FIRST RIGHT OF OFFER Clause Samples

FIRST RIGHT OF OFFER. Provided Tenant is not in default hereunder, during the Term, Tenant shall have the first right of offer (the "First Right of Offer") on available space in the Building (the "Expansion Space"). Landlord shall provide to Tenant written notice of such Expansion Space as it becomes available outlining the square footage and market terms and conditions in similar quality flex buildings in the Research Triangle Park area. Tenant may exercise the First Right of Offer only by delivering to Landlord, within ten (10) business days after receipt of Landlord's notice, a written notice of Tenant's election to exercise the First Right of Offer. In the event Tenant does not respond to Landlord's notice within the said ten (10) day period, then Landlord may pursue other interested tenants. However, if Tenant exercises its First Right of Offer, then Tenant and Landlord shall commence good faith negotiations to lease the Expansion Space under the following conditions: (i) the terms of said lease shall be at the then current market terms and rates negotiated by Landlord and Tenant, however, if Landlord and Tenant can not agree upon a rental rate, the rental rate shall be determined by arbitration, (ii) this Lease shall be amended to incorporate the terms of leasing the Expansion Space and the term of any lease for the Expansion Space shall expire on the Termination Date; provided, however, if this Lease is not amended to incorporate the terms of leasing the Expansion Space, then the lease term for such Expansion Space shall expire on the Expiration Date; and (iii) if Tenant exercises its First Right of Offer during the last year of the Term, then this Lease FOR THE EXPANSION SPACE ONLY shall be amended to extend the Term for a minimum of three (3) years.

FIRST RIGHT OF OFFER. Subject to the terms and conditions set forth in this Article XXXIII, Lessor hereby grants to Lessee the first right ("First Right") to be offered by Lessor the opportunity to lease the approximately rentable square feet of space shown as designated on Exhibit attached hereto and incorporated herein by this reference. If, at any time while this First Right is in effect, Lessor should intend to lease such space to a third party tenant, then Lessor shall first offer to lease such space to Lessee. In the event Lessor offers to Lease such space to Lessee pursuant to this Article XXXIII, Lessee shall notify Lessor in writing within five (5) days of its receipt of Lessor's notice whether Lessee desires to offer to lease such space from Lessor. If Lessee notifies Lessor in writing within such five-day period that Lessee does not desire to lease such space, or if Lessee does not respond in writing to Lessor's notice within such five-day period, then, in either of the above instances, Lessor's obligations under this Article XXXIII shall automatically terminate and be of no further force or effect and Lessor shall thereafter be entitled to lease such space. If Lessee notifies Lessor in writing within such two-day period that Lessee desires to lease such space from Lessor, the parties shall thereafter negotiate for Lessee's lease of the space from Lessor; provided, however, that if Lessor and Lessee fail to mutually agree upon the terms of Lessee's lease of such space and to execute a written amendment to this Lease within ten (10) business days of the date of Lessee's receipt of written notice (which amendment shall contain the terms mutually agreed to by the parties for Lessee's lease of such space), then Lessor's obligations under this Article XXXIII shall automatically terminate and be of no further force or effect at the end of such ten (10) business days period. Notwithstanding anything to the contrary contained in this Article XXXIII, in the event Lessee's First Right as set forth in this Article XXXIII is still in effect at the end of the initial ten-year term of this Lease, such First Right shall automatically terminate on the last day of the initial ten-year term of this Lease. The purpose of this Article is to provide notice to Lessee so that Lessee may be in a position to offer to lease such space on a competitive basis with others, and, notwithstanding anything to the contrary contained in this Article XXXIII, nothing in this Article XXXIII shall be deem...

FIRST RIGHT OF OFFER. For so long as Tenant is owned and/or operated by either ▇▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ or ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ the Landlord shall make reasonable efforts to accommodate Tenant's expansion needs by providing Tenant the first opportunity to lease any additional space that becomes available in the Building, however, Tenant shall not have any right to any additional space in the Building and Landlord shall not be required to provide any such space to Tenant unless Tenant enters into a lease for such additional space within fifteen (15) Business Days of the date of Landlord's written notice to Tenant that additional space is, or will become, available in the Building. Landlord: The Landlord named herein, its successors or assigns and any subsequent owner, lessees, or transferees, from time to time, of the Landlord's interest in the Building and their respective successors and assigns (subject to the provisions of Paragraph 31 hereof.

FIRST RIGHT OF OFFER. Provided no Event of Default by Tenant occurs, and no circumstances then exist which, the lapse of time, the giving of notice or both, would constitute an Event of Default, Tenant shall have a First Right of Offer on any contiguous space on any floor partially occupied by Tenant that may become available during the term of this Lease and any extensions thereof (“Expansion Space”). Such right excludes uses by Landlord and its affiliates. Landlord shall give written notice to Tenant of any Expansion Space that is anticipated to become available and the anticipated date of availability, Tenant shall have five (5) business days to provide written notice to Landlord that Tenant intends to accept the Expansion Space. If Tenant provides notice to Landlord that it desires to accept or lease the Expansion Space, then Landlord and Tenant shall promptly execute an amendment to the Lease to incorporate the Expansion space upon it becoming available. The terms for the Lease of the Expansion Space shall be the then current market rate (for comparable buildings in the general vicinity of the Building) but no less then the then current rental rate applicable under this Lease.

FIRST RIGHT OF OFFER. Following the initial leasing of the entire Building, at any time thereafter during (the term of the Lease, upon Landlord's determination to lease any Vacant Space within the Building, Landlord shall first deliver to Tenant a written notice of such availability ("VACANT SPACE NOTICE"). For a period of fifteen (15) days following Tenant's receipt of the Vacant Space Notice, Tenant shall have the right to negotiate with Landlord regarding the lease of the Vacant Space; provided, however, Landlord makes no representation or warranty regarding the then market rate which Landlord would be willing to accept or the likelihood of reaching agreement upon any lease documentation. In the event that Landlord and Tenant do not reach agreement upon such terms and conditions regarding such vacant space within such fifteen (15) day period for any reason, Landlord shall be free to negotiate with any third party the lease of such space, and Tenant shall have no further obligation with regard thereto, except as provided in Section 31 of this Lease. For the purpose of this Section, "VACANT SPACE" shall mean (1) no bona fide written lease agreement exists relative to such space, or (2) such space is due to become vacant because a tenant's lease has or will expire with no renewal provision.

FIRST RIGHT OF OFFER fifteen (15) days of the date of Lessee's receipt of written notice (which amendment shall contain the terms mutually agreed to by the parties for Lessee's lease of such space), then Lessor's obligations under this Article XXXVI shall automatically terminate with respect to the space proposed to be leased and be of no further force or effect at the end of such fifteen-day period. If Lessor becomes entitled to lease such space (or any portion thereof) to a third party and does not within ninety (90) days thereafter lease such space to a third party, or if Lessor leases all or any portion of such space to a third party and the lease between Lessor and such third party thereafter expires and the third party then has no further rights to such space, Lessee shall once again have the First Right to lease such space, as set forth in this Article, and Lessor shall once again be required to comply with the provisions of this Article prior to leasing such space to another tenant. Notwithstanding anything to the contrary contained in this Article XXXVI, in the event Lessee's First Right as set forth in this Article XXXVI is still in effect at the end of the initial ten-year term of this Lease, such First Right shall automatically terminate on the last day of the initial ten-year term of this Lease. The purpose of this Article is to provide notice to Lessee so that Lessee may be in a position to offer to lease such space on a competitive basis with others, and, notwithstanding anything to the contrary contained in this Article XXXVI, nothing in this Article XXXVI shall be deemed to be an option or right of first refusal.

FIRST RIGHT OF OFFER. Provided no uncured Event of Default then exists -------------------- under this Lease, Tenant shall have a first right of offer on the leasing of all of any building that Landlord may construct on that certain parcel of land currently owned by The Washington Suburban Sanitary Commission ("WSSC") and located on ▇▇▇▇▇▇▇▇ ▇▇▇▇ just north of the Building (the "WSSC Site"), provided --------- that Landlord shall acquire the same. Landlord shall notify Tenant at such time as Landlord elects to lease space in any building constructed by Landlord on the WSSC Site. Tenant shall have ten (10) Business Days of receipt of such notice to exercise its right to lease such space at the then Current Market Rental Rate as determined pursuant to the section captioned "Current Market Rental Rate" and -------------------------- otherwise on all the terms and conditions of this Lease and an additional fifteen (15) calendar days within which to execute such lease. If Tenant does not exercise this First Right of Offer or execute such Lease within such times, this First Right of Offer shall terminate.

FIRST RIGHT OF OFFER. Provided Lessee is not then in default under the terms, covenants and conditions of this Lease, Lessee shall have the right to lease any Expansion Premises within the same building as shown on Exhibit "A" attached hereto when and if such space becomes available. Lessor shall give written notice to Lessee of the availability of the Expansion Premises and upon receipt of such notice, Lessee shall have a period of thirty (30) days in which to exercise Lessee's right to lease said space, in writing to Lessor, failing which Lessor may lease such space to any third party on whatever basis Lessor desires, and Lessee shall have no further rights with respect to the space covered by such notice.

FIRST RIGHT OF OFFER. Provided Tenant is not in default, and has neither sublet nor assigned this Lease, during the Term of this Lease Tenant shall have the first right of offer to lease all first generation “shell” space contiguous to the Premises, (“Additional Space”) on the following terms: (a) Landlord shall, before leasing all or any portion of the Additional Space to any person or entity, first offer to lease all or such portion of the Additional Space to Tenant on the terms and conditions of the market rate of space in the Fourteen Parkway Plaza Building at the time this first offer is made available; (b) Tenant shall then have five (5) business days in which to accept or reject such offer by written notice to Landlord; and (c) If Tenant does not accept such offer within said five (5) business days, Landlord shall thereafter be free, for a period of ninety (90) days, to lease all or any portion of the Additional Space to a third party on such terms and conditions as Landlord deems appropriate. If Tenant declines any two offers of Additional Space during the Term of this Lease, then Tenant’s rights under this Section 27.1 shall be deemed terminated and this Section 27.1 shall automatically be of no further force or effect.