlord within ten (10) days Landlord shall furnish Tenant with of Tenant’s receipt of such Landlord’s estimate of determination, and the Fair Market Rent for market rate shall be determined as follows: The market rate shall be determined by a single arbitrator appointed in accordance with the applicable Extension TermAmerican Arbitration Association Real Estate Valuation Arbitration Proceeding Rules. If Tenant disputes Landlord’s estimate, Tenant Such arbitrator shall provide to Landlord Tenant’s estimate of Fair Market Rent within be impartial and shall have not less than ten (10) days after receipt of Landlordyear’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) aboveexperience in the County where the Shopping Center is located, on or before the date fourteen (14) months prior in a calling related to the date leasing of commercial space in premises comparable to the Term Shopping Center. Within fifteen (15) days following the appointment of such arbitrator each party shall submit a report setting forth its determination of the market rate of the Leased Premises for the applicable term, together with such other information as such party shall deem relevant. The arbitrator shall, within thirty (30) days following such hearing and submission of evidence render his decision by selecting the determination of market rate then being charged for similar space in the Shopping Center. It is then scheduled expressly understood that such arbitrator shall have no power or authority to expireselect any market rate other than the market rate submitted by Landlord or Tenant, and the decision of such arbitrator shall be final and binding upon the Landlord and Tenant. Prior to the determination of the arbitrator, Tenant shall either (i) waive pay Minimum Rent in an amount equal to the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate determination of Fair Market Rent market rate submitted to Tenant pursuant to this Section, and following the arbitrator’s final determination, the amount of any overpayment or such other amount as underpayment shall be adjusted between the parties may have mutually agreed upon prior to such dateon demand. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) The cost of arbitration shall constitute an irrevocable waiver of Tenant’s right to extend the Term.be borne by

Appears in 1 contract

Sources: Lease (Carrollton Bancorp)

Extension Options. a. Tenant shall have the option to extend the Term of the Lease for two (2) additional options to further extend the Term (the “Options to Extend”) for successive periods of five (5) years each (the “Second Extension Term” Periods”), subject to and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below herein. The Options to Extend are in lieu of, and not in addition to, any extension options in the Lease. Tenant may only exercise the Options to Extend with respect to the entire Premises. If Tenant shall desire to exercise any Option to Extend, it shall give Landlord a notice (the “Extension Option(s)Inquiry Notice)) of such desire not later than fifteen (15) months prior to the expiration of the then-current Term. Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of Thereafter, the Fair Market Rent (as defined in Section 3(c) below) for the Demised Premises and Storage Space applicable Extension Period shall be determined in accordance with Section 3(d) below. After the applicable Fair Market Rent has been so determined, Tenant shall exercise each Option to Extend by giving Landlord notice (as determined belowthe “Exercise Notice”) for such Extension of its election to do so not later than twelve (12) months prior to the expiration of the then-current Term. Tenant’s lease If Tenant fails to timely give either the Inquiry Notice or the Exercise Notice to Landlord with respect to any Option to Extend, Tenant shall be conclusively deemed to have waived such Option to Extend hereunder. b. Notwithstanding any contrary provision of the Demised Premises Lease as amended hereby, each Option to Extend and Storage Space during any Extension Term exercise by Tenant thereof shall otherwise be void and of no force or effect unless on all the dates Tenant gives Landlord its Inquiry Notice and Exercise Notice for each Option to Extend and on the date of commencement of the terms each Extension Period, (i) the Lease as amended hereby is in full force and effect, (ii) there is no Event of Default of Tenant under the Lease as amended hereby and (iii) Tenant has not assigned or subleased (or agreed to assign or sublease) more than fifty percent (50%) of the rentable floor area of the Premises. c. All of the terms, provisions, covenants and conditions of this the Lease in effect on the last day of the expiring Termas amended hereby shall continue to apply during each Extension Period, except that Tenant the Annual Fixed Rent Rate during each Extension Period (the “Extension Rent”) shall have no further option be equal to extend the Term beyond fair market rent for the end Premises determined as of the Third Extension date twelve (12) months prior to expiration of the then-current Term in accordance with the procedure set forth herein, and in Section 3(d) below (the “Fair Market Rent”). d. The Fair Market Rent for each Extension Period shall be determined as follows: within five (5) days after Tenant gives Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor its Inquiry Notice with respect to the Second or Third Extension Terms. (a) If Tenant wishes any Option to consider exercising the Extension OptionExtend, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish give Tenant with notice of Landlord’s estimate determination of the Fair Market Rent for the applicable Extension TermPeriod. Within ten (10) days after Tenant receives such notice, Tenant shall notify Landlord of its agreement with or objection to Landlord’s determination of the Fair Market Rent, whereupon, if Tenant objects, the Fair Market Rent shall be determined by arbitration conducted in the manner set forth below. If Tenant disputes does not notify Landlord of Tenant’s agreement with or objection to Landlord’s estimatedetermination of the Fair Market Rent within such ten (10) day period, then the Fair Market Rent for the applicable Extension Period shall be deemed to be Landlord’s determination of the Fair Market Rent as set forth in the notice from Landlord described in this Section. e. If Tenant shall provide to notifies Landlord of Tenant’s estimate objection to Landlord’s determination of Fair Market Rent under the preceding subsection, such notice shall also set forth a request for arbitration and Tenant’s appointment of a commercial real estate broker having at least ten (10) years experience in the commercial leasing market in Cambridge, Massachusetts (an “Arbitrator”). Within five (5) days thereafter, Landlord shall by notice to Tenant appoint a second Arbitrator. Each Arbitrator shall be advised to determine the Fair Market Rent for the applicable Extension Period within thirty (30) days after Landlord’s appointment of the second Arbitrator. On or before the expiration of such thirty (30) day period, the two Arbitrators shall confer to compare their respective determinations of the Fair Market Rent. If the difference between the amounts so determined by the two Arbitrators is less than or equal to ten percent (10%) of the lower of said amounts, then the final determination of the Fair Market Rent shall be equal to the average of said amounts. If such difference between said amounts is greater than ten percent (10%), then the two arbitrators shall have ten (10) days thereafter to appoint a third Arbitrator (the “Third Arbitrator”), who shall be instructed to determine the Fair Market Rent for the applicable Extension Period within ten (10) days after receipt its appointment by selecting one of Landlord’s estimatethe amounts determined by the other two Arbitrators. Each party shall bear the cost of the Arbitrator selected by such party. The cost for the Third Arbitrator, if any, shall be shared equally by Landlord and Tenant. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease (Vertex Pharmaceuticals Inc / Ma)

Extension Options. (a) Tenant shall have the option is hereby granted options to extend the Lease Term of the Lease for two (2) successive additional periods of five three (53) years each (each such additional period being herein referred to as an "Extended Term") by giving written notice of such extension to Landlord at least twelve (12) months prior to the “Second Extension expiration of the initial Lease Term or the then current Extended Term” and , as the “Third Extension Term,” respectively; each, an “Extension Term”) case may be. Tenant shall have the right to exercise these options to extend provided that on the terms set forth below (the “Extension Option(s)”)date of such exercise no default or event of default under this Lease then exists. Yearly Fixed Rent during any Extension Each Extended Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on upon all of the terms same terms, covenants and conditions of this Lease in effect on then applicable except that the last day Base Rental Rate during the Extended Terms shall be the "Market Rate" (as hereinafter defined), and except that after the exercise of the expiring option for the first Extended Term, except that Tenant shall have only one (1) option to extend, and after the exercise of the option for the second Extended Term, Tenant shall have no further option options to extend the Lease Term. The term "Lease Term" as used in this Lease shall mean the initial Lease Term beyond and any Extended Term which may become effective. For purposes of this Special Stipulation, "Market Rate" shall mean the end annual effective rental rate per square foot of rentable floor area then being charged by landlords under new leases of office space in that portion of the Third Extension Term set forth hereinmetropolitan Richmond, Virginia market that is located south of the ▇▇▇▇▇ ------------------ River and Landlord shall have no obligation to provide any improvements west of I-95 for space similar to the Demised Premises or Storage Space or in a building of comparable quality and with comparable parking and other amenities. In determining the Market Rate, Landlord and Tenant (and any allowances therefor with respect to appraisers, if applicable) shall take into account the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, fact that Tenant shall so notify pay Tenant's share of the Operating Expenses. Also, in determining the Market Rental Rate, Landlord of such preliminary and Tenant (i.e.and any appraisers, non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aif applicable) shall constitute an irrevocable waiver of Tenant’s right to extend compare actual rental rates only (after making appropriate adjustments resulting from the Termforegoing facts) and shall take into consideration any discounts, allowances, free rent, remodeling credits, construction allowances and other concessions and inducements granted by other landlords. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease Agreement (Wells Real Estate Investment Trust Inc)

Extension Options. Tenant shall have the option On or prior to extend the Term each of the Lease for two first anniversary of the Closing Date (2the “First Extension Date”) additional periods and the second anniversary of five (5) years each the Closing Date (the “Second Extension Term” Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the “Third Extension Term,” respectively; each, an “Extension Term”) on Lenders extend the terms date set forth below in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term i) no extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on effective unless all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option Lenders unanimously agree to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation (ii) any Lender who has not responded to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than extension request within fifteen (15) monthsDomestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of the First Extension Date to provide that the definition of Termination Date would be extended by one year. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of the Second Extension Date to provide that the definition of Termination Date would be extended by a subsequent year. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) First Extension Date and shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months not take effect prior to the date the Term is then scheduled to expire, Tenant First Extension Date. The second extension request shall either (i) waive the Extension Option, expire if not made on or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such datethe Second Extension Date and shall not take effect prior to the Second Extension Date. Failure timely to give a notice exercising There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver Termination Date is no later than the seventh anniversary date of Tenant’s right to extend the TermClosing Date.

Appears in 1 contract

Sources: Credit Agreement (Main Street Capital CORP)

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have the option right to extend the Term of the Lease hereof for two (2) additional successive periods of five ten (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, each such period an “Extension Term”) on the following terms set forth below and conditions: (a) Such right to extend the Term shall be exercised by the giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Initial Term or the then current Extension Term, as applicable (the “Extension Option(s)Notice Deadline Date”). Yearly Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent during any for the Extension Term to be determined as set forth below. Time shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for essence with respect to the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option giving notice to extend the Term beyond on or before the end Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than twenty (20) years after the expiration of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Initial Term. (b) If Tenant timely delivers a notice under paragraph (a) aboveEach Extension Term shall be upon all the terms, within ten (10) days Landlord conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall furnish Tenant with Landlord’s estimate be the then Extension Fair Rental Value of the Premises for such Extension Term, to be determined under Section 2.6(d) or Section 2.6(e) below, but in no case less than the Annual Fixed Rent that was applicable thereto immediately preceding the Extension Term with respect to which the Extension Fair Market Rent Rental Value is to be established (the “Then Applicable Annual Fixed Rental Rate”). For purposes of this Section 2.6, the “Extension Fair Rental Value” of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such premises have been improved (including any replacements of existing improvements or performance of maintenance obligations (“Replacements”), but excluding any capital improvements to the Premises (i.e., other than Replacements) that enhance the value thereof, provided the same are made by the Tenant during the sixty (60) month period immediately preceding the applicable Extension Term. If Tenant disputes Landlord’s estimateNotice Deadline Date), Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimateand the economic terms and conditions specified in this Lease that will be applicable thereto. (c) If the Tenant makes a written request to the Landlord for a proposal for the Extension Fair Rental Value for the upcoming Extension Term (“Tenant’s Extension Rental Request”) on or before the day two (2) months prior to the Extension Notice Deadline Date, then the Landlord shall make such a written proposal (“Landlord’s Proposal”) to the Tenant within fifteen (15) days after receipt of Tenant’s Extension Rental Request, but in no event shall the Landlord be required to deliver such a proposal sooner than fifteen (15) months prior to the scheduled commencement of such Extension Term. Following delivery by the Landlord of Landlord’s Proposal to the Tenant, the parties will endeavor in good faith to reach agreement with respect to the establishment of the Extension Fair Rental Value for the Extension Term. (d) Unless the parties have already mutually agreed upon such Extension Fair Rental Value, on or before the day that is ten (10) days prior to the applicable Extension Notice Deadline Date, the Landlord and the Tenant shall deliver to each other their final Landlord’s Proposal (or any final change that the Landlord wishes to make to any previously furnished Landlord’s Proposal) and a written proposal from the Tenant for the Extension Fair Rental Value of the Premises (the “Tenant’s Proposal”), as the case may be, and each of such Landlord’s Proposal and such Tenant’s Proposal shall be binding on the Landlord and the Tenant, respectively, for the purpose of conducting the resolution procedure described in clause (e) below. Failure by the Landlord or the Tenant to timely notifies deliver a final Landlord’s Proposal or final Tenant’s Proposal (time being of the essence), as the case may be, shall result in the other party’s proposal being deemed the Extension Fair Rental Value, and failure by the Landlord or the Tenant to timely make any final change to the then most recently delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, shall render no longer subject to change the last previously delivered Landlord’s Proposal or Tenant’s Proposal, as the case may be, which shall thereupon become final. (e) If the Tenant exercises its election to extend the Term under paragraph clause (a) above, on or before without the date fourteen Extension Fair Rental Value of the Premises having been established by mutual agreement of the parties as contemplated under clause (14c) months prior above, then unless a final Landlord’s Proposal and a final Tenant’s Proposal has been established under clause (d) above, the Landlord shall furnish a final Landlord’s Proposal to the date Tenant, and the Tenant shall furnish a final Tenant’s Proposal to the Landlord, within thirty (30) days of the Tenant’s having exercised its election to extend the Term. Within thirty (30) days after the later to occur of (x) the Tenant’s exercise of its election to extend the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (iiy) exercise the Extension Option by giving Landlord notice to such effect accepting establishment of a final Landlord’s estimate of Fair Market Rent or such other amount as Proposal and a final Tenant’s Proposal in accordance with this clause (e), unless the parties may have mutually agreed upon the identity of a real estate professional (“Arbiter”) with at least ten (10) years continuous experience in the business of appraising or marketing similar commercial real estate in the Cambridge, Massachusetts area who has agreed to serve as hereinafter provided (the “Deciding Arbiter”), the Landlord and the Tenant shall each appoint an Arbiter who shall, within thirty (30) days of selection, select a third Arbiter to serve as the Deciding Arbiter. The Deciding Arbiter shall select either Landlord’s Proposal or Tenant’s Proposal as the proposal most accurately stating the Extension Fair Rental Value of the Premises. If the two Arbiters respectively selected by the parties (the “Party Selected Arbiters”) cannot agree upon the selection of a Deciding Arbiter, then such two Party Selected Arbiters shall seek the selection of the Deciding Arbiter by the Greater Boston Real Estate Board. The Deciding Arbiter shall give notice of his or her selection to the Landlord and the Tenant and its selection of either Landlord’s Proposal or Tenant’s Proposal shall be final and binding upon the Landlord and the Tenant. Each party shall pay the fees and expenses of its real estate professional counsel and any Party Selected Arbiter that such party selects, if any, in connection with any proceeding under this paragraph, and one-half of the fees and expenses of the Deciding Arbiter. In the event that the commencement of the Extension Term occurs prior to such date. Failure timely to give a notice exercising final determination of the Extension Option as set forth Fair Rental Value therefor (the “Extension Rent Determination Date”), then the Tenant shall pay the Annual Fixed Rent in this paragraph effect immediately preceding the commencement of such Extension Term. If the Annual Fixed Rent for the Extension Term is determined to be greater than the Annual Fixed Rent paid with respect to the Premises prior to the Extension Rent Determination Date, then the Tenant shall pay to the Landlord the amount of such underpayment within thirty (c30) shall constitute an irrevocable waiver days of Tenant’s right to extend the TermExpansion Rent Determination Date.

Appears in 1 contract

Sources: Sublease Agreement (Aveo Pharmaceuticals Inc)

Extension Options. Tenant shall have the option two options (each, an "Extension Option") to extend further the Extension Term for all of the Lease Premises as of the then expiration date of the Extension Term, for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension "Option Term") on upon the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the following terms and conditions conditions: A. Tenant gives Landlord written notice of this Lease in effect on the last day its exercise of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third said Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. Option at least nine (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (149) months prior to the date then expiration of the Term Extension Term. B. No Event of Default is then scheduled continuing either on the date Tenant delivers the notice required under Section 4A above or at any time thereafter prior to expirethe commencement of the Option Term. C. All of the terms and provisions of the Lease (except this Section 4) shall be applicable to the Option Term, except that Base Rent for the Option Term shall be determined as follows: Base Rent for the Option Term shall be equal to Landlord's determination of the Fair Value (as hereinafter defined). For purposes of this Amendment, "Fair Value" shall mean Landlord's determination, utilizing its reasonable judgment, of an annual amount per rentable square foot for a term equivalent to the period for which Fair Value is being determined beginning with the first (1/st/) day of the subject period that a willing, creditworthy, new non-equity tenant leasing comparable space to Tenant's would pay and a willing, comparable landlord of an industrial building comparable to the Building in the Chicago metropolitan area (hereinafter referred to as the "Market") would accept at arm's length, giving appropriate consideration to terms of the Lease, as amended hereby, annual rental rate per rentable square foot, rental escalations (including type, base year and stops), length of lease term, size and location of the premises being leased, and other generally applicable terms and conditions prevailing for comparable space in comparable buildings located in the Market. In the event that Tenant shall either does not agree in writing to Landlord's determination of Fair Value prior to the date which is seven (i7) waive months prior to the then expiration of the Extension OptionTerm ("Option Expiration Date"), or (ii) then Tenant's exercise of the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon shall be deemed null and void and this Section 4 shall be deemed null and void unless Tenant, prior to such date. Failure timely to give a notice exercising the Option Expiration Date, notifies Landlord in writing that Tenant will agree that Base Rent for the Option Term shall be One Hundred Two percent (102%) of the Base Rent for the last year of the then Extension Term and shall increase by two percent (2%) each July 1 thereafter during the Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease (Radnor Holdings Corp)

Extension Options. (a) Landlord hereby grants to Tenant shall have the option to extend the Term term of the this Lease for two (2) additional periods successive terms of five (5) years each (the “Second each, a "Fixed Rate Extension Term” and "), with each such Fixed Rate Extension Term commencing on the “Third date that is the day after the expiration of the Base Term or the preceding Fixed Rate Extension Term,” respectively; each, an “Extension Term”) on as the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Termcase may be. (b) If In order to exercise its option to extend this Lease for any Fixed Rate Extension Term or Fair Market Extension Term (as hereinafter defined) (each Fixed Rate Extension Term or Fair Market Extension Term, an "Extension Term"), the following procedure shall be followed: (i) Tenant timely delivers a shall give Landlord irrevocable written notice under paragraph (a) aboveof its intent to exercise its option to extend the term of this Lease not more than 24 months prior to, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate but not less than 18 months prior to, the expiration of the Base Term or the then current Extension Term, as the case may be, time being of the essence. (ii) The annual Extension Rent payable for the first Fixed Rate Extension Term shall be equal to one hundred two and one half percent (102.5%) of the anticipated Fair Market Rental Value at the commencement of the first Fixed Rate Extension Term determined as of the commencement date of this Lease and as set forth in Schedule 3.1(a-2). The annual Extension Rent for each Fixed Rate Extension Term thereafter shall be equal to one hundred two and one half percent (102.5%) of the annual Extension Rent for the applicable immediately preceding Fixed Rate Extension Term. If Landlord hereby grants to Tenant disputes Landlord’s estimatethe option to extend this Lease, after the expiration of such Fixed Rate Extension Terms, for two (2) additional and successive terms of five (5) years each (each, a "Fair Market Extension Term"), with each such Fair Market Extension Term commencing on the date that is the day after the expiration of the last Fixed Rate Extension Term or Fair Market Extension Term, as the case may be. The annual Extension Rent payable for each such Fair Market Extension Term shall be equal to one hundred percent (100%) of the Extension Fair Market Rental Value, anticipated to be in effect as of the commencement date of the applicable Fair Market Extension Term. Upon receipt of Tenant's request to extend with respect to any such Fair Market Extension Term, Landlord and Tenant shall provide promptly commence good faith negotiations to Landlord Tenant’s estimate of agree upon the Extension Fair Market Rent Rental Value. If the parties cannot agree on the Extension Fair Market Rental Value within ten sixty (1060) days after receipt Landlord has received Tenant's request to extend, the Extension Fair Market Rental Value shall be determined by the Appraisal Procedure. Landlord and Tenant also agree to discuss their respective view of Landlord’s estimateExtension Fair Market Rental Value before Tenant sends its request option, if so requested by Tenant; each party agreeing they shall not be bound by such discussions. (c) If The right of Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termterm of this Lease for any Extension Term is contingent upon there not being any Material Default or Event of Default in existence on the date of Tenant's exercise of such right or on the date that the Extension Term commences.

Appears in 1 contract

Sources: Sublease Agreement (Nalco Energy Services Equatorial Guinea LLC)

Extension Options. (a) Subject to the terms of this Section 38, Landlord hereby grants to Tenant shall have two (2) options (the option “Extension Option(s)”) to extend the Term of this Lease with respect to the Lease entire Premises and only the entire Premises then being leased by Tenant for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eachOption Terms”), an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms same terms, covenants and conditions of as provided for in this Lease in effect on during the last day of the expiring initial Term, except that Tenant Monthly Base Rent shall have no further option to extend be established based upon the “fair market rental rate” for the Premises for each Option Term beyond as defined and determined in accordance with the end provisions of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the TermSection 38 below. (b) If An Extension Option must be exercised, if at all, by written notice (“Extension Notice”) delivered by Tenant timely delivers to Landlord no earlier that three hundred sixty (360) days and no later than two hundred seventy (270) days prior to the Lease expiration of the initial Lease term or the first Option Term, as applicable. (c) The term “fair market rental rate” as used in this Addendum shall mean the annual amount per rentable square foot, which as of the date of determination is projected for and throughout the Option Term to be acceptable to a willing, non-equity, renewal or non-renewal tenant of credit worthiness comparable to Tenant (excluding sublease and assignment transactions), and a willing landlord of a Comparable Project in South Orange County (the “Comparison Area”), in an arm’s length transaction (what Landlord has accepted in recent transactions for the Building shall be considered for purposes of determining rent for the applicable Option Term), for space of one full floor or greater in size, comparable in quality and floor height as the leased area at issue taking into account the age and layout of the existing improvements in the leased area at issue and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, office space availability, tenant size, tenant improvement allowances, abatements, free rent, concessions, operating expenses and other additional rent charges and allowance, parking charges, and any other lease considerations, if any, then being charged or granted by Landlord or the lessors of such similar office buildings. (d) Landlord shall provide written notice under paragraph of Landlord’s determination of the fair market rental rate within ninety (a90) above, within days following the exercise by Tenant of the applicable Extension Option. Tenant shall have ten (10) days Landlord shall furnish Tenant with (“Tenant’s Review Period”) after receipt of Landlord’s estimate notice of the Fair Market Rent for fair market rental rate within which to accept such fair market rental rate or to reasonably object thereto in writing. Failure of Tenant to so object to the applicable Extension Termfair market rental rate submitted by Landlord in writing within Tenant’s Review Period shall conclusively be deemed Tenant’s objection thereto. If Tenant disputes reasonably objects to or is deemed to have objected to the fair market rental rate submitted by Landlord, Landlord and Tenant will meet to present and discuss their individual determinations of the fair market rental rate for the Premises under the parameters set forth in Section 38(c) above and shall diligently and in good faith attempt to negotiate a rental rate on the basis of such individual determinations. Such meeting shall occur no later than ten (10) business days after Tenant objects to the fair market rental submitted by Landlord. The Parties shall each provide the other with such supporting information and documentation as they deem appropriate. At such meeting if Landlord and Tenant are unable to agree upon the fair market rental rate, they shall each submit to the other their respective best and final offer as to the fair market rental rate. If Landlord and Tenant fail to reach agreement on such fair market rental rate within five (5) business days following such a meeting (the “Outside Agreement Date”), Tenant’s Option will be deemed null and void unless Tenant demands appraisal by written notice to Landlord within five (5) business days thereafter, in which event each party’s determination shall be submitted to appraisal in accordance with the provisions below. (i) Landlord and Tenant shall each appoint one M.A.I. member appraiser who has been active over the five (5) year period ending on the date of such appointment in the appraising of mid- to high-rise office space in the Comparison Area. Each such appraiser will be appointed within thirty (30) days after the Outside Agreement Date. (ii) The two (2) appraisers so appointed will within fifteen (15) days of the date of the appointment of the last appointed appraiser agree upon and appoint a third appraiser who shall be qualified under the same criteria set forth herein above for qualification of the initial two (2) appraisers. (iii) The determination of the appraisers shall be limited solely to the issue of whether Landlord’s estimate, Tenant shall provide to Landlord or Tenant’s estimate last proposed (as of Fair Market Rent the Outside Agreement Date) best and final fair market rental rate for the Premises is the closest to the actual new fair market rental rate for the Premises as determined by the appraisers, taking into account the requirements of paragraph (c) above and this paragraph (d) regarding same. (iv) The three (3) appraisers shall within thirty (30) days of the appointment of the third appraiser reach a decision as to whether the Parties shall use Landlord’s or Tenant’s submitted best and final fair market rental rate, and shall notify Landlord and Tenant thereof. During such thirty (30) day period, Landlord and Tenant may submit to the appraisers such information and documentation to support their respective positions as they shall deem reasonably relevant and Landlord and Tenant may each appear before the appraisers jointly to question and respond to questions from the appraisers. (v) The decision of the majority of the three (3) appraisers shall be binding upon Landlord and Tenant and neither party shall have the right to reject the decision or to undo the exercise of the applicable Option, and such decision shall be used to establish the rental rate for the Option Term. The cost of each party’s appraiser shall be the responsibility of the party selecting such appraiser, and the cost of the third appraiser shall be shared equally by Landlord and Tenant. (vi) If either Landlord or Tenant fails to appoint an appraiser within the time period in paragraph (d)(i) herein above, the appraiser appointed by one of them shall within thirty (30) days following the date on which the party failing to appoint an appraiser could have last appointed such appraiser reach a decision based upon the same procedures as set forth above (i.e., by selecting either Landlord’s or Tenant’s submitted best and final fair market rental rate), notify Landlord and Tenant thereof and such appraiser’s decision shall be binding upon Landlord and Tenant. (vii) If the two (2) appraisers fail to agree upon and appoint a third appraiser, either party, upon ten (10) days after receipt of Landlord’s estimatewritten notice to the other party, can apply to the American Arbitration Association to appoint a third appraiser meeting the qualifications set forth herein. The third appraiser, however, selected shall be a person who has not previously acted in any capacity for either party. (cviii) If Tenant timely notifies Landlord under paragraph (a) aboveIn the event that the new Monthly Base Rent is not established prior to end of the initial Term of the Lease or applicable Option Term, on or before the date fourteen (14) months Monthly Base Rent payable immediately prior to the date commencement of the applicable Option Term is then scheduled to expire, Tenant shall either (i) waive be the Extension Option, or (ii) exercise the Extension Option by giving average of Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of and Tenant’s right submitted best and final fair market rate offers. Notwithstanding the above, once the fair market rental is determined in accordance with this section, the Parties shall settle any overpayment on the next Monthly Base Rent payment date falling not less than thirty (30) days after such determination and shall enter into an amendment to extend this Lease confirming the Termterms of the determination.

Appears in 1 contract

Sources: Office Building Lease (Quest Software Inc)

Extension Options. The Port hereby grants Tenant shall have the option two (2) successive options to extend the Term of the Lease this Agreement (herein referred to individually as an “Extension Option”) for two an additional period of ten (2) additional periods of five (510) years for each option (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an herein referred to individually as “Extension Term”) except that no additional Extension Options shall apply following the second Extension Term and Rent during any such Extension Terms shall be determined and adjusted pursuant to Section 4.2. Except for the Allowed Variances and special provisions provided for in Section 25.3 to cure deficiencies arising out of the Allowed Variances (collectively referred to as “Special Provisions Variance”) the Extension Terms shall be on the terms set forth below same terms, covenants and conditions as the initial term of this Agreement. The Special Provisions Variance will apply only so long as the GSA Sublease (as hereinafter defined) remains in effect. Written notices of Tenant's exercise of the Extension Option for each Extension Term must be given to the Port no less than six (6) months prior to the expiration of the then-current Term (the “Extension Option(s)Notice Date”). Yearly Fixed Rent during any Tenant shall have no right to exercise its right to extend the Term of this Agreement at such time as an Event of Default is outstanding beyond the applicable notice and cure period; provided, that, if the Port declares an Event of Default within thirty (30) days prior to the Extension Term Notice Date, then the period of time within which said option may be exercised shall be ninety-five extended as reasonably necessary for Tenant to cure the Event of Default. In the event that Tenant fails to exercise an Extension Option within the time period stated above, Port will give written notice to the Leasehold Mortgagee and Leasehold Mortgagee shall have thirty (95%30) percent days from receipt of the Fair Market Rent (as defined below) for notice to exercise the Demised Premises Extension Option in the place and Storage Space (as determined below) for such Extension Term. Tenant’s lease stead of the Demised Premises Tenant. In the event that both Tenant and Storage Space during any Leasehold Mortgagee fail to exercise an Extension Option in the time periods contemplated above, the Term of this Agreement shall otherwise be on all expire upon the expiration of the terms and conditions of this Lease in effect on the last day of the expiring then-current Term, except that and Tenant shall have no further option right to extend the Term beyond hereof. The Extension Options herein granted to Tenant may not be separated from this Agreement in any manner, by reservation or otherwise; however, Permitted Subleases may provide that notice of exercise of a materially co- terminus (e.g., not more than one (1) month shorter) corresponding extension option by the end subtenant of the Third Extension Term set forth herein, entirety of the Premises is binding upon both Tenant and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice Port under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the TermAgreement. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Ground Lease Agreement

Extension Options. Tenant shall have the option On or prior to extend the Term each of the Lease for two fourth anniversary of the Closing Date (2the “First Extension Date”) additional periods and the fifth anniversary of five (5) years each the Closing Date (the “Second Extension Term” Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the “Third Extension Term,” respectively; each, an “Extension Term”) on Lenders extend the terms date set forth below in the definition of Termination Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term i) no extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on effective unless all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option Lenders unanimously agree to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation (ii) any Lender who has not responded to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than extension request within fifteen (15) monthsDomestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of the First Extension Date to provide that the definition of Termination Date would be extended by one year. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of the Second Extension Date to provide that the definition of Termination Date would be extended by a subsequent year. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) First Extension Date and shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months not take effect prior to the date the Term is then scheduled to expire, Tenant First Extension Date. The second extension request shall either (i) waive the Extension Option, expire if not made on or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such datethe Second Extension Date and shall not take effect prior to the Second Extension Date. Failure timely to give a notice exercising There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver Termination Date is no later than the ninth anniversary date of Tenant’s right to extend the TermClosing Date.

Appears in 1 contract

Sources: Credit Agreement (Main Street Capital CORP)

Extension Options. (a) Provided (i) that the Lease shall be in full force and effect; (ii) that, except for a Corporate Transfer, Tenant shall have not assigned the Lease nor sublet any portion of the Demised Premises; and (iii) that no default under any of the terms, provisions, covenants or conditions of the Lease has occurred, then, and only in such event, Tenant shall have the option right, at Tenant’s sole option, to extend the Term term of the Lease for two up to three (23) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, each an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent Such extension options shall be exercisable by Tenant giving written notice of the exercise of such extension option to Landlord no later than nine (9) months prior to the expiration of the then-current term; provided, however, in the event Tenant fails to exercise such option to extend during the aforesaid time period, such extension option (and any subsequent extension option) shall become null and void and all rights with respect thereto shall automatically terminate and expire. Each Extension Term shall be ninety-five upon the terms, covenants and conditions as set forth herein with respect to the initial Lease Term, except that Base Annual Rent shall be determined for each Extension Term in accordance with the provisions of Section 41(b) below. Despite the foregoing, within thirty (95%30) percent days of delivery to Landlord of Tenant’s written election to exercise an extension option, Landlord shall deliver to Tenant, Landlord’s determination of the Fair Market Base Annual Rent and rent escalator for such Extension Term. Tenant thereafter shall have thirty (30) days to agree to Landlord’s proposed Base Annual Rent and rent escalator for such Extension Term or elect arbitration in accordance with Section 41(b) below. If Tenant does not elect such arbitration in writing, Tenant shall be deemed to have rescinded its extension election and waived all remaining extension options. (b) During each year of the Extension Terms, if exercised, Base Annual Rent shall be computed as defined below) an amount equal to the then-prevailing fair market rent for renewal laboratory and office leases, including all applicable market concessions for comparable buildings located in the North Rockville, Maryland submarket. Landlord and Tenant shall employ the procedure and the timetable described below for the purpose of computing the fair market rent for the Demised Premises and Storage Space the Base Annual Rent properly payable during each Extension Term (as determined belowapplicable). In the event Landlord and Tenant are unable to agree upon the current fair market rent payable during the Extension Term within thirty (30) days of Landlord’s receipt of Tenant’s notice to extend for such Extension Term. Tenant’s lease , then the fair market rent for such Extension Term shall be the prevailing fair market rent for renewal leases , including all applicable market concessions for comparable buildings located in North Rockville, Maryland (without consideration of any Tenant furniture, fixtures and equipment then in place in (after taking into account the portion of the Demised Premises that is used for office space and Storage Space during laboratory space), provided the same were paid ​ for solely by Tenant without any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth hereinallowance from Landlord), and Landlord shall have be determined by a board of two (2) disinterested real estate brokers, one (1) of whom shall be named by ▇▇▇▇▇▇▇▇, one (1) by ▇▇▇▇▇▇. Said brokers shall each be practicing brokers in Rockville, Maryland, specializing in the field of commercial real estate, having no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more fewer than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish years’ experience in such field, and recognized as ethical and reputable within their field. ▇▇▇▇▇▇▇▇ and Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide agree to Landlord Tenant’s estimate of Fair Market Rent make their appointments promptly within ten (10) days after receipt the expiration of Landlord’s estimate. the thirty (c30) day period, or sooner if mutually agreed upon. Within fifteen (15) days after both such brokers have been appointed, each broker shall submit his or her determination of said fair market rent. If Tenant timely notifies Landlord under paragraph the two (a2) brokers agree upon the Base Annual Rent, such determination shall be final and binding on the parties. If the difference between the Base Annual Rent calculated by each broker is five percent (5%) or less, the rates calculated by the two brokers will be averaged and the resulting figure will be the agreed upon Base Annual Rent. If the difference between the Base Annual Rent calculated by each broker is more than five percent (5%), the two brokers shall select a third broker, who shall satisfy the same professional qualification requirements set forth above, and the brokers will then notify Landlord and Tenant of such brokers name, address and selection within ten (10) days following the failure of the parties to agree upon the Base Annual Rent. The third broker will select one or the other of the two calculations of Base Annual Rent submitted by the other two brokers and will notify the parties and the brokers within ten (10) days of being selected to make the Base Annual Rent determination. The determination of the third broker shall be final and binding on or before Landlord and Tenant. In arriving at their individual rate determinations, each broker shall consider and analyze all the date fourteen (14) months components of the Lease, including lab and office space. Landlord and Tenant shall pay the fee of the broker selected by it and they shall equally share the payment of the fee of the third broker. Notwithstanding the foregoing, Landlord and Tenant may at any time after appointing the brokers, agree upon the Base Annual Rent payable during such Extension Term and such mutual agreement shall supersede the brokers’ determinations. Notwithstanding anything herein to the contrary, in no event shall the Base Annual Rent for any year of the Extension Term be less than the Base Annual Rent payable immediately prior to the date expiration of the Term is then scheduled to expire, Tenant shall either (i) waive preceding term of the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such dateLease. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease Agreement (Maxcyte, Inc.)

Extension Options. Tenant shall have the option two options to extend the Term of the this Lease (each, an “Extension Option”) for two (2) additional periods a period of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)Option Period”). Yearly Fixed Each Option Period shall be upon the same terms and conditions contained in this Lease, except for the Base Rent, which shall be the then-current Fair Market Rent during any for the Premises determined in accordance with the procedures set forth below. Notwithstanding anything to the contrary in the preceding sentence, Tenant shall have the right to exercise an Extension Option only so long as (i) this Lease shall be in full force and effect, (ii) Tenant shall not have assigned this Lease or sublet more than twenty percent (20%) of the Premises, and (iii) no Event of Default shall have occurred and be continuing as of either the date Tenant purports to exercise the Extension Option or the first day of the Option Period. Tenant shall exercise an Extension Option by giving Landlord written notice of its election to do so not less than twelve (12) months prior to the end of the Term, time being of the essence, and, upon the giving of such notice, the Term shall be ninetydeemed to be extended for the Option Period without the execution of any further lease or instrument. (i) As used in this Section 3, “Fair Market Rent” shall mean the amount of annual Base Rent, expressed in dollars and cents per rentable square foot, equal to the market rental then being negotiated for renewal leases for comparable space in “Class A” mid-five (95%) percent rise office buildings of similar quality in the suburban Wilmington, Delaware office sub-market, taking into account any rent abatement, tenant allowance and base year being offered to renewal tenants. Landlord shall advise Tenant of the Fair Market Rent within thirty (as defined below30) days after Tenant provides Landlord with notice of Tenant's intent to exercise an Extension Option. In the event that Landlord and Tenant are unable to agree on the Fair Market Rent for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, Option Period within ten (10) days Landlord shall furnish Tenant with after Tenant’s receipt of Landlord’s estimate rental notice, then either party may require determination of the Fair Market Rent for such Option Period by giving written notice to that effect to the applicable Extension Termother party within ten (10) days thereafter, which notice shall designate a real estate broker selected by the initiating party with at least ten (10) years experience in the office leasing business in the suburban Wilmington, Delaware office sub-market. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within Within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) abovesuch notice, on or before the date fourteen (14) months prior other party to the date Lease shall select a real estate broker meeting the Term same requirements and give written notice of such selection to the initiating party. Within ten (10) days after selection of the second broker, the two (2) real estate brokers so selected shall select a third real estate broker with at least ten (10) years experience in the office leasing business in the suburban Wilmington, Delaware office sub-market who (and whose firm) is not then scheduled to expire, Tenant employed as an exclusive leasing broker or management agent by either party or any of their respective affiliates. Each of the three (3) brokers shall either (i) waive determine the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or rate for the Premises as of the commencement of the Option Period for a term equal to the Option Period within ten (10) days after the appointment of the third broker. The Fair Market Rent shall be equal to the arithmetic average of such other three determinations; provided, however, that if any such broker’s determination deviates more than ten percent (10%) from the median of such determinations the Fair Market Rent shall be an amount as equal to the parties may have mutually agreed upon prior to such dateaverage of the two (2) closest determinations. Failure timely to give a notice exercising Landlord shall pay the Extension Option as set forth costs and fees of Landlord’s broker in this paragraph (c) connection with any determination hereunder, and Tenant shall constitute an irrevocable waiver pay the costs and fees of Tenant’s right broker in connection with such determination. The cost and fees of the third broker shall be paid one-half by Landlord and one-half by Tenant. If a party fails to extend designate a real estate broker within the Termtime period required by this paragraph, the “third” real estate broker shall be selected by the broker designated by the initiating party, and those two brokers shall determine the Fair Market Rental by averaging their determinations.

Appears in 1 contract

Sources: Lease Agreement (InterDigital, Inc.)

Extension Options. Provided that as of the date of the notice specified below, Tenant is not in default in the payment or performance of its obligations under this Lease after receiving any notice required under this Lease and beyond any applicable grace periods, and has not previously been in monetary default of its obligations under this Lease beyond any applicable grace period during the two (2) years prior to the date of such notice, Tenant shall have the option right to extend the Term term of the this Lease for one or both of two (2) additional periods of five (5) years each, each such period to begin immediately upon the expiration of the then current term (the “Second Extension "Extended Term” and " or the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”"Extended Terms"). Yearly All of the terms, covenants and provisions of this Lease shall apply to each such Extended Term except that (i) Base Operating Costs and Base Taxes shall be adjusted to reflect a current base year for Operating Costs and Taxes, and (ii) the Annual Fixed Rent during any Extension Rate for each such Extended Term shall be ninety-five (95%) percent the market rate at the commencement of each of the Fair Market Rent (as defined below) Extended Terms. The "market rate" shall be the annual fair market rental rate during the Extended Term, for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be leases, on all of the terms and conditions (other than Fixed Rent but including any such adjusted Base Operating Costs and Base Taxes) comparable to this Lease, for a term of five years, for space of similar size to the Premises (but not in no event less than 10,000 square feet) and of an age, quality, condition, amenities and location comparable to the Premises and the Building in the Woburn market area. If Tenant shall elect to exercise either or both of the aforesaid options, it shall do so by giving Landlord notice in writing of its intention to do so not later than 12 months prior to the expiration of the then current term, as the case may be. If Tenant gives such notice, the extension of this Lease in effect on shall be automatically effected without the last day execution of any additional documents. The original term and the expiring Term, except that Tenant shall have no further option to extend Extended Terms are hereinafter collectively called the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than "term". Within fifteen (15) monthsdays following receipt of such notice by ▇▇▇▇▇▇, prior Landlord shall give notice to Tenant setting forth Landlord's determination of the date market rate for the Extended Term is then scheduled in question. Within fifteen (15) days following receipt of Landlord's notice Tenant shall either propose its determination of the market rate by giving notice thereof to expireLandlord or shall accept Landlord's determination. Failure by on the part of Tenant timely to send a give such notice under this paragraph (a) of its determination shall constitute an irrevocable waiver of Tenant’s right bind Tenant to extend the Term. (b) Landlord's determination. If Tenant timely delivers proposes its determination of the market rate, then Landlord and Tenant shall meet for the purpose of reaching agreement. If the parties have been unable to reach agreement within fifteen (15) days following ▇▇▇▇▇▇'s notice to Landlord of its determination, then Tenant's exercise shall be deemed revoked and its exercise of the aforesaid option shall be rendered ineffective unless, within fifteen (15) days thereafter, Tenant shall call for arbitration by written notice to Landlord. If the Tenant calls for arbitration, then the market rate shall be submitted to arbitration as follows: The market rate shall be determined by impartial arbitrators, one to be chosen and paid for by the Landlord, one to be chosen and paid for by ▇▇▇▇▇▇, and a notice under paragraph (a) abovethird to be selected, if necessary, as below provided. The unanimous written decision of the two first chosen, without selection and participation of a third arbitrator, or otherwise, the written decision of a majority of three arbitrators chosen and selected as aforesaid, shall be conclusive and binding upon Landlord and Tenant. Landlord and Tenant shall each notify the other of its chosen arbitrator within ten (10) days Landlord following the call for arbitration and, unless such two arbitrators shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent have reached a unanimous decision within ten thirty (1030) days after receipt their designation, they shall so notify the then President of Landlord’s estimate. the Boston Bar Association and request him to select an impartial third arbitrator. All such arbitrators shall be brokers or appraisers with at least ten years of experience in appraising or valuing properties of the general location, type and character as the Property who is either a Senior Real Property Appraiser of the Society of Real Estate Appraisers or a member of the Appraisal Institute (cor any successor organization). Such third arbitrator and the first two chosen shall hear the parties and their evidence and render their decision within thirty (30) days following the appointment of the third arbitrator and notify Landlord and Tenant thereof. Landlord and Tenant shall share equally the expense of the third arbitrator (if any). If Tenant timely notifies Landlord under paragraph (a) above, on or the dispute between the parties as to a market rate has not been resolved before the date fourteen (14) months commencement of the Extended Term, then Tenant shall pay Fixed Rent under the Lease based upon the rate then in effect at the expiration of the then current term until either the agreement of the parties as to the market rate or the decision of the arbitrators, as the case may be, at which time Tenant shall pay any underpayment of Fixed Rent to Landlord, or Landlord shall refund any overpayment of Fixed Rent to Tenant. In any event, the Annual Fixed Rent Rate for the Extended Terms shall not be less than the Annual Fixed Rent Rate in effect immediately prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to each such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Extended Term.

Appears in 1 contract

Sources: Lease (Oak Technology Inc)

Extension Options. (a) Provided: (i) Tenant is not then in default of the Lease; (ii) no more than 3 monetary Events of Default have occurred within any 60-consecutive month period after the date of this Amendment; (iii) the Lease is in full force and effect; (iv) Tenant is the originally named Tenant (or its transferee under a Permitted Transfer); and (v) Tenant (or its transferee under a Permitted Transfer) is then occupying 85% of the Premises for the conduct of Tenant’s business (or for the conduct of a transferee’s business under a Permitted Transfer), Tenant shall have the option right to extend the Term (“Extension Option”) for up to 2 consecutive terms of 60 months each beyond the end of the Lease for two Term (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on by delivering Tenant’s written extension election notice to Landlord no later than the terms set forth below (Extension Deadline, with time being of the essence. The “Extension Option(s)”)Deadline” means the date that is 15 months prior to the expiration of the then-current Term. Yearly Fixed The terms and conditions of the Lease during each Extension Term shall remain unchanged except Tenant shall only be entitled to the 2 Extension Terms provided above, the annual Base Rent during any for the applicable Extension Term shall be ninety-five (95%) percent of the Fair Market Extension Rent (as defined below) for ), the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term Expiration Date shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring TermExtension Term (or such earlier date of termination of the Lease pursuant to the terms hereof), and, except that Tenant shall have no further option to extend the Term beyond extent reflected in the end of the Third Extension Term set forth hereinRent, and Landlord shall have no obligation to provide perform any tenant improvements to the Demised Premises or Storage Space or provide any allowances therefor with respect tenant improvement allowance to the Second or Third Extension Terms. (a) If Tenant. Upon Tenant’s delivery of its written extension election notice, Tenant wishes to consider exercising may not thereafter revoke its exercise of the Extension Option. Notwithstanding anything to the contrary in this Lease, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest have no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Term other than or beyond the 2, 60-month Extension Terms described in this paragraph. For avoidance of doubt, if Tenant timely delivers a notice under paragraph (a) aboveexercises the first Extension Option only, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent Term for the applicable Extension Term. If Tenant disputes Landlord’s estimatePremises shall expire on April 30, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If 2033, and if Tenant timely notifies Landlord under paragraph (a) aboveexercises both the first and second Extension Options, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expirefor the Premises shall expire on April 30, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term2038.

Appears in 1 contract

Sources: Lease (BigCommerce Holdings, Inc.)

Extension Options. Provided that there has been no Event of Default which is uncured and continuing on the part of the Tenant, and the Tenant is, as of the date of exercise and as of the commencement date of each Extension Term, actually occupying at least fifty percent (50%) of the Premises for its own business purposes, the Tenant shall have the option right to extend the Term of the Lease hereof for two (2) additional successive periods of five ten (510) years each (the “Second each such period an "Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”") on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the following terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option conditions: (a) Such right to extend the Term beyond shall be exercised by the end giving of notice by Tenant to Landlord at least twelve (12) months prior to the expiration of the Third Initial Term or the then current Extension Term, as applicable (the "Extension Notice Deadline Date"). Upon the giving of such notice on or before the Extension Notice Deadline Date, this Lease and the Term hereof shall be extended for an additional term, as specified above, without the necessity for the execution of any additional documents except a document memorializing the Annual Fixed Rent for the Extension Term to be determined as set forth herein, and Landlord below. Time shall have no obligation to provide any improvements to be of the Demised Premises or Storage Space or any allowances therefor essence with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a Tenant's giving notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term on or before the Extension Notice Deadline Date. In no event may the Tenant extend the Term under this Section 2.6 for more than twenty (20) years after the expiration of the Initial Term. (b) If Tenant timely delivers a notice under paragraph (a) aboveEach Extension Term shall be upon all the terms, within ten (10) days Landlord conditions and provisions of this Lease, except the Annual Fixed Rent payable during each Extension Term shall furnish Tenant with Landlord’s estimate be the then Extension Fair Rental Value of the Fair Market Rent Premises for the applicable such Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market be determined under Section 2.6(d) or Section 2.6(e) below, but in no case less than the Annual Fixed Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive that was applicable thereto immediately preceding the Extension Option, or (ii) exercise Term with respect to which the Extension Option by giving Landlord notice Fair Rental Value is to be established (the "Then Applicable Annual Fixed Rental Rate"). For purposes of this Section 2.6, the "Extension Fair Rental Value" of the Premises shall mean the then current fair market annual rent, for leases of other space in Cambridge, Massachusetts similarly improved, taking into account the condition to which such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may premises have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.been

Appears in 1 contract

Sources: Lease (Alkermes Inc)

Extension Options. Provided that (a) there has been no Event of Default on the part of Tenant which is uncured and continuing, other than any which have been waived by Landlord, and (b) Tenant is as of the date of the exercise and as of the commencement date of any Extension Term (as hereinafter defined) itself (including all entities for which Landlord's consent to assignment or sublease is not required under Section 6.8) in occupancy of at least fifty-one percent (51%) of the Premises, but in no event less than the rentable square footage equal to ________ of the Original Premises, Tenant shall have the option right to extend the Term of the Lease hereof for two (2) additional successive periods of five (5) years each (the “Second each an "Extension Term"), such options to extend to be exercised by the giving of notice by Tenant to Landlord at least nine (9) months prior to the expiration of the then current Term. Upon the giving of such notice, this Lease and the “Third Term hereof shall be extended, for an additional term of five (5) years, without the necessity for the execution of any additional documents. In no event shall the Term hereof be extended for more than five (5) years after the expiration of the Initial Term with respect to the first Extension Term,” respectively; each, an “and five (5) years after the expiration of the first Extension Term with respect to the second Extension Term”) on , nor shall Tenant have the terms set forth below (right to exercise succeeding extension options unless it has exercised the “Extension Option(s)”)extension option next preceding the extension option being currently exercised by Tenant. Yearly Fixed Rent during any The Extension Term shall be ninety-five upon all the terms, conditions and provisions of this Lease, except, that the increase in the Annual Fixed Rent during the Extension Term shall be calculated in the following manner: Landlord shall compare the Consumer Price Index, which is published for the calendar month most immediately preceding the date the relevant Extension Term commences (95%) percent the "Extension Index"), with the Consumer Price Index published for the calendar month most immediately preceding the date the Initial Term commenced (the "Beginning Index"). If, at the time the Annual Fixed Rent payable with respect to the relevant Extension Term is established, the Extension Index has increased over the Beginning Index, then the Annual Fixed Rent payable during each Extension Term shall be set by multiplying rentable square foot by a fraction, the numerator of which is the Extension Index and the denominator of which is the Beginning Index. After the Annual Fixed Rent for the relevant Extension Term has been determined, Landlord shall give Tenant notice of the Fair Market amount of Annual Fixed Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of Notwithstanding the Demised Premises and Storage Space foregoing, however, in no event whatsoever shall Annual Fixed Rent payable during any Extension Term shall otherwise be on all less than Annual Fixed Rent payable during the last five (5) years of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Initial Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Sublease (Viacell Inc)

Extension Options. Tenant shall have the option right to extend the Term term of the this Lease for two (2) additional periods terms of five three (53) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eacheach such 3-year period, an “Extension Option Term”) by giving written notice of such extension to Landlord not more than two (2) years nor less than nine (9) months days prior to the expiration of the Initial Term or the first Option Term, as applicable, of this Lease, time being of the essence hereof; provided that, at the date of expiration of the Initial Term this Lease shall be in full force and effect and no material or monetary default by Tenant shall exist after expiration of the applicable cure period following notice. If Tenant shall give notice to Landlord of its election to extend the term of this Lease for an Option Term but a material or monetary default (after written notice and expiration of applicable cure period) shall exist on the terms set forth below (date of the “Extension Option(s)”)expiration of the Initial Term or the first Option Term, as applicable, Landlord, at its option, may extend the term of this Lease for the applicable Option Term. Yearly Fixed Rent during any Extension The Lease for each Option Term shall be ninety-five (95%) percent on the same terms, covenants and conditions contained in this Lease except that the Base Rent for each Option Term shall be equal to the Market Rent for the Premises determined as of the Fair Market Rent (as defined below) for commencement of the Demised Premises and Storage Space (as determined below) for such Extension applicable Option Term. Within thirty (30) days after receipt by Landlord of Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider notice exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the term of this Lease for the Option Term. , as provided above, Landlord shall give Tenant notice of Landlord’s determination of the Market Rent (bas herein defined) for the Premises. If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant disagrees with Landlord’s estimate determination of the Fair Market Rent for the Premises, Tenant shall give notice to Landlord within thirty (30) days after the date of Landlord’s notice, time being of the essence. Upon receipt of such notice, Landlord and Tenant shall for a period of thirty (30) days or such longer period on which Landlord and Tenant may agree (the “Negotiation Period”) negotiate in good faith in an attempt to reach agreement upon the Market Rent for the Premises. If at the end of the Negotiation Period, Landlord and Tenant are unable to agree upon the Market Rent for the Premises, then the Market Rent for the applicable Extension TermOption Term shall be determined by appraisal, made by a Board consisting of three reputable real estate appraisers, each of whom shall be a Member of the American Institute of Real Estate Appraisers with the designation of “MAI,” shall be experienced in the appraisal of commercial real estate in Hennepin County, Minnesota, and shall have no Disqualifying Interest (as defined herein). One appraiser shall be appointed by Landlord or its representative and one appraiser shall be appointed by Tenant or its representative. The third appraiser shall be appointed by the first two appraisers. If Tenant disputes Landlord’s estimate, Tenant shall provide the first two appraisers are unable to Landlord Tenant’s estimate of Fair Market Rent agree on a third appraiser within ten thirty (1030) days after receipt the appointment of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Optionsecond appraiser, or if either party refuses or neglects to appoint an appraiser as herein provided within twenty (ii20) exercise days after the Extension Option appointment of the first appraiser, then such third appraiser or such second appraiser whose appointment was not made as aforesaid shall be appointed by giving Landlord notice to the then President of the Minnesota chapter of the American Institute of Real Estate Appraisers or such effect accepting Landlord’s estimate successor body hereafter constituted exercising similar functions, unless such President shall have a direct or indirect financial or other business interest in or in common with any of Fair Market Rent the parties hereto (a “Disqualifying Interest”), in which case the third appraiser or such other appraiser whose appointment was not made as aforesaid shall be appointed by the then next highest ranking officer of the Minnesota chapter of the American Institute of Real Estate Appraisers or such successor body who shall not have a disqualifying interest. If the Market Rent determination of at least two of the appraisers shall be identical in amount, that amount as shall be final and binding on both Landlord and Tenant. If the parties may have mutually agreed upon prior determinations of all three appraisers shall be different, the Market Rent shall be the average of the two determinations which are closest to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termeach other.

Appears in 1 contract

Sources: Lease (Mathstar Inc)

Extension Options. Tenant shall have the right and option to extend the Term of the Lease for up to two additional extension terms (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below of 3-years each. Each such option must be exercised, if at all, by giving Landlord prior written notice, at least 12 months in advance (the “Extension Option(s)Exercise Deadline)) of the Expiration Date of the then current lease Term, of Tenant’s election to extend the lease Term; it being agreed that time is of the essence. Yearly Fixed Rent during any Each Extension Term shall be ninety-five (95%) percent of under the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the same terms and conditions of this as provided in the Lease in effect on the last day of the expiring Term, except that Tenant as follows: (a) there shall have be no further option options to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.2nd extension option; (b) If Tenant timely delivers a notice under paragraph shall accept the Premises in their “as is” condition, without any obligation on the part of Landlord to provide any tenant improvements or tenant improvement allowance; and (ac) above, within ten the Minimum Annual Rent for each Lease Year (10) days Landlord shall furnish Tenant with Landlord’s estimate i.e. the 12-month period following the expiration of the Fair then current Term) of the applicable Extension Term shall be the “Market Rent” as defined below and determined as follows (provided, however, in no event shall the Minimum Annual Rent be less than the scheduled Minimum Annual Rent in effect immediately prior to the expiration of the then current Term): Within 30 days after Landlord receives timely notice from Tenant exercising Tenant’s extension option, Landlord will give notice to Tenant of its determination of the Market Rent for the applicable Extension Term. If Tenant disputes Premises, and Landlord’s estimate, determination will constitute the Market Rent unless Tenant shall provide to objects by giving Landlord written notice of objection (including Tenant’s estimate determination of Fair the Market Rent Rent) within ten (10) 15 days after Tenant’s receipt of Landlord’s estimate. (c) determination. If Tenant timely so objects, and the parties are unable to agree upon the Market Rent within 30 days after the Tenant’s objection, and unless Tenant notifies Landlord under paragraph (a) abovein writing within 40 days after Tenant’s objection that it elects to rescind its exercise of the extension option, on or before the date fourteen (14) months prior then by written notice to the date other either party may demand that Market Rent be determined by the appraisal process set forth below. If determination by appraisal is demanded, the Experts (as defined below) shall be instructed to determine the Minimum Annual Rent for the first Lease Year of the Extension Term, and the Minimum Annual Rent thereafter will increase by 3% for each Lease Year within the applicable Extension Term is (and, if the 3% annual increases are greater than or less than then-market escalations, that fact will be taken into consideration by the Experts in establishing the Minimum Annual Rent for the first Lease Year of the Extension Term). The Minimum Annual Rent for the first Lease Year of the Extension Term will be so determined by a board consisting of three independent and disinterested reputable commercial real estate professionals (licensed brokers/agents or appraisers) with at least 10 years experience in the leasing or the appraising the rental value of commercial flex space in the western suburban submarket of the Minneapolis metropolitan area (each an “Expert”). Landlord and Tenant will each appoint its respective Expert within 30 days following the appraisal demand. The third Expert will be appointed by the first two Experts. If the first two Experts are unable to agree on a third Expert within 30 days after the appointment of the second Expert, then scheduled the third Expert shall be appointed by the NorthStar Chapter of the Appraisal Institute. Any Expert so appointed by the Appraisal Institute shall be a disinterested reputable real estate appraiser with at least 10 years experience in appraising the rental value of commercial flex space in the western suburban submarket of the Minneapolis metropolitan area, and shall be a member of the Appraisal Institute with the designation of “MAI.” The Experts shall be instructed to expireeach independently reach their respective determinations of the Minimum Annual Rent for the first Lease Year of the Extension Term (to be Market Rent, Tenant shall either assuming 3% annual escalations for subsequent Lease Years) within 45 days of the appointment of the third Expert. If determinations of at least two of the Experts are identical in amount, that amount will be determined to be the fair market Minimum Annual Rent for the first Lease Year of the (i) waive if neither Sum A nor Sum B differs from the Extension Optionmiddle appraised value by more than 7% of the middle appraised value, or then the fair market Minimum Annual Rent will be the average of the three appraisals, (ii) exercise if either Sum A or Sum B (but not both) differs from the middle appraised value by more than 7% of the middle appraised value, then the fair market Minimum Annual Rent will be the average of the middle appraised value and the appraised value closer in amount to the middle appraised value, and (iii) if both Sum A and Sum B differ from the middle appraised value by more than 7% of the middle appraised value, then the fair market Minimum Annual Rent will be equal to the middle appraised value. Written notice of the fair market Minimum Annual Rent for the first Lease Year of the Extension Option by giving Term as duly determined in accordance with this paragraph shall be promptly given to Landlord notice to such effect accepting Landlord’s estimate of Fair Market and Tenant and will be binding and conclusive on them, and Minimum Annual Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising for each subsequent Lease Year in the Extension Option as Term shall be 103% of that payable in the previous year. Each party will bear its own expenses in connection with the appraisal proceeding (including the Expert appointed by it), and the fees of the third Expert will be borne equally. If, for any reason, the fair market Minimum Annual Rent has not been determined at the time of the commencement of the Extension Term, then the fair market Minimum Annual Rent will be the amount set forth in Landlord’s original determination, and if the determination of the Experts as provided above indicates that a lesser or greater amount should have been paid than that which was actually paid, a proper adjustment will be made in a payment from Landlord to Tenant, or Tenant to Landlord, as the case may be. For purposes of this paragraph Section, “Market Rent” means the net annual rent that a willing tenant would pay, and a willing lessor would accept, in arms-length, bona fide negotiations, if the premises at issue were leased to a single tenant for the period in question under a lease pursuant to which such tenant would not receive any rental concession, such as rental abatements or “free rent” periods or rental assumption, inducements or any leasehold improvement allowance, and otherwise taking into account any other pertinent factors, including, but not limited to, the net effective annual rates per rentable square foot for leases of comparable space in comparable buildings recently or then being entered into in the applicable submarket (c“Comparable Rates”). In determining the Market Rent and using Comparable Rates in connection with such determination, the following factors (and any other factors then known to be pertinent) shall constitute an irrevocable waiver be considered: the size of the premises; the length of the term; permitted use; quality of services provided; location and/or floor level; definition of rentable area; existing leasehold improvements (other than “clean room” or other leasehold improvements installed by Tenant at its own expense); leasehold improvements to be provided by the lessor, whether directly or by allowance; the quality, age and location of the building; financial strength of the applicable tenant; rental concessions (such as rental abatements or “free rent” periods and rent assumptions); inducements; the respective obligations of the lessor and the tenant, the manner in which the rents are then subject to escalation and the time the particular rate under consideration became or will become effective. If a monetary or other material default under this Lease on the part Tenant is continuing beyond any notice and grace period as of the date Tenant exercises this extension option or as of the Expiration Date of the then current lease Term, Landlord may at its option and in its sole discretion, declare this extension option void and of no further force or effect. If Landlord and Tenant enter into any amendment to this Lease extending the Term thereof, other than pursuant to Tenant’s right exercise of its first 3-year extension option provided for above, then, unless such amendment expressly provides otherwise, this Section shall thereupon be deemed terminated and of no further force or effect. Upon the timely exercise of an extension option, at the request of either party the parties hereto will enter into an appropriate amendment to extend the TermLease incorporating the terms of the Lease extension.

Appears in 1 contract

Sources: Lease (Ev3 Inc.)

Extension Options. Tenant shall have (a) The Borrower may request by written notice to the option Agent (the First Extension Request) at any time between the dates falling (i) 12 Months from the date of this Agreement and (ii) 120 days prior to the Original Final Reduction Date, that the Lenders agree to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements Original Final Reduction Date to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the TermFirst Extended Final Reduction Date. (b) If Tenant timely delivers a notice under an extension referred to in paragraph (a) aboveabove has been granted by at least one Lender, the Borrower may request by written notice to the Agent (the Second Extension Request and together with the First Extension Request, the Extension Requests and each, an Extension Request) at any time between the dates falling (i) 24 Months from the date of this Agreement and (ii) 120 days prior to the Final Reduction Date, that the Lenders agree to extend the Final Reduction Date to the Second Extended Final Reduction Date. ​ (c) Each Extension Request is irrevocable and may only be submitted at a time when no Event of Default is continuing. (d) The Agent shall provide the Lenders with a copy of any Borrower’s Extension Request and each Lender shall, in its absolute and unfettered discretion, determine whether it is prepared to agree to an Extension Request. For the avoidance of doubt, the Lenders are not obliged to agree to any Extension Option or to respond to any Extension Request nor to assign any reason to their decision. A Lender who does not respond to the Extension Request within the 30 Business Days period referred to below, will be deemed to have not approved it. If a Lender approves an Extension Request and thus grants an Extension Option, such approval may only be made with respect to such Lender’s entire Commitment (and not a part of it) and subject to such conditions as such Lender may require (including as to fees and Margin). (e) Each Lender who wishes to respond shall, within 30 Business Days of the First Extension Request being delivered to the Lenders by the Agent (following receipt by the Agent of the same from the Borrower), provide the Agent with its response to the First Extension Request and the Agent shall notify the Borrower which Lenders are prepared to agree to grant the First Extension Option and within 5 Business Days of the Agent’s notification, the Borrower shall notify the Agent whether it agrees to proceed. On the date of the Borrower’s notification to the Agent that it so agrees to proceed, the Original Final Reduction Date shall, subject to paragraph (f) and (l) below, be extended to the First Extended Final Reduction Date but only in respect of the Commitment of each Lender which has consented to the First Extension Request (each a First Extension Lender). The Borrower shall, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate Business Days of notifying the Agent of its agreement to proceed, pay to the Agent (for the account of each First Extension Lender) any agreed fees in respect of the Fair Market Rent for Commitment of each First Extension Lender. (f) The extension of the applicable Commitment of each First Extension TermLender will be automatically revoked on the Original Final Reduction Date if, on the Original Final Reduction Date, an Event of Default is continuing. (g) Each Lender who wishes to respond shall, within 30 Business Days of the Second Extension Request being delivered to the Lenders by the Agent (following receipt by the Agent of the same from the Borrower), provide the Agent with its response to the Second Extension Request and the Agent shall notify the Borrower which ​ Lenders are prepared to agree to grant the Second Extension Option and within 5 Business Days of the Agent’s notification, the Borrower shall notify the Agent whether it agrees to proceed. If Tenant disputes LandlordOn the date of the Borrower’s estimatenotification to the Agent that it so agrees to proceed, Tenant shall provide the Original Final Reduction Date shall, subject to Landlord Tenant’s estimate paragraphs (h) and (l) below, be extended, but only in respect of Fair Market Rent the Commitment of each Lender which has consented to the Second Extension Request (each a Second Extension Lender), by: (i) a further period of 12 Months, if the relevant Second Extension Lender was also a First Extension Lender; or (ii) a period of 24 Months, if the relevant Second Extension Lender was not a First Extension Lender. The Borrower shall, within ten (10) days after receipt Business Days of Landlord’s estimatenotifying the Agent of the agreement to proceed, pay to the Agent (for the account of each Lender which is so extended) any agreed fees in respect of the Commitment of each Second Extension Lender. (ch) If Tenant timely notifies Landlord under paragraph The extension of the Commitment of each Second Extension Lender will be automatically revoked on the First Extended Final Reduction Date (aas applicable) aboveif, on such date, (i) the participation of each Lender (if any) which has not consented to, or as the case may be, responded to an Extension Request in any Loans is not repaid in full on or before the date fourteen First Extended Final Reduction Date (14as applicable) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise an Event of Default is continuing. (i) The Parties agree and acknowledge that pursuant to the First Supplemental Agreement with effect on the Effective Date all the Lenders have granted the First Extension Option and that they are therefore all First Extension Lenders and that their Commitments have been extended from the Original Final Reduction Date to the Final Reduction Date and the Original Final Reduction Date has been extended to the Final Reduction Date pursuant to this clause 6.4. (j) If any Lenders approve the Second Extension Option, and such approval has become effective pursuant to the other terms of this clause 6.4, then: (i) the applicable Final Reduction Date for their Commitments shall be the Second Extended Final Reduction Date; (ii) their Commitments shall not reduce to zero on the Final Reduction Date but will reduce by four additional reduction dates, each falling at 3 Monthly intervals after the Final Reduction Date up to and including the Second Extended Final Reduction Date; and the amount of each such reduction of such Commitments ​ shall be determined by the Agent (acting on the instructions of all the Lenders) on the same basis as the existing reduction schedule of clause 6.2 (Scheduled reduction of Facility) and rateably as to the amount of Commitments of the Second Extension Lenders and as to the amount of Commitments of the Lenders whose Commitments will be reduced to zero on the Final Reduction Date; and (iii) the Commitments of any Lenders who are not Second Extension Lenders will be reduced to zero on the Final Reduction Date. (k) If any Lenders approve an Extension Option, the Obligors agree to enter into such amendment documentation (including an amendment agreement to this Agreement, and amendments to any Mortgage) and the Obligors agree to deliver to the Finance Parties such documents and evidence of the type referred to in Schedule 3 (Conditions precedent), as the Lenders may require in their absolute discretion at the time required by the Lenders and in any event reasonably in advance of the Final Reduction Date and in each case at the cost and expense of the Borrower. (l) In any event, the approval of an Extension Option by giving Landlord notice a Lender shall not become effective unless and until the documents and evidence referred to in paragraph (k) above in respect of such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right have been executed and delivered to extend the TermAgent.”.

Appears in 1 contract

Sources: First Supplemental Agreement (GasLog Partners LP)

Extension Options. (a) Provided (i) that the Lease shall be in full force and effect; (ii) that, except for a Corporate Transfer, Tenant shall have not assigned the Lease nor sublet any portion of the Demised Premises; and (iii) that no default under any of the terms, provisions, covenants or conditions of the Lease has occurred, then, and only in such event, Tenant shall have the option right, at Tenant’s sole option, to extend the Term term of the Lease for two up to three (23) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, each an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent Such extension options shall be exercisable by Tenant giving written notice of the exercise of such extension option to Landlord no later than nine (9) months prior to the expiration of the then-current term; provided, however, in the event Tenant fails to exercise such option to extend during the aforesaid time period, such extension option (and any subsequent extension option) shall become null and void and all rights with respect thereto shall automatically terminate and expire. Each Extension Term shall be ninety-five upon the terms, covenants and conditions as set forth herein with respect to the initial Lease Term, except that Base Annual Rent shall be determined for each Extension Term in accordance with the provisions of Section 41(b) below. Despite the foregoing, within thirty (95%30) percent days of delivery to Landlord of Tenant’s written election to exercise an extension option, Landlord shall deliver to Tenant, Landlord’s determination of the Fair Market Base Annual Rent and rent escalator for such Extension Term. Tenant thereafter shall have thirty (30) days to agree to Landlord’s proposed Base Annual Rent and rent escalator for such Extension Term or elect arbitration in accordance with Section 41(b) below. If Tenant does not elect such arbitration in writing, Tenant shall be deemed to have rescinded its extension election and waived all remaining extension options. (b) During each year of the Extension Terms, if exercised, Base Annual Rent shall be computed as defined below) an amount equal to the then-prevailing fair market rent for renewal laboratory and office leases, including all applicable market concessions for comparable buildings located in the North Rockville, Maryland submarket. Landlord and Tenant shall employ the procedure and the timetable described below for the purpose of computing the fair market rent for the Demised Premises and Storage Space the Base Annual Rent properly payable during each Extension Term (as determined belowapplicable). In the event Landlord and Tenant are unable to agree upon the current fair market rent payable during the Extension Term within thirty (30) days of Landlord’s receipt of Tenant’s notice to extend for such Extension Term. Tenant’s lease , then the fair market rent for such Extension Term shall be the prevailing fair market rent for renewal leases , including all applicable market concessions for comparable buildings located in North Rockville, Maryland (without consideration of any Tenant furniture, fixtures and equipment then in place in (after taking into account the portion of the Demised Premises that is used for office space and Storage Space during laboratory space), provided the same were paid ​ for solely by Tenant without any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth hereinallowance from Landlord), and Landlord shall have be determined by a board of two (2) disinterested real estate brokers, one (1) of whom shall be named by Landlord, one (1) by Tenant. Said brokers shall each be practicing brokers in Rockville, Maryland, specializing in the field of commercial real estate, having no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more fewer than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days years’ experience in such field, and recognized as ethical and reputable within their field. Landlord shall furnish and Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide agree to Landlord Tenant’s estimate of Fair Market Rent make their appointments promptly within ten (10) days after receipt the expiration of Landlord’s estimate. the thirty (c30) day period, or sooner if mutually agreed upon. Within fifteen (15) days after both such brokers have been appointed, each broker shall submit his or her determination of said fair market rent. If Tenant timely notifies Landlord under paragraph the two (a2) brokers agree upon the Base Annual Rent, such determination shall be final and binding on the parties. If the difference between the Base Annual Rent calculated by each broker is five percent (5%) or less, the rates calculated by the two brokers will be averaged and the resulting figure will be the agreed upon Base Annual Rent. If the difference between the Base Annual Rent calculated by each broker is more than five percent (5%), the two brokers shall select a third broker, who shall satisfy the same professional qualification requirements set forth above, and the brokers will then notify Landlord and Tenant of such brokers name, address and selection within ten (10) days following the failure of the parties to agree upon the Base Annual Rent. The third broker will select one or the other of the two calculations of Base Annual Rent submitted by the other two brokers and will notify the parties and the brokers within ten (10) days of being selected to make the Base Annual Rent determination. The determination of the third broker shall be final and binding on or before Landlord and Tenant. In arriving at their individual rate determinations, each broker shall consider and analyze all the date fourteen (14) months components of the Lease, including lab and office space. Landlord and Tenant shall pay the fee of the broker selected by it and they shall equally share the payment of the fee of the third broker. Notwithstanding the foregoing, Landlord and Tenant may at any time after appointing the brokers, agree upon the Base Annual Rent payable during such Extension Term and such mutual agreement shall supersede the brokers’ determinations. Notwithstanding anything herein to the contrary, in no event shall the Base Annual Rent for any year of the Extension Term be less than the Base Annual Rent payable immediately prior to the date expiration of the Term is then scheduled to expire, Tenant shall either (i) waive preceding term of the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such dateLease. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Lease Agreement (Maxcyte, Inc.)

Extension Options. Landlord agrees that Tenant shall have have, and it is hereby granted, two (2) successive options (the option “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of the Lease for two ten (2) additional periods of five (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eachindividually, an “Extension TermPeriod) on the terms set forth below (, and collectively, the “Extension Option(s)Periods”), each such Extension Period to begin respectively upon the expiration of the initial Term or the prior Extension Period, as the case may be. Yearly Fixed All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent for each of the Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and 2.01 below, payable in equal monthly installments as Monthly Base Rent (as hereinafter defined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on extended automatically from month to month upon all of the terms and conditions of this Lease then in effect on the last day of the expiring Termeffect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s additional right to renew or extend the Termthis Lease. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Stock Purchase Agreement (Spirit Finance Corp)

Extension Options. Tenant Seller shall have the option to extend the Term of the Lease for two (2) additional periods options to extend the Facility Expiration Date from the Initial Facility Expiration Date to the anniversary of five such date in the succeeding year (5or if such day is not a Business Day, the immediately succeeding Business Day) years each (such date, the “First Extended Facility Expiration Date”) and from the First Extended Facility Expiration Date to the anniversary of such date in the succeeding year (or if such day is not a Business Day, the immediately succeeding Business Day) (such date, the “Second Extension Term” and the “Third Extension Term,” respectively; eachExtended Facility Expiration Date”) (each such extension period, an “Extension Term”); provided, that the exercise of each such extension option by Seller shall be subject to the following conditions precedent: (i) Seller shall have delivered to Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (30) and not more than ninety (90) calendar days prior to the then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the terms set forth below (first day of each Extension Term, no monetary or non-monetary Default has occurred and is continuing; provided, that notwithstanding the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term foregoing, if such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non-monetary Default, then Seller shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option permitted to extend the Term beyond Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the Third first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied and (v) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term set forth hereinwith the same force and effect as if made on and as of such date (or, and Landlord shall if any such representation or warranty is expressly stated to have no obligation to provide any improvements to been made as of a specific date, as of such specific date); provided, that, notwithstanding the Demised Premises or Storage Space or any allowances therefor foregoing, with respect to this Article 3(h)(v) only, the Second or Third Extension Terms. (a) If Tenant wishes representation and warranty made pursuant to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aArticle 9(o) shall constitute an irrevocable waiver of Tenant’s right be made excluding any reference to extend the Term“(or prospects)”. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Repurchase Agreement (Cim Real Estate Finance Trust, Inc.)

Extension Options. Landlord agrees that Tenant shall have have, and it is hereby granted, two (2) successive options (the option “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of the Lease for two ten (2) additional periods of five (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eachindividually, an “Extension TermPeriod) on the terms set forth below (, and collectively, the “Extension Option(s)Periods”). Yearly Fixed Rent during any , each such Extension Term shall be ninety-five (95%) percent Period to begin respectively upon the expiration of the Fair Market initial Term or the prior Extension Period, with respect to such Property Location or Property Locations, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Demised Premises and Storage Space Extension Periods shall continue to be adjusted pursuant to the terms of Section 2.01 below, payable in equal monthly installments as Monthly Base Rent (as determined belowdefined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) for no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Period with respect to such Extension Term. Property Location or Property Locations, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s lease right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the Demised Premises parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and Storage Space during any Extension if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant 1 20 years from date of Lease. 2 15 years from date of Lease. either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term for the applicable Property Location or Property Locations, as the case may be, shall otherwise be on extended automatically from month to month upon all of the terms and conditions of this Lease then in effect on the last day of the expiring Termeffect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term for any Property Location extend beyond the last date of the last Extension Period applicable to such Property Location. Upon the failure of Tenant to exercise one or any of the options herein regarding any Property Location following Landlord’s Notice, and, in any event, upon expiration of the last of such Extension Periods with respect to such Property Location, Tenant shall have no further option or additional right to renew or extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor this Lease with respect to the Second or Third Extension Termssuch Property Location. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Lease (Spirit MTA REIT)

Extension Options. Tenant Seller shall have the option three (3) options to extend the Term Facility Expiration Date from the Initial Facility Expiration Date to the anniversary of such date in the Lease for two succeeding year (2or if such day is not a Business Day, the immediately succeeding Business Day) additional periods (such date, the “First Extended Facility Expiration Date”), from the First Extended Facility Expiration Date to the anniversary of five such date in the succeeding year (5or if such day is not a Business Day, the immediately succeeding Business Day) years each (such date, the “Second Extension Term” Extended Facility Expiration Date”) and from the Second Extended Facility Expiration Date to the anniversary of such date in the succeeding year (or if such day is not a Business Day, the immediately succeeding Business Day) (such date, the “Third Extension Term,” respectively; eachExtended Facility Expiration Date”) (each such extension period, an “Extension Term”); provided, that the exercise of each such extension option by Seller shall be subject to the following conditions precedent: (i) Seller shall have delivered to Buyer a written notice to extend the then effective Facility Expiration Date not less than thirty (30) and not more than ninety (90) calendar days prior to the then effective Facility Expiration Date (which notice may be revoked by Seller at any time prior to the then effective Facility Expiration Date), (ii) on the terms set forth below first day of each Extension Term, (x) no monetary or non- monetary Default has occurred and is continuing; provided, that notwithstanding the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term foregoing, if such non-monetary Default is susceptible of cure and Seller is working diligently to cure such non- monetary Default, then Seller shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option permitted to extend the Term beyond Facility Expiration Date so long as such non-monetary Default is cured by the end of any cure period granted under Article 13(a) of this Agreement, (y) no Event of Default has occurred and is continuing and (z) no unsatisfied Margin Deficit then exists for which a Margin Call Notice has been delivered, (iii) by not later than the Third first day of each Extension Term, Seller shall have paid to Buyer the Extension Fee then due and payable, (iv) the then applicable Minimum Portfolio Purchase Price Debt Yield is satisfied and (v) the representations and warranties made by Seller in Article 9 (other than those contained in Article 9(s) relating to Purchased Assets subject to other Transactions) shall be true and correct in all material respects on the first day of each Extension Term set forth hereinwith the same force and effect as if made on and as of such date (or, and Landlord shall if any such representation or warranty is expressly stated to have no obligation to provide any improvements to been made as of a specific date, as of such specific date); provided, that, notwithstanding the Demised Premises or Storage Space or any allowances therefor foregoing, with respect to this Article 3(h)(v) only, the Second or Third Extension Terms. (a) If Tenant wishes representation and warranty made pursuant to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (aArticle 9(o) shall constitute an irrevocable waiver of Tenant’s right be made excluding any reference to extend the Term“(or prospects)”. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Repurchase Agreement (Cim Real Estate Finance Trust, Inc.)

Extension Options. Landlord agrees that Tenant shall have have, and it is hereby granted, two (2) successive options (the option “Extension Options”) to extend the Term as to any Property Location or Property Locations, in Tenant’s sole discretion, for a period of the Lease for two ten (2) additional periods of five (510) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; eachindividually, an “Extension TermPeriod) on the terms set forth below (, and collectively, the “Extension Option(s)Periods”). Yearly Fixed Rent during any , each such Extension Term shall be ninety-five (95%) percent Period to begin respectively upon the expiration of the Fair Market initial Term or the prior Extension Period, as the case may be. All of the terms, covenants and provisions of this Lease shall apply to each Extension Period with respect to the Property Locations that Tenant elects to extend, except that Base Rent (as defined in Section 2.01 below) for each of the Demised Premises Extension Periods shall continue to be adjusted pursuant to the terms of Sections 1.04 and Storage Space 2.01 below, payable in equal monthly installments as Monthly Base Rent (as determined belowdefined in Section 2.01). In order to exercise the Extension Options, Tenant shall give Landlord notice of such exercise (which notice shall identify the Property Locations that are to be extended) for such no later than one hundred twenty (120) days prior to the end of the initial Term of this Lease or the prior Extension Term. Period, as the case may be; provided, however, that if Tenant shall fail to give the notice within the aforesaid time limit, Tenant’s lease right to exercise its option shall nevertheless continue during said one hundred twenty (120) day period until thirty (30) days after Landlord shall have given Tenant notice of Landlord’s election to terminate such option (“Landlord’s Notice”), and Tenant may exercise such option at any time until the expiration of said thirty (30) day period. It is the intention of the Demised Premises parties to avoid forfeiture of Tenant’s rights to extend the Term under any of the options set forth in this Lease through inadvertent failure to give the extension notice within the time limits prescribed. Accordingly, if Tenant shall fail to give an extension notice to Landlord for any of the Extension Periods, and Storage Space during any Extension if Landlord shall fail to give Landlord’s Notice to Tenant, then until the expiration of thirty (30) days following Landlord’s Notice, or until Tenant either exercises its option to extend or notifies Landlord that it does not intend to exercise said option to extend, the Term shall otherwise be on extended automatically from month to month upon all of the terms and conditions of this Lease then in effect on the last day of the expiring Termeffect, except that Monthly Base Rent shall be increased in accordance with Article 8, and in no event shall the Term extend beyond the last date of the last Extension Period. Upon the failure of Tenant to exercise one or any of the options herein following ▇▇▇▇▇▇▇▇’s Notice, and, in any event, upon expiration of the last of such Extension Periods, Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s additional right to renew or extend the Termthis Lease. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Master Lease (Spirit Finance Corp)

Extension Options. Provided Tenant is not in default of the terms of this Lease, and further provided Tenant has not subleased or assigned all or any portion of the Premises, Tenant shall have the option two (2) options (each a “Extension Option”) to extend the Term of the Lease for two (2) additional periods of five eight (5) 8) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)Period”). Yearly Fixed Rent during any Each Extension Term Period, if duly and timely exercised, shall be ninety-five (95%) percent of commence at 12:00 a.m. on the Fair Market Rent (as defined below) for day immediately after the Demised Premises previously scheduled Expiration Date and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect expire at 11:59 p.m. on the last day of the expiring Term, except that Tenant shall have no further option to extend the Term beyond the end eighth (8th) anniversary of the Third previously scheduled Expiration Date (which date, upon exercise of the Renewal Option, shall become the “Expiration Date” for all purposes under this Lease). Each Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements Option is personal to the Demised Premises or Storage Space or originally named Tenant and may not be assigned to any allowances therefor with respect party other than a Permitted Transferee. As a condition of Tenant’s exercise of its option for any Extension Period, Tenant must satisfy the following conditions: (i) Tenant must notify Landlord, in writing, of its intention to exercise the applicable Extension Option not later than six hundred eleven (611) days prior to the Second or Third Extension Termsthen scheduled Expiration Date. (aii) The Basic Annual Rent during each Extension Period shall be set at the fair market rate, value based on comparable space in Wilmington, North Carolina, taking into account market rate concessions and other factors such as the Premises location, age, amenities and interior improvements. If Tenant wishes to consider exercising the duly and timely exercises an Extension Option, and if Landlord and Tenant are then unable to agree upon the fair market rental rate for the Extension Term within sixty (60) days after Landlord’s receipt of Tenant’s written election of the applicable Extension Option, then the prevailing fair market rate for similar space shall be determined by an appraiser mutually agreed upon by Landlord and Tenant or if they cannot mutually agree on one appraiser, then by three appraisers holding the earned designation “MAI” and having at least five years’ experience in appraising commercial real estate in the Wilmington, North Carolina area, one appraiser to be selected by Tenant, one appraiser to be selected by Landlord, and the third appraiser to be selected by the other two appraisers. If the three appraisers are unable to agree upon the prevailing fair market rate, then each shall submit its written determination, and the fair market rate will be the average of the two closest appraisals. Tenant and Landlord each shall pay the cost of the appraiser it selects and the cost of the third appraiser shall be split equally between Landlord and Tenant. (iii) Tenant shall so notify continue to pay to Landlord of such preliminary Additional Rent during any Renewal Period under the same terms and conditions as described in this Lease. (i.e., non-bindingiv) interest no more than sixteen (16) months, and no less than fifteen (15) months, prior to the date the Term is then scheduled to expire. Failure by Tenant to timely to send a notice under this paragraph (a) satisfy the conditions set out hereinabove for any Extension Period shall constitute an irrevocable waiver result in the termination of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before Option and the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Termall outstanding Extension Options.

Appears in 1 contract

Sources: Office Lease (Ncino, Inc.)

Extension Options. So long as this lease is in full force and effect and Tenant is not in default beyond any applicable notice and cure period in the performance of any of the covenants or terms and conditions of this lease at the time of notification to Landlord or at the time of commencement of the applicable Extension Term, as that term is hereinafter defined, Tenant shall have the option (each, an “Extension Option”) to extend the Term Term, at Tenant’s election, for either (a) the entire Premises or (b) a portion of the Lease Premises consisting of a minimum of 150,000 square feet of net rentable area in the Building in full floor increments, and subject to the criteria set forth in the immediately succeeding sentence, for two up to four (24) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) ), on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the same terms and conditions of this Lease in effect on lease, except the last day Base Rental shall be adjusted to ninety-five percent (95%) of the expiring TermPrevailing Market Rate (as that term is defined in Exhibit I attached to this lease), except that subject to the following terms and conditions: Tenant shall have provide Landlord with no further option less than eighteen (18) months written notice prior to the expiration of the initial Term or the applicable Extension Term of its desire to extend the Term beyond the end and shall identify to Landlord whether or not Tenant proposes to lease all of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor the portion of the Premises to be extended. If Tenant elects to renew with respect to only a portion of the Second or Third Extension Terms. Premises, the portion of the Premises to be returned to Landlord shall be in full floors in up to three (a3) If Tenant wishes to consider exercising the Extension Option“blocks” of space with each “block” being at least two (2) full floors, except Tenant shall so notify Landlord of such preliminary have the right to elect to not renew (i.e., non-bindingand thereby exclude from the Premises) interest no more than sixteen with respect to one (161) months, and no less than single full floor wherever located. Within fifteen (15) monthsdays after Tenant’s exercise of the applicable Extension Option, Landlord shall advise Tenant in writing of its determination of the Prevailing Market Rate, on a rentable square foot basis, as of the beginning of the then-applicable Extension Term and any escalations of said Prevailing Market Rate during the then-applicable Extension Term. Within thirty (30) days of receipt of Landlord’s applicable notice, Tenant shall advise Landlord, in writing, whether or not Tenant accepts or rejects the Prevailing Market Rate proposed by Landlord. If Tenant accepts such rate in writing, then the Base Rental rate during the applicable Extension Term shall be said rate with escalations as provided in the determination, if any. If Tenant rejects in writing the Prevailing Market Rate proposed by Landlord, Landlord and Tenant shall negotiate diligently and in good faith for a period of fifteen (15) days to reach a mutual agreement on the Prevailing Market Rate. If the parties are unable to come to an agreement within such period, Tenant shall have the option, exercisable by written notice delivered to Landlord within fifteen (15) days after the expiration of such fifteen (15) day period, to elect to either (i) arbitrate such Rate or (ii) withdraw and rescind Tenant’s notice of exercise of the applicable Extension Option and allow the then-current Term to expire. If Tenant elects to arbitrate the Prevailing Market Rate, Tenant shall have the option to specify in such notice its selection of a real estate broker, who shall act on Tenant’s behalf in determining the Prevailing Market Rate. Within fifteen (15) days after Landlord’s receipt of Tenant’s selection of a real estate broker, Landlord, by written notice to Tenant shall designate a real estate broker, who shall act on Landlord’s behalf in the determination of the Prevailing Market Rate. If the two (2) brokers are unable to agree upon the Prevailing Market Rate within fifteen (15) days following the appointment of Landlord’s broker, the two brokers shall select a third broker meeting the qualifications stated below. Within three (3) business days after such third broker is appointed, the appointed third broker shall select one of the other two brokers determinations and such third broker will notify Landlord and Tenant of such determination of the Prevailing Market Rate, which determination shall be binding upon both Landlord and Tenant. In the event that the arbitration process has not been completed prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver commencement of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, then upon commencement of the applicable Extension Term, and until the process is completed (the “Interim Period”), Tenant shall provide pay Landlord monthly Base Rental equal to the Base Rental for the immediately preceding lease year (as defined in Section 5.01(c) of this lease), until the increase or decrease in the Base Rental is determined by such process as provided herein; provided, however, that such payments made during the Interim Period shall be subject to adjustment based upon the results of such process. If, as a result of such arbitration process, it is determined that Tenant has underpaid Base Rental during the Interim Period, then such underpaid Base Rental shall be due from Tenant to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt expiration of Landlordthe Interim Period. If, as a result of such arbitration process, it is determined that Tenant has overpaid Base Rental during the Interim Period, then such overpaid Base Rental shall be due to Tenant by Landlord within ten (10) days after expiration of the Interim Period. All brokers selected in accordance with this Special Stipulation No. 7 must be licensed in the State of Georgia as a real estate broker and shall have at least ten (10) years prior experience in commercial office leasing in the metropolitan Atlanta, Georgia area. If either Landlord or Tenant fails or refuses to select a broker, the other broker shall alone determine the Prevailing Market Rate. Landlord and Tenant agree that they shall be bound by the determination of Prevailing Market Rate pursuant to this Special Stipulation No. 7 for the applicable Extension Term. Landlord shall bear the fee and expenses of its broker and Tenant shall bear the fee and expenses of its broker. Each of the parties shall bear one-half (1/2) of the cost of the third broker’s estimate. (c) fee. If Tenant timely notifies Landlord under paragraph (a) aboveelects to extend this lease as to only a portion of the Premises, on or before the date fourteen (14) months then prior to the date commencement of the Term is then scheduled to expireExtension Term, Tenant shall either (i) waive surrender possession of the Extension Optionportion of the Premises for which this lease is not extended to Landlord in the condition required for surrendered premises under Section 4.01 of this lease, or (ii) exercise but subject to the Extension Option by giving Landlord notice to limitations on such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as surrender obligations set forth in Section 5.01(e) of this paragraph (c) lease. The right granted to Tenant under this Special Stipulation No. 7 is personal to Tenant, but may be exercised by any Affiliate of Tenant or any transferee through a Permitted Transfer. In the event of any other assignment of this lease or sublease by Tenant, the Extension Options granted to Tenant herein shall constitute an irrevocable waiver thenceforth be void and of Tenant’s right to extend the Termno further force and effect.

Appears in 1 contract

Sources: Lease Agreement (AutoTrader Group, Inc.)

Extension Options. Tenant shall have acknowledges and agrees that Tenant has no options and/or rights to lease additional space at the option Project and, except as otherwise expressly provided herein below, Tenant has no options and/or rights to extend the Term Extended Term. Subject to the terms and conditions of the Lease for this Section 10, Landlord hereby grants to Tenant up to two (2) additional periods options to extend the Extended Term (each an “Extension Option”), each for a consecutive period of five (5) years (each (the “Second Extension an "Option Term” and the “Third Extension Term,” respectively; each"), an “Extension Term”) on the terms set forth same terms, covenants and conditions as provided for in the Amended Lease during the Extended Term except as otherwise provided below in this Section 10. Monthly Base Rent shall initially be equal to the "fair market rental rate" for the Premises for each Option Term as defined and determined in accordance with the provisions of Section 10.a. below, subject to annual rent increases during each Option Term. The first Extension Option must be exercised, if at all, by written notice ("Extension Notice") delivered by Tenant to Landlord no sooner than that date which is fifteen (15) months and no later than that date which is ten (10) months prior to the expiration of the Extended Term. The second Extension Option(s)”)Option must be exercised, if at all, by Extension Notice delivered by Tenant to Landlord no sooner than that date which is fifteen (15) months and no later than that date which is ten (10) months prior to the expiration of the first Option Term; provided, however, that the first and second Extension Option shall automatically become void and of no effect if Tenant fails to validly exercise the first Extension Option. Yearly Fixed Rent during any Provided Tenant has properly and validly exercised an Extension Option, the Extended Term shall be ninety-extended by the five (95%5) percent of the Fair Market Rent (as defined below) year Option Term for the Demised Premises that Extension Option, and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms terms, covenants and conditions of this the Amended Lease shall remain in full force and effect on except that (a) Monthly Base Rent shall initially be equal to the last day "fair market rental rate" for the Premises for that Option Term as defined and determined in accordance with the provisions of Section 10.a. below, subject to annual rent increases during that Option Term, (b) the other economic terms will be established by Landlord, which may be taken into consideration when determining the fair market rental rate for that Option Term, (c) if Tenant fails to timely and validly exercise the second Extension Option, the second Extension Option shall be void and of no effect and tenant shall have no further options remaining, (d) after the exercise of the expiring Termsecond Extension Option, except that Tenant shall have no further option to extend the Term beyond the end of the Third Extension Term set forth hereinoptions remaining, and (e) Landlord shall have no obligation whatsoever in connection with any such extension to remodel, alter or improve the Premises or Building for use by Tenant, to provide any improvement or construction allowance to Tenant, or to pay or reimburse Tenant for any remodeling, alterations or improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension OptionBuilding. The extension rights under this Section are “one-time, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) monthsif at all” rights only, and no less than fifteen (15) months, prior to the date are not renewing or reoccurring rights whether in connection with any further extension of the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) shall constitute an irrevocable waiver of Tenant’s right to extend the Termor otherwise. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Telecom Business Center NNN Lease (REVA Medical, Inc.)

Extension Options. Tenant Borrower shall have the option to extend the Term of Stated Maturity Date to February 8, 2018 (the Lease for two (2) additional periods of five (5) years each “First Extended Maturity Date”); and only if the Maturity Date shall have been validly so extended, then Borrower shall have a second option to extend the Maturity Date to February 8, 2019 (the “Second Extension Term” Extended Maturity Date”); and only if the Maturity Date shall have been validly so extended, then Borrower shall have a third option to extend the Maturity Date to February 8, 2020 (the “Third Extension Term,” respectively; each, Extended Maturity Date”). Each such option (an “Extension TermOption”) shall be exercised only by written notice (an “Extension Notice”) delivered to Lender no earlier than one hundred twenty (120) nor later than thirty (30) days prior to the then-scheduled Maturity Date, and in each case the valid exercise of the option shall be subject to the satisfaction of the following conditions precedent: (a) no Event of Default shall exist when Lender receives the applicable Extension Notice, nor on the terms set forth below Maturity Date as the same is scheduled prior to giving effect to the Extension Option then being exercised; (b) Not later than the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term first day of the applicable extension period, Borrower shall obtain, execute as applicable, and deliver to Lender (i) one or more Replacement Interest Rate Cap Agreements from an Approved Counterparty, in a notional amount equal to the Outstanding Principal Balance, which Replacement Interest Rate Cap Agreement(s) shall be ninety-five (95%A) percent effective for the period commencing not later than said first day of the Fair Market Rent (as defined below) for the Demised Premises extension period and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions of this Lease in effect ending on the last day of the expiring TermInterest Period in which the applicable extended Maturity Date occurs and (B) otherwise on same terms set forth in Exhibit K and at the applicable Strike Price; (ii) an Acknowledgement with respect to each such Replacement Interest Rate Cap Agreement; (iii) a Counterparty Opinion with respect to each such Replacement Interest Rate Cap Agreement and the related Acknowledgment; and (iv) a Collateral Assignment of Interest Rate Protection Agreement for each such Replacement Interest Rate Cap Agreement; (c) All amounts due and payable by Borrower pursuant to the Loan Documents as of the applicable Maturity Date, except that Tenant and all reasonable, out-of-pocket costs and expenses of Lender, including Lender’s reasonable attorneys’ fees and disbursements shall have no further option been paid in full; (d) Borrower shall pay to extend the Term beyond the end Lender an extension fee, for each such Extension Option, equal to 0.25% of the Third Extension Term set forth hereinOutstanding Principal Balance; and (e) The Debt Service Coverage Ratio as of the applicable Maturity Date, and Landlord as of the date of exercise of any Extension Option, shall be not less than 1.30 : 1.00. If Borrower is unable to satisfy all of the foregoing conditions within the applicable time frames for each, Lender shall have no obligation to provide extend the Maturity Date hereunder. Borrower may rescind any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than fifteen (15) months, Notice prior to commencement of the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) applicable extension period, in which case Borrower shall constitute an irrevocable waiver of Tenant’s have no right to extend the Termdeliver a subsequent Extension Notice. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months prior to the date the Term is then scheduled to expire, Tenant shall either (i) waive the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such date. Failure timely to give a notice exercising the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver of Tenant’s right to extend the Term.

Appears in 1 contract

Sources: Loan Agreement (American Housing REIT Inc.)

Extension Options. (a) Tenant shall have the option right, at its option, to extend the Term of the Lease for two (2) additional periods of five (5) years each (the “Second Extension Term” and the “Third Extension Term,” respectively; each, an “Extension Term”) on the terms set forth below (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on all of the terms and conditions term of this Lease for the Extension Period(s) upon the same terms, covenants and conditions herein set forth; provided, however, that the Minimum Rent for the first Lease Year of each Extension Period shall be increased to the greater of (i) the market rate then being charged for similar space in effect on the Shopping Center or (ii) the Minimum Rent for the preceding Lease Year increased by three percent (3%). Thereafter, the Minimum Rent for each successive Lease Year during each Extension Period shall be an amount equal to the Minimum Rent for the last day of the expiring Termpreceding Lease Year, except that Tenant shall have no further option increased by three percent (3%) per annum. In order to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising exercise the Extension Option, Tenant shall so notify Landlord be required to give written notice of such preliminary its intention to extend at least six (i.e., non-binding6) interest no months but not more than sixteen nine (169) months, and no less than fifteen (15) months, months prior to the date Lease Termination Date, or expiration of the Term is then scheduled to expirecurrent Extension Period, as the case may be. Failure by to deliver timely notice as required above shall cause the Extension Option, and all remaining Extension Options, to lapse and be of no further force and effect. Further, if Tenant timely to send a notice under shall be in default of the terms of this paragraph (a) Lease, Tenant shall constitute an irrevocable waiver of Tenant’s not have the right to extend exercise the TermExtension Option and if Tenant shall default hereunder after such right has been exercised but within the six (6) month period preceding the Extension Period such election shall, at Landlord’s option, be null and void. (b) If In the event that Tenant timely delivers a notice under shall dispute Landlord’s determination of the market rate of rent being charged for similar space pursuant to the paragraph (a) above, Tenant shall give notice to Landlord within ten (10) days Landlord shall furnish Tenant with of Tenant’s receipt of such Landlord’s estimate of determination, and the Fair Market Rent for market rate shall be determined as follows: The market rate shall be determined by a single arbitrator appointed in accordance with the applicable Extension TermAmerican Arbitration Association Real Estate Valuation Arbitration Proceeding Rules. If Tenant disputes Landlord’s estimate, Tenant Such arbitrator shall provide to Landlord Tenant’s estimate of Fair Market Rent within be impartial and shall have not less than ten (10) days after receipt of Landlordyear’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) aboveexperience in the County where the Shopping Center is located, on or before the date fourteen (14) months prior in a calling related to the date leasing of commercial space in premises comparable to the Term Shopping Center. Within fifteen (15) days following the appointment of such arbitrator each party shall submit a report setting forth its determination of the market rate of the Leased Premises for the applicable term, together with such other information as such party shall deem relevant. The arbitrator shall, within thirty (30) days following such hearing and submission of evidence render his decision by selecting the determination of market rate then being charged for similar space in the Shopping Center. It is then scheduled expressly understood that such arbitrator shall have no power or authority to expireselect any market rate other than the market rate submitted by Landlord or Tenant, and the decision of such arbitrator shall be final and binding upon the Landlord and Tenant. Prior to the determination of the arbitrator, Tenant shall either (i) waive pay Minimum Rent in an amount equal to the Extension Option, or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate determination of Fair Market Rent market rate submitted to Tenant pursuant to this Section, and following the arbitrator’s final determination, the amount of any overpayment or such other amount as underpayment shall be adjusted between the parties may have mutually agreed upon prior to such dateon demand. Failure timely to give a notice exercising The cost of arbitration shall be borne by the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver party whose determination of Tenant’s right to extend Market Rate is not selected by the Termarbitrator.

Appears in 1 contract

Sources: Lease (Carrollton Bancorp)

Extension Options. Tenant shall have the option On or prior to extend the Term each of the Lease for two fifthfourth anniversary of the ClosingOmnibus Amendment Effective Date (2the “First Extension Date”) additional periods and the sixthfifth anniversary of five (5) years each the ClosingOmnibus Amendment Effective Date (the “Second Extension Term” Date”), the Borrower may, by notice to the Administrative Agent (who shall promptly notify the Lenders) request that the Administrative Agent and the “Third Extension Term,” respectively; each, an “Extension Term”) on Lenders extend the terms datedates set forth below in the definitiondefinitions of Commitment Termination Date and Final Maturity Date by one year, and the Administrative Agent and the Lenders may, each in their sole and individual discretion, elect to do so, it being understood that (the “Extension Option(s)”). Yearly Fixed Rent during any Extension Term i) no extension shall be ninety-five (95%) percent of the Fair Market Rent (as defined below) for the Demised Premises and Storage Space (as determined below) for such Extension Term. Tenant’s lease of the Demised Premises and Storage Space during any Extension Term shall otherwise be on effective unless all of the terms and conditions of this Lease in effect on the last day of the expiring Term, except that Tenant shall have no further option Lenders unanimously agree to extend the Term beyond the end of the Third Extension Term set forth herein, and Landlord shall have no obligation (ii) any Lender who has not responded to provide any improvements to the Demised Premises or Storage Space or any allowances therefor with respect to the Second or Third Extension Terms. (a) If Tenant wishes to consider exercising the Extension Option, Tenant shall so notify Landlord of such preliminary (i.e., non-binding) interest no more than sixteen (16) months, and no less than extension request within fifteen (15) monthsDomestic Business Days following the date of the Administrative Agent’s notice of such extension request to the Lenders, shall be deemed to have rejected such request. In the event that one extension request is exercised and accepted by all Lenders, this Agreement shall be automatically amended as of the First Extension Date to provide that the definitiondefinitions of Commitment Termination Date and Final Maturity Date would each be extended by one year. In the event that two extension requests are exercised and accepted by all Lenders, upon effectiveness of the second extension, this Agreement shall be automatically amended as of the Second Extension Date to provide that the definitiondefinitions of Commitment Termination Date and Final Maturity Date would each be extended by a subsequent year. Any extension pursuant to this Section 2.15 shall be effective as of the date of the amendment to this Agreement effecting such extension and each such amendment shall be conditioned upon: (x) no Default or Event of Default and (y) continued accuracy of the representations and warranties, in each case as of the date of such amendment in all material respects. The first extension request shall expire if not made on or prior to the date the Term is then scheduled to expire. Failure by Tenant timely to send a notice under this paragraph (a) First Extension Date and shall constitute an irrevocable waiver of Tenant’s right to extend the Term. (b) If Tenant timely delivers a notice under paragraph (a) above, within ten (10) days Landlord shall furnish Tenant with Landlord’s estimate of the Fair Market Rent for the applicable Extension Term. If Tenant disputes Landlord’s estimate, Tenant shall provide to Landlord Tenant’s estimate of Fair Market Rent within ten (10) days after receipt of Landlord’s estimate. (c) If Tenant timely notifies Landlord under paragraph (a) above, on or before the date fourteen (14) months not take effect prior to the date the Term is then scheduled to expire, Tenant First Extension Date. The second extension request shall either (i) waive the Extension Option, expire if not made on or (ii) exercise the Extension Option by giving Landlord notice to such effect accepting Landlord’s estimate of Fair Market Rent or such other amount as the parties may have mutually agreed upon prior to such datethe Second Extension Date and shall not take effect prior to the Second Extension Date. Failure timely to give a notice exercising There shall be no more than two (2) extension requests, resulting in total extensions no longer than two (2) years, so that the Extension Option as set forth in this paragraph (c) shall constitute an irrevocable waiver Commitment Termination Date is no later than the sixth anniversary of Tenant’s right to extend the TermOmnibus Amendment Effective Date and the Final Maturity Date is no later than the seventh anniversary date of the ClosingOmnibus Amendment Effective Date.

Appears in 1 contract

Sources: Omnibus Amendment (Main Street Capital CORP)