Common use of Option to Extend Clause in Contracts

Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 2 contracts

Sources: Lease Agreement (Codexis Inc), Lease Agreement (Codexis Inc)

Option to Extend. (a) On the conditions which Landlord hereby grants may waive, at its election, by written notice to Tenant a single at any time, that Tenant is not in default of its covenants and obligations under the Lease beyond notice and applicable cure periods and Tenant or its permitted assignee un Section 10.4 above, is occupying all of the Premises both as of the time of option exercise and as of the commencement date of the extension term, and the financial condition of Tenant is as good as of the Term Commencement Date, Tenant shall have the option to extend the initial Term term of the this Lease for an one additional period of five (5) years year term ("Extension Term") , such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position term commencing as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately day after the expiration of the initial Term term of the Lease. Tenant’s leasing Tenant may exercise such option to extend by giving Landlord written notice on or before the date twelve (12) months prior to the expiration date of the Premises original term of the Lease. Upon the timely giving of such notice, the terms of this Lease shall be automatically extended upon all terms and conditions of this Lease except that the Annual Fixed Rent, Operating Costs in the Base Year and Tax Base during the Option said Extension Term shall be upon and subject as hereinafter set forth. If Tenant fails to the same terms and conditions contained in the Lease except that (i) the Monthly Base Renttimely give notice, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provideras required, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no have nor further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions of this SectionArticle 11.

Appears in 2 contracts

Sources: Lease (Viryanet LTD), Lease (Viryanet LTD)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option to extend the initial Term of the Lease for an one additional period of five (5) years (the "Extension Term") commencing upon the Term Expiration Date set forth in Section 1.1 of the Lease, provided that Tenant shall give Landlord notice of Tenant's exercise of such period may be referred to as the “Option Term”), as option at least six (6) months prior to the entire Premises as it may then exist, upon Term Expiration Date and subject to the terms and conditions provided further that no event of this Section (the “Option To Extend”)default by Tenant exists hereunder, and provided that no condition exists which with the giving of notice or the passage of time, or both, would constitute an event of default hereunder, at the time of giving such notice. If an event of default by ▇▇▇▇▇▇ exists hereunder, or a condition exists which with the giving of notice or the passage of time, or both, would constitute an event of default hereunder, at the time of the commencement of the Extension Term, at Landlord's option, exercisable by notice to Tenant, the exercise of Tenant's option to extend the Term shall be null and void and of no further force and effect. Prior to the exercise by Tenant of such right: (I) Tenant must be option, the expression "Term" shall mean the Term until the Term Expiration Date set forth in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution Section 1.1 of the Lease, and after the exercise by Tenant of such option, the expression "Term" shall mean the Term as certified it has been extended by Tenant’s independent certified public accountantsthe Extension Term. Except as expressly otherwise provided in the following paragraph and except for this Section 2.3, all the terms, covenants, conditions, provisions and as supported by Tenant’s certified financial statements, copies of which agreements in the Lease contained shall be delivered applicable to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration DateExtension Term. If Tenant either fails or elects not shall give notice of its exercise of said option to exercise its Option to Extend by not timely giving its Election Noticeextend in the manner and within the time period provided aforesaid, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be extended upon and subject the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the Term of this Lease, time being of the essence of the foregoing provisions. The Annual Rent payable during the Extension Term shall be equal to the same terms and conditions contained Fair Market Rent for the Premises, as determined below, as of the commencement of the Extension Term. If for any reason the Annual Rent payable during the Extension Term has not been determined as of the commencement of the Extension Term, Tenant shall pay the Annual Rent payable during the Original Term, together with any applicable adjustment in the Lease except that (i) Annual Estimated Electrical Cost to Tenant's Space, until the Monthly Base RentAnnual Rent for the Extension Term is determined, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service providerat which time, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Depositan appropriate adjustment, if any, shall be increased within fifteen (15) days after made. For purposes here, the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Fair Market Rent shall mean the fair rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease for the Premises for a term equal to as of the Option commencement of the Extension Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing conditions then existing. Fair Market Rent shall be determined without reduction or adjustment for “by agreement between Landlord and Tenant, but if Landlord and Tenant Concessions” (as defined below), if any, being offered are unable to prospective new tenants of comparable space. For purposes of agree upon the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Fair Market Rent based at least six (6) months prior to the date upon which the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Fair Market Rent is greater than to take effect, then the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Fair Market Rent shall be determined by Landlordappraisal. made as hereinafter provided by a board of three reputable independent commercial real estate consultants, appraisers, or brokers, each of whom shall have at least ten years of experience in the suburban Rte. 128 Boston office rental market and each of whom is hereinafter referred to as "appraiser". Tenant may elect to revoke and rescind Landlord shall each appoint one such appraiser and the exercise two appraisers so appointed shall appoint the third appraiser. The cost and expenses of each appraiser appointed separately by ▇▇▇▇▇▇ and Landlord shall be borne by the party who appointed the appraiser. The cost and expenses of the option third appraiser shall be shared equally by giving written notice thereof to ▇▇▇▇▇▇ and Landlord. Landlord within thirty and Tenant shall appoint their respective appraisers at lease five (305) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time months prior to commencement of the Option Term, period for which Fair Market Rent is to terminate all of be determined and shall designate the provisions of this Section with respect appraisers so appointed by notice to the Option to Extend, with other party. The two appraisers so appointed and designated shall appoint the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: third appraiser at least four (i4) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease months prior to the commencement of such period and shall designate such appraisers by notice to Landlord and Tenant. The board of three appraisers shall determine the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination Fair Market Rent of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs space in connection with Tenants exercise question as of the Option commencement of the period to Extend including, without limitation, costs which the Fair Market Rent shall apply and expenses with respect to any brokerage commissions shall notify Landlord and attorneys’ fees, and with respect Tenant of their determinations at least sixty (60) days prior to the design, construction or making commencement of such period. If the determinations of the Fair Market Rent of any tenant improvementstwo or all three appraisers shall be identical in amount, repairs or renovation or with respect said amount shall be deemed to any payment be the Fair Market Rent of the subject space. If the determinations of all or part of any allowance for any three appraisers shall be different in the amount, the average of the foregoing. (g) Without limiting two values nearest in amount shall be deemed the generality of any provision Fair Market Rent. The Fair Market Rent of the Lease, time subject space determined in accordance with the foregoing shall be of the essence with respect to all of the provisions of this Sectionconclusive on Landlord and Tenant.

Appears in 2 contracts

Sources: Lease Agreement (Docent Inc), Lease Agreement (Docent Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the option to extend the initial Term of the this Lease for an additional period two (2) successive terms of five (5) years each (such period may be each being referred to as the “Option Term”an "extended term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which . The option shall be delivered to Landlord with Tenants written exercised only by notice exercising its right hereunder. no more than twelve (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12l2) months before the Expiration Date and no later less than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial original Term or the first extended term, as the case may be. Said notice shall be effective only if given in the timely manner described; however, Tenant's exercise of its option may be deemed void in Landlord's sole discretion if Tenant is not occupying the Premises for the Permitted Use, is in default under the terms of this Lease either on the date of the Lease. Tenant’s leasing notice or on the date of the expiration of the original Term or of the first extended term, as the case may be, or has assigned this Lease or sublet more than fifty percent (50%) of the Premises during (other than to an Affiliated Entity). The demise of the Option Term Premises for each extended term shall be upon and subject to on the same terms and conditions contained as the original Term or the first extended term, as the case may be, except that Landlord shall have no obligation to construct or renovate the Premises or to provide any allowance or contribution with respect thereto and the charge for all parking passes to be used during the extended term shall be at the then current prevailing rate in the Lease Garage, as such rate may vary from time to time (but not less than the highest rate being charged to Tenant for its parking passes as of the expiration of the then current Term of this Lease), and except that (i) the Monthly Base Rent, plus payment the Operating Costs for the Base Calendar Year and the Real Estate Taxes for the Base Calendar Year during such extended term shall be as set forth hereinafter. All other items of Tenant’s Share of Operating Expenses pursuant additional rent shall be the same. Once the Term is duly extended, any reference in this Lease to the "term" or "Term" of this Lease shall mean the Term as so extended. If Tenant fails to give timely notice, as aforesaid, Tenant shall have no further right to extend the Term of this Lease, time being of the essence in respect of this Section 10.24. Tenant shall have no option to extend the Term of this Lease other than the two (in addition 2) additional five (5) year terms herein provided for. Notwithstanding the fact that, upon Tenant's exercise of the herein option to all expenses paid directly by Tenant to extend the utility or service providerTerm of this Lease, which direct payments shall continue to be Tenant’s obligationsuch extension(s) shall be amended to equal self-executing, as aforesaid, the “Option Term parties shall promptly execute a lease amendment reflecting such extended term after Tenant exercises the option in question and the Base Rent, defined Operating Costs for the Base Calendar Year and determined in Real Estate Taxes for the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, Base Calendar Year during such extended term are determined. The Base Rent for each extended term shall be increased within fifteen 95% of the fair market rental value (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%as hereinafter defined) of the highest monthly installment Premises as of Monthly Base Rent thereunderthe commencement date of such extended term. However, but in no event shall the Security Deposit sum of the Base Rent and amounts required to be decreased; paid by Tenant on account of Operating Costs and Landlord's Tax Expense for any twelve (iii12) month period during such extended term be less than the sum of the Base Rent and amounts required to be paid by Tenant shall accept on account of Operating Costs and Landlord's Tax Expense for the Premises in its “AS-IS” condition without any obligation twelve (12) month period immediately preceding the commencement of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there such extended term. "Fair market rental value" shall be no further option or right to extend the term computed as of the Leasedate in question at the then current annual rental charge (i.e., the sum of Base Rent plus escalation and other charges), including provisions for subsequent increases and other adjustments, for leases or agreements to lease then currently being negotiated or executed for comparable space located in first-class buildings (including the Building) in downtown Hartford. In determining fair market rental value, the following factors, among others, shall be taken into account and given effect: size, location of premises, lease term, building amenities, finishes and condition of building, tenant improvement allowances, creditworthiness of the landlord and the tenant, availability of exterior signage, and services provided by the landlord. Notwithstanding anything to the contrary herein contained, the parties hereby agree that, upon the determination of any fair market rental value, Operating Costs for the Base Calendar Year and Real Estate Taxes for the Base Calendar Year shall be changed from that stated in Section 1.1 above to an amount equal to the actual amount of Operating Costs and Landlord's Tax Expense, respectively, for the calendar year immediately preceding the calendar year in which the commencement date of the extended term occurs. In such event, the amount of Base Rent payable hereunder shall be commensurately adjusted to reflect such change in such base years. Landlord shall initially designate fair market rental value and Landlord shall furnish data in support of such designation. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount Landlord's designation of Prevailing Market Rent determined by Landlorda fair market rental value, Tenant may elect to revoke and rescind shall have the exercise of the option right, by giving written notice thereof to Landlord given within thirty (30) days after Tenant has been notified of Landlord's designation, to submit such fair market rental value to appraisal. Fair market rental value shall be submitted to appraisal as follows: fair market rental value shall be determined by impartial MAI appraisers, one to be chosen by Landlord, one to be chosen by Tenant, and a third to be selected, if necessary, as below provided. The unanimous written decision of the two first chosen, without selection and participation of a third appraiser, or otherwise, the written decision of a majority of three appraisers 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 appraiser within ten (10) days following the call for appraisal and, unless such two appraisers shall have reached a unanimous decision within thirty (30) days after their designation, they shall so notify the President of the Hartford Bar Association (or such organization as may succeed to said Hartford Bar Association) and request him or her to select an impartial third MAI appraiser to determine fair market rental value as herein defined. Such third appraiser and the first two chosen shall hear the parties and their evidence and render their decision within thirty (30) days following the conclusion of such hearing and notify Landlord and Tenant thereof. Landlord and Tenant shall bear the expense of the third appraiser (if any) equally. The decision of the appraisers shall be binding and conclusive, and judgment upon the award or decision of the arbitrators may be entered in the appropriate court of law; and the parties consent to the jurisdiction of such court and further agree that any process or notice of Landlord’s determination motion or other application to such court or a Judge thereof may be served outside the State of Prevailing Market Rent. (e) This Option Connecticut by registered mail or by personal service, provided a reasonable time for appearance is allowed. If the dispute between the parties as to Extend is personal to Codex’s Inc. and may a fair market rental value has not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at been resolved before the commencement of Tenant's obligation to pay rent based upon such fair market rental value, then Tenant shall pay Base Rent and other charges under this Lease in respect of the Option Term premises in question based upon the fair market rental value designated by Landlord until either the agreement of any default on the part of Tenant under parties as to the Lease or of any state of facts which with the passage of time fair market rental value, or the giving decision of noticethe appraisers, as the case may be, at which time Tenant shall pay any underpayment of rent and other charges to Landlord, or both, would constitute such a defaultLandlord shall refund any overpayment of rent and other charges to Tenant. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 2 contracts

Sources: Lease Agreement (Lincoln National Corp), Lease Agreement (Lincoln National Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have the option to extend the initial Term of the Lease for an additional a period of five sixty (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (1260) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after following the expiration of the initial Term (the "Extended Term"), on all provisions contained in this Lease (subject to adjustment of Base Rent upon the commencement of the Lease. Tenant’s leasing of the Premises during the Option Extended Term shall be upon as described below, and subject to the same except for such terms and conditions contained in of this Lease as are specifically or by their operation limited to the Lease initial Term only (including, without limitation, Exhibit "C" attached hereto and provisions respecting construction of Lessee Improvements and payment of a Lessee Improvement Allowance) and except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments Lessee shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further right or option or right to extend the term upon the expiration of the Extended Term), by giving notice of exercise of the option (the "Option Notice") to Lessor at least twelve (12) months but not more than eighteen (18) months before the expiration of the then applicable Term. Lessor's ability to plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in its sole and absolute discretion, are fundamental elements of Lessor's willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee's strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee's consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee's failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the express written notice set forth hereinabove, shall act to put Lessor on notice of Lessee's intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Term of this Lease or any statements, written or oral, of Lessee to Lessor to the contrary during the Term of this Lease. If Tenant timely and properly exercises Notwithstanding the foregoing, if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date of giving the Option To ExtendNotice, references in the Lease to the Term Option Notice shall be deemed to mean totally ineffective, or if Lessee is in default (after the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater expiration of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate any applicable period for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses cure pursuant to Article 22 below) on the Lease (date the Extended Term is to commence, in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent any and all other monetary paymentsremedies available to Lessor under this Lease, escalations and triple net payables by Tenantat Lessor's election, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof shall be deemed null and void, the Extended Term shall not commence, and this Lease shall expire at the end of the Term. The option to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend extend granted pursuant hereto is personal to Codex’s Inc. original Lessee signatory to this Lease and may cannot be used byassigned, and shall not be transferable transferred or assignable (voluntarily conveyed to, or involuntarily) to exercised for the benefit of, any other person or entity except for a Tenant Affiliate. (fvoluntarily, involuntarily, by operation of law or otherwise) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ feesassignee or subtenant permitted under Article 13, and with respect to other than a "Permitted Transferee" (as defined in Article 13). All of Lessee's rights under this Article 3.b. shall terminate upon the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any expiration of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions initial Term or sooner termination of this SectionLease.

Appears in 2 contracts

Sources: Office Lease (Doubleclick Inc), Office Lease (Netgravity Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single Subtenant shall have the right and option to extend ---------------- the initial Term of the Lease for an additional period of five two (52) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before until September 30, 2005 (the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c"Extension Term") The Option Term shall commence immediately after commencing upon the expiration of the initial original Term referred to in Section 2.2 (the "Original Term"), provided that Subtenant shall give Sublandlord notice of Subtenant's irrevocable exercise of such option at least ninety (90) days prior to the expiration of the Lease. Tenant’s leasing Original Term and provided further that Subtenant shall not be in default at either the time of giving such notice or at the time of the Premises during commencement of the Option Extension Term in the performance or observance of any of the terms and provisions of this Sublease on the part of Subtenant to be performed or observed. Prior to the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term, and after the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term as it has been extended by the Extension Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Sublease contained shall be applicable to the Extension Term. If Subtenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon and subject the giving of such notice without the requirement of any further action on the part of either Subtenant or Sublandlord. If Subtenant shall fail to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereundersuch option as aforesaid, but in Subtenant shall have no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term Term of this Sublease, time being of the Leaseessence of the foregoing provisions. If Tenant timely and properly exercises The Monthly Fixed Rent payable during the Option To Extend, references in the Lease to the Extension Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Fixed Rent payable by Tenant under this Lease calculated at the rate applicable in effect for the last full month year immediately preceding the commencement of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) Extension Term or (ii) the “Prevailing Fair Market Rent”Rent for the Premises, as determined below, as of the commencement of the Extension Term. As used in this Section Prevailing If for any reason the Monthly Fixed Rent payable during the Extension Term has not been determined as of the commencement of the Extension Term, Subtenant shall pay the Monthly Fixed Rent payable during the immediately preceding year until the Monthly Fixed Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made. For purposes hereof, the Fair Market Rent shall mean the fair rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease for the Premises for a term equal to as of the Option commencement of the Extension Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing conditions then existing. Fair Market Rent shall be determined without reduction by agreement between Sublandlord and Subtenant, but if Sublandlord and Subtenant are unable to agree upon the Fair Market Rent at least two (2) months prior to the date upon which the Fair Market Rent is to take effect, then the Fair Market Rent shall be determined by appraisal made as hereinafter provided by a board of three (3) reputable independent commercial real estate consultants, appraisers, or adjustment for “Tenant Concessions” brokers, each of whom shall have at least ten (10) years of experience in the Westboro office rental market and each of whom is hereinafter referred to as defined below), if any, being offered to prospective new tenants "Appraiser". Subtenant and Sublandlord shall each appoint one such Appraiser and the two (2) Appraisers so appointed shall appoint the third Appraiser. The cost and expenses of comparable spaceeach Appraiser appointed separately by Subtenant and Sublandlord shall be borne by the party who appointed the Appraiser. For purposes The cost and expense of the preceding sentence, Third Appraiser shall be shared equally by Subtenant and Sublandlord. Sublandlord and Subtenant shall appoint their respective Appraisers at least fifty-five (55) days prior to commencement of the term’ “Tenant Concessions” Extension Term and shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeoversdesignate the Appraisers so appointed by notice to the other party. The determination two Appraisers so appointed and designated shall appoint the third Appraiser at least forty-five (45) days prior to the commencement of Prevailing the Extension Term and shall designate such Appraiser by notice to Sublandlord and Subtenant. The board of three (3) Appraisers shall determine the Fair Market Rent based upon of the foregoing criteria Premises as of the commencement of the Extension Term and shall be made by Landlord, in the good faith exercise notify Sublandlord and Subtenant of Landlord’s business judgment. Within their determinations at least thirty (30) days after Tenant’s exercise prior to the commencement of the Option To Extend, Landlord shall notify Tenant of Landlord’s Extension Term. If the determination of Option Term the Fair Market Rent for of any two (2) or all three (3) Appraisers shall be identical in amount, said amount shall be deemed to be the Fair Market Rent of the Premises. If Landlord’s the determination of Prevailing all three (3) Appraisers shall be different in amount, the average of the two (2) values nearest in amount shall be deemed the Fair Market Rent is greater than of the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Premises. The Fair Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend Premises determined in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Section shall be of the essence with respect to all of the provisions of this Sectionbinding and conclusive on Subtenant and Sublandlord.

Appears in 2 contracts

Sources: Sublease (Switchboard Inc), Sublease (Switchboard Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgage or transferred, to extend the initial Original Term of the Lease for an additional period of five (5) additional years (the "Extension Period") provided that (a) Lessee shall give Lessor notice of Lessee's exercise of such period may be referred to as the “Option Term”), as option at least nine (9) full calendar months prior to the entire Premises as it may then exist, upon and subject to expiration of the terms and conditions of this Section (the “Option To Extend”)Original Term, and provided that (b) no default of Lessee (after expiration of applicable notice and cure periods, if any) shall exist at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; giving each applicable notice and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration original Lessee named herein is occupying the entire demised premises both at the time of giving the initial Term applicable notice and at the time of commencement of such Extension Period. Except for the Lease. Tenant’s leasing amount of Annual Base Rent (which is to be determined as hereinafter provided), all the Premises during the Option Term shall be upon terms, covenants, conditions, provisions and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term nor shall Lessor be obligated to make or pay for any improvements to the demised premises nor pay any inducement payments of any kind or nature. Nothing contained in this paragraph shall be deemed or construed to limit Lessor's obligation to maintain and repair the Building and the Land as provided in this Lease. If Lessee shall give notice of its exercise of each such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of such notice without the requirement of any further attention on the part of either Lessor or Lessee. Lessor thereby reserves the right, exercisable by Lessor in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Lessee shall fail to give timely notice of the exercise of such option as aforesaid or if any of the conditions set forth above are not satisfied as and when specified herein, Lessee shall have no right to extend the term Term of this Lease, time being of the Leaseessence of the foregoing provisions. If Tenant timely and properly exercises Any termination of this Lease Agreement shall terminate the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) rights hereby granted Lessee. The Option Term Rent shall mean the greater monthly installment of (i) the Monthly Annual Base Rent payable by Tenant under this Lease calculated at for each twelve (12) month period during the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent Extension Period shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.follows: PERIOD $/PER SF ANNUAL BASE RENT MONTHLY RENT ------ -------- ---------------- ------------ Year 6 $ 7.30 $ 248,813 $ 20,734.43 Year 7 $ 7.60 $ 259,038 $ 21,586.53 Year 8 $ 7.90 $ 269,263 $ 22,438.63 Year 9 $ 8.20 $ 279,488 $ 23,290.73 Year 10 $ 8.50 $ 289,714 $ 24,142.83 --------- TOTAL ...........................$1,346,316

Appears in 1 contract

Sources: Lease Agreement (Centennial Technologies Inc)

Option to Extend. (a) Landlord hereby grants Subject to the then-existing renewal or expansion options of New Balance Athletic Shoe, Inc. pursuant to the terms of its lease of certain premises in the East Building, Tenant a single shall have the right and option to extend the initial Term for two (2) additional periods of the Lease for an additional period of five three (53) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section each (the “Option To ExtendExtension Terms)) commencing with respect to the first Extension Term, and upon the expiration of the Original Term, and, if applicable, with respect to the second Extension Term, commencing upon the expiration of the first Extension Term, provided that at the time Tenant shall give Landlord notice of Tenant’s irrevocable exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is option at least nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term (as it may be extended pursuant hereto) and provided further that Tenant shall not be in default of any monetary obligation and shall not be in default of any non-monetary obligation beyond the expiration of any applicable cure period, at either the time of giving such notice or at the time of the Lease. Tenant’s leasing commencement of the Premises during Extension Term in the Option performance or observance of any of the terms and provisions of this Lease on the part of the Tenant to be performed or observed. Prior to the exercise by Tenant of such first or second options, the expression “Term” shall mean the Original Term, and after the exercise by Tenant of such option, the expression “Term” shall mean the Original Term as it has been extended by the Extension Term. All of the terms, covenants, conditions, provisions and agreements in the Lease contained herein shall be applicable to the Extension Term except (i) Annual Base Rent for each such Extension Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses increased pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service providerprovisions of Section 4.2 hereof, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, Operating Cost Base Year and the Property Tax Base Year for each such Extension Term shall be increased the Calendar Year and Property Tax Year, respectively, in which such Extension Term commences. If Tenant shall give notice of its exercise of said option to extend in the manner and within fifteen (15) days after the Prevailing Market Rent has been determined time period provided aforesaid, the Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereunderany such option as aforesaid, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term Term of this Lease, time being of the Leaseessence of the foregoing provisions. If Tenant timely Within five (5) days of request to do so by either party, the other party shall execute and properly exercises the Option To Extend, references in the Lease deliver written confirmation to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater requesting party of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market RentExtension Term. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (AMICAS, Inc.)

Option to Extend. Borrower shall have the option (the “Option”) to extend the term of this Note for a period of six (6) months from the Maturity Date, such that the extended maturity date (the "Extended Maturity Date"), if applicable, shall be November 1, 2016. The additional six (6) month is referred to herein as the "Option Period". Borrower must give written notice to Lender within thirty (30) days prior to the Maturity Date; provided, however, that in order to exercise the Option, the following additional terms and conditions must be fully complied with: (a) Landlord hereby grants Tenant there shall exist no monetary default or event which, with notice or the expiration of any applicable grace period, would be deemed a single option to extend the initial Term default or an Event of Default under this Note or under any of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”)documents executed in connection herewith, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that both at the time of exercise of such right: notice and at the Maturity Date, (I) Tenant must be in occupancy of the entire Premises; and (iib) there has shall have been no material adverse change in Tenant’s financial position from such position as the status of Borrower, at the date time of execution of notice or at the LeaseMaturity Date, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration all of the initial Term representations and warranties of Borrower, made herein, in the Security Instrument or any of the Lease. Tenant’s leasing of the Premises during the Option Term Other Security Documents shall be upon true, correct and subject to complete, both at the same terms time of notice and conditions contained in at the Lease except that (i) the Monthly Base RentMaturity Date, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (ivd) there Borrower shall be have no further option or right to extend the term of this Note. In the Lease. If Tenant timely and properly exercises event Borrower does exercise the Option, Borrower must pay Lender a $15,000.00 fee for the Option To Extendexercised, references in the Lease to the Term which shall be deemed due and payable at the time Borrower provides written notice of its intent to mean exercise the initial Term as extended by six (6) month Option. Interest during the Option Term unless Period shall be payable monthly on the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater first day of (i) the Monthly Base Rent payable by Tenant under this Lease calculated each month as accrued, at the rate applicable for Applicable Interest Rate. Borrower shall have the right to prepay the whole or any part of this note, at any time during the Option Period, together with accrued and unpaid interest thereon, computed through the last full day of the month of the initial Termprepayment, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within on thirty (30) days after Tenant’s exercise of days’ prior written notice to Lender. During the Option To ExtendPeriod, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Applicable Interest Rate shall be of the essence with respect to all of the provisions of this Sectiontwelve and 00/100 percent (12.00%) per annum.

Appears in 1 contract

Sources: Credit Agreement (TRANS LUX Corp)

Option to Extend. Subject to the rights of existing tenants in the Building as of the date of this Amendment and so long as the Lease, as amended herein, is in full force and effect and Tenant is not in default beyond applicable notice and cure periods in the performance of any of the covenants or terms and conditions of the Lease, as amended, at the time of notification to Landlord or at the time of commencement of the Seventh Extension Term, as that term is hereinafter defined, Tenant shall have the option (athe “7th Amendment Extension Option”) Landlord hereby grants Tenant a single option to extend the initial Term of Term, as extended herein by the Lease Sixth Extension Term, for an the entire Premises, as expanded herein by the Expansion Space, for one (1) additional period of five (5) years (such period may be referred to as the “Option Extension Term”), at the Prevailing Market Rate, as to the entire Premises as it may then existthat term is hereinafter defined, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in this Paragraph 11. Tenant shall provide Landlord with written notice on or before the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) last day of the highest monthly installment seventy-fifth (75th) full calendar month of Monthly Base Rent thereunderthe Sixth Extension Term, but in no event before the last day of the seventy-second (72nd) full calendar month of the Sixth Extension Term, of its exercise of the 7th Amendment Extension Option (the “Extension Notice”). Landlord shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right with a written proposal setting forth its determination of the Prevailing Market Rate to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of receipt of such Extension Notice. Tenant shall have ten (10) days from its receipt of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.proposal

Appears in 1 contract

Sources: Office Lease (Alimera Sciences Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five four (54) years (such period may be referred to as the "Option Term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the "Option To Extend"), and provided that at the time of exercise of such right: (Ii) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s 's financial position from such position as of the date of execution of the Lease, as certified by Tenant’s 's independent certified public accountants, and as supported by Tenant’s 's certified financial statements, copies of which shall be delivered to Landlord with Tenants Tenant's written notice exercising its right hereunder. (b) Tenant’s 's election (the "Election Notice") to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve fifteen months (1215) months before the Expiration Date and no later than the date which is nine twelve (912) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s 's leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s 's Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s 's obligation) shall be amended to equal the "Option Term Rent", defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its "AS-IS" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s 's Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s 's obligation) (collectively, "Preceding Rent") or (ii) the "Prevailing Market Rent". As used in this Section Rider Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements)improvements; age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- mid-Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for "Tenant Concessions" (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “term "Tenant Concessions" shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s 's business judgment. Within thirty (30) days after Tenant’s 's exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s 's determination of Option Term Rent for the Premises. If Landlord’s 's determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s 's sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s 's determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. NetObjects and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliateentity. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s 's failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants Tenant's third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s 's termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants Tenant's exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys' fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Netobjects Inc)

Option to Extend. Tenant shall have two (a2) Landlord hereby grants Tenant a single option options to extend (the initial ---------------- "EXTENSION OPTIONS") the Initial Term of the Lease for an additional period of five consecutive five- (5) years year periods (such period may the foregoing option terms shall be referred to hereinafter sometimes as the “Option Term”"OPTION TERMS"), as by delivering a binding written notice of exercise to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section Landlord (the “Option To Extend”"Extension Notice"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, so that Landlord could obtain from a third party desiring to lease receives the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section EXTENSION NOTICE with respect to the first Option Term at least three hundred sixty (360) days prior to Extendthe end of the Initial Term and with respect to the second Option Term, with at least three hundred sixty (360) days prior to the effect end of canceling and voiding any prior or subsequent exercise so this the first Option to Extend is of no force or effect: (i) Tenant’s failure to timely Term. Tenant may exercise the Option to Extend Extension Options only if this Lease is in accordance with the provisions full force and effect and there is no uncured Event of Default, or any breach of Tenant's obligations under this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. an Event of Default if not cured within any applicable cure period (iii) Tenants third default under an "Incipient Default"), at the Lease prior to time of exercise of the right of renewal or at the time of the commencement of the Option Term, notwithstanding but Landlord shall have the right at its sole discretion to waive the non-default conditions herein; provided, however, that all such defaults may subsequently be cured. In if an Event of Default or Incipient Default exists at the event of Landlord’s termination time Tenant exercises the Extension Option and Landlord does not elect to waive, Landlord shall provide written notice to Tenant of the Option to Extend pursuant to this Section, existence and nature of such Event of Default or Incipient Default and Tenant shall reimburse Landlord be allowed an amount of time to cure such Event of Default or Incipient Default as is otherwise provided for all costs and expenses Landlord incurs in connection with Tenants curing defaults of that type under this Lease, and, if timely cured, Tenant's exercise of the Extension Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any shall be reinstated effective as of the foregoingtime of exercise. The Initial Term, together with any Option Term, are referred to in this Lease as the "Term. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section."

Appears in 1 contract

Sources: Lease (Applied Micro Circuits Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the option to extend the initial Term of the this Lease for an one (1) additional period of five three (53) years (such the "Premises Option") at the then current Fair Market Rent (Exhibit E). The period may be of the Premises Option is referred to herein as the "Option Term”), as ". Tenant shall have no right or interest to exercise the Premises Option unless: (a) Tenant gives the Landlord written notice of its intent to exercise the Premises Option no sooner than six (6) months and no later than three (3) months prior to the entire Premises as it may then exist, upon and subject to end of the terms and conditions of this Section Term (the “Option To Extend”"Extension Notice"), and provided that ; (b) Tenant is not in default at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written extension notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of terms or conditions under this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all nor are there any conditions which with the passage of time could result in a default by Tenant at any time with the exception of cured late rental payments; and (c) (i) Tenant has not filed for or sought protection under any bankruptcy statute, (ii)Tenant has not failed to obtain a vacation from any involuntary bankruptcy proceeding within sixty (60) days of such defaults filing, (iii)Tenant has not defaulted or there are no events which may subsequently be curedcause a default under any of Tenant's debt or indenture obligations. In the event of Landlord’s termination of Annual Base Rent during the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Term shall be as set forth in Section 4.03 below. Time is of the essence with respect to all Tenant's exercise of the provisions Premises Option. Tenant's failure to exactly comply with any of the time or other requirements herein, shall cause the Premises Option to automatically expire and, in such event, this SectionLease shall terminate upon the expiration of the Term. The option to extend the Term pursuant hereto for the Option Term shall be personal to Tenant and shall not be exercisable by or for the benefit of any assignee, subtenant or other transferee of Tenant.

Appears in 1 contract

Sources: Lease Agreement (Open Energy Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single Borrower shall have the option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To to Extend”), and provided that at ) the time of exercise of such right: (I) Tenant must be in occupancy term of the entire Premises; Loan from the Original Maturity Date to the Extended Maturity Date, upon satisfaction of each and (ii) there has been no material adverse change in Tenant’s financial position from such position as every one of the date of execution of the Lease, as certified by Tenantfollowing conditions precedent in Lender’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which discretion: (a) Borrower shall be delivered to Landlord provide Lender with Tenants written notice exercising its right hereunderof Borrower’s request to exercise the Option to Extend not more than one hundred twenty (120) days, but not less than forty-five (45) days, prior to the Original Maturity Date. (b) TenantAs of the date of Borrower’s election (the “Election Notice”) delivery of notice of request to exercise the Option To Extend must be given to Landlord in writing Extend, and as of the Original Maturity Date, no earlier than the date which is twelve months (12) months before the Expiration Date Default shall exist that has not been previously waived by Lender, and no later than event or condition which, with the date which is nine (9) months before giving of notice or the Expiration Date. If Tenant either fails passage of time or elects not to exercise its Option to Extend by not timely giving its Election Noticeboth, then the Option to Extend would constitute a Default shall be null exist, and voidBorrower shall so certify in writing. (c) The Option Term Borrower shall commence immediately after execute or cause the expiration execution of the initial Term of the Lease. Tenant’s leasing of the Premises during all documents reasonably required by Lender to exercise the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent If required by Lender, Lender shall mean obtain, at Borrower’s sole cost and expense, a written appraisal prepared in conformance with the greater requirements and to the satisfaction of (i) Lender that the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month Loan amount as a percentage of the initial Term, plus payment “as-is” fair market value of Tenant’s Share the Property (after adjustment for senior liens and regular and special tax assessments) as of Operating Expenses pursuant to the Lease Original Maturity Date does not exceed fifty-five percent (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation55.00%) (collectively, Preceding RentLoan-to-Value Percentage) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent in the event such fair market value is not sufficient to meet the required Loan-to-Value Percentage, then Borrower shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered have the right to prospective new tenants of comparable space. For purposes pay down the outstanding principal balance of the preceding sentence, the term’ “Tenant Concessions” Loan such that said Loan-to-Value Percentage may be met. Any principal balance reduction shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeoversreduce Lender’s commitment by a like amount. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the Any amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and repaid may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliatere-borrowed. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Modification and Additional Advance Agreement (Hudson Pacific Properties, Inc.)

Option to Extend. Provided that Novavax is not then in default and has not been in default more than one (a1) Landlord hereby grants Tenant time during the Term, in each case both at the time of exercise of a single option Renewal Option (as hereinafter defined), and at the commencement of a Renewal Period (as hereinafter defined), and is then in direct occupancy of at least the entire portion of the Premises which Novavax elects to have renewed at the time of exercise of a Renewal Option, and at the time of the commencement of a Renewal Period, Novavax shall have three (3) options (the “Renewal Options”) to extend the initial Term of the Lease for an additional a period of five (5) years each (such period may be referred to as the each, a Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election NoticeRenewal Period”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term or the applicable Renewal Period, either with respect to the entire Premises, or as to any one Wing of the LeasePremises, as hereinafter provided. Tenant’s leasing In the event that (a) Tenant is then in occupancy of the Premises during entire Premises, Tenant shall have the right to exercise a Renewal Option Term shall be upon and subject with respect to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rententire Premises, plus payment of or (ii) one (1) entire Wing only, at Tenant’s Share option, or (b) Tenant is then in occupancy of Operating Expenses pursuant one (1) entire Wing only, Tenant shall only have the right to exercise a Renewal Option with respect to such Wing. A Renewal Option shall be exercisable only by written notice given by Novavax to Landlord not later than fifteen (15) months, nor earlier than eighteen (18) months, prior to the expiration of the initial Term or the applicable Renewal Period, which notice shall, if applicable, state whether Tenant is exercising its right to renew the Term of this Lease (in addition to all expenses paid directly by Tenant with respect to the utility entire Premises or service provideronly one (1) entire Wing thereof. In the event that Novavax does not timely exercise a Renewal Option, which direct payments shall continue to be Tenant’s obligation) said Renewal Option and all remaining Renewal Options, if applicable, shall be amended null and void and of no further force or effect, time being of the essence in the exercise of a Renewal Option and it being acknowledged and agreed by Novavax that Landlord shall be entitled to equal rely on any failure by Novavax to give written notice of its exercise of a Renewal Option by the date set forth herein for such exercise thereof. All terms and conditions of this Lease shall be applicable during the Renewal Period except that the amount of Base Rent and annual escalations charged for the Renewal Period shall be the then Option Term Prevailing Market Rent”, defined and determined which shall be the rent for renewal tenants leasing comparable space in comparable buildings in the manner set forth in the immediately following Subsection; (ii) the Security DepositGaithersburg submarket of Maryland, taking into account such market concessions, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined as are then being offered by landlords of comparable buildings with respect to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereundercomparable space leased to renewal tenants; provided, but however, that in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall Prevailing Market Rent determined as aforesaid be deemed to mean be less than the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at during the rate applicable Lease Year immediately preceding the first Lease Year of the Renewal Period. If within thirty (30) days following delivery of Novavax’s notice, Landlord and Novavax have not mutually agreed on the Prevailing Market Rent for the last full month Renewal Period, then within ten (10) days after the expiration of the initial Termsuch thirty-day period, plus payment of Tenant’s Share of Operating Expenses pursuant each party shall give written notice to the Lease other setting forth the name and address of a Broker (as hereinafter defined) selected by such party who has agreed to act in addition such capacity, to all expenses paid directly by Tenant to determine the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent. As used in this Section Prevailing Market Rent If either party shall mean fail to select a Broker as aforesaid, the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction by the Broker selected by the other party. Each Broker shall thereupon independently make his or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes her determination of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon within twenty (20) days after the foregoing criteria appointment of the second Broker. If the two Brokers’ determinations are not the same, but the higher of such two values is not more than one hundred five percent (105%) of the lower of them, then the Prevailing Market Rent shall be made by Landlorddeemed to be the average of the two values. If the higher of such two values is more than one hundred five percent (105%) of the lower of them, in then the good faith exercise two Brokers shall jointly appoint a third Broker within ten (10) days after the second of Landlord’s business judgmentthe two determinations described above has been rendered. The third Broker shall independently make his or her determination of the Prevailing Market Rent within twenty (20) days after his or her appointment. The highest and the lowest determinations of value among the three Brokers shall be disregarded and the remaining determination shall be deemed to be the Prevailing Market Rent. Within thirty (30) days (subject to written extension by Landlord) after Tenant’s exercise the later to occur of (i) the Option To Extend, date on which Landlord shall notify Tenant of Landlord’s determination of Option Term and Novavax agree upon the Prevailing Market Rent for or (ii) the Premises. If Landlord’s determination of date on which the Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent otherwise determined by Landlordthe 3-broker method as aforesaid, Tenant may elect Landlord and Novavax shall execute an amendment to revoke and rescind this Lease setting forth the exercise of terms as to the option by giving written notice thereof Renewal Period. If Novavax shall fail to Landlord execute said amendment within such thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. day period (e) This Option to Extend is personal to Codex’s Inc. and as the same may not be used byextended as aforesaid), and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, then Landlord shall have the right, at Landlord’s option exercisable by written notice to Novavax: (a) to cancel the exercise by Novavax of Novavax’s option and to offer to lease and to lease the Premises to others upon such terms and conditions as shall be acceptable to Landlord, or (b) to not cancel the exercise by Novavax of Novavax's option, exercisable at any time prior in which case Novavax shall remain bound by the exercise thereof and Novavax shall be deemed to commencement of the Option Term, to terminate all of the provisions be in default of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this SectionLease. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Deed of Lease (Novavax Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the option to extend (the initial “Option to Extend”) the Extended Term of the Lease for an one (1) additional period of five two (52) years (such period may be referred to as the “Option TermAdditional Extension Period), as to the entire Premises as it may then exist, ) upon and subject to all of the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsmodified hereby, except that Tenant shall have no further right to extend the Term or receive any tenant inducements, and as supported by Tenant’s certified financial statements, copies of which the Base Rent payable under the Lease shall be delivered to Landlord with Tenants written notice exercising its right hereunderin the amount set forth in Section 5(b) below. (ba) Tenant’s election The Option to Extend may be exercised only by Tenant giving Landlord irrevocable and unconditional written notice thereof no later than six (the “Election Notice”6) to exercise the Option To Extend must be given to Landlord in writing months and no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Datecommencement of the Additional Extension Period. If Tenant either fails or elects not to Said exercise its Option to Extend by not timely giving its Election Noticeshall, then the Option to Extend shall at Landlord’s election, be null and void. (c) The Option Term shall commence immediately after void if Tenant has been in default beyond any applicable notice and cure periods under the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises Lease during the Option Term shall be upon Extended Term, or if Tenant is in default beyond any applicable notice and subject to the same terms and conditions contained in cure periods under the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month date of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility said notice or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time thereafter and prior to commencement of the Option Term, said Additional Extension Period. If Tenant shall fail to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the terms hereof, said Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently shall terminate and be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, null and void and Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants have no further right to extend the Extended Term. Tenant’s exercise of the Option to Extend including, without limitation, costs and expenses with respect shall not operate to cure any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making default by Tenant of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingterms or provisions in the Lease, nor to extinguish or impair any rights or remedies of Landlord arising by virtue of such default. If the Lease or Tenant’s right to possession of the Premises shall terminate in any manner whatsoever before Tenant shall exercise the Option to Extend, or before the commencement of the Additional Extension Period, or if Tenant shall have assigned the Lease or subleased all or any portion of the Premises before Tenant shall have exercised the Option to Extend, then immediately upon such termination, sublease or assignment, the Option to Extend shall simultaneously terminate and become null and void. If the Term of the Lease shall terminate for any reason prior to the expiration of the Extended Term, then the Option to Extend shall become null and void, whether or not it has been previously exercised. Time is of the essence of this provision. (gb) Without limiting Tenant shall pay to Landlord, as Base Rent for the generality of any provision of Premises during the Lease, time Additional Extension Period as follows: All Rent payable during the Extension Term shall be of payable in the essence with respect to all of same manner and under the provisions of this Sectionsame terms and conditions as Rent is paid during the Extended Term.

Appears in 1 contract

Sources: Lease Agreement (Serve Robotics Inc. /DE/)

Option to Extend. Subject to the terms of this Section 1.B, Tenant shall have two (a2) Landlord hereby grants Tenant a single option options to extend the initial Term of the Lease for an additional period periods of five (5) years each (such period may be referred to as together, the “Option Terms” and each an “Option Term”), such Option Terms to begin upon the expiration of the Term, or the first option term (“First Option Term”), as to the entire Premises as it case may then existbe, upon and subject to on the same terms and conditions of this Section set forth herein, except that (the “i) an Option To Extend”)Term, and provided that at the time of exercise of such right: (I) Tenant must once exercised cannot be in occupancy of the entire Premises; and exercised again, (ii) there has been no material adverse change Rent concessions, abatements, lease buyouts, tenant allowances or limitations on tax or expense pass-throughs granted with respect to the Term hereof shall be applicable to an Option Term, (iii) Annual Minimum Rent and Monthly Minimum Rent for an Option Term shall be as set forth in Tenant’s financial position from such position as Items 4 and 5 of the date of execution of Schedule. If Tenant desires to extend the LeaseTerm for an Option Term, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Tenant shall be delivered to Landlord with Tenants deliver written notice exercising its right hereunder. (b) Tenant’s election (the Election Extension Notice”) to exercise the Option To Extend must be given Landlord to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and such effect no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term Term, or the First Option Term, as the case may be, time being of the Leaseessence. If not so exercised, Tenant’s leasing of option to extend shall thereupon automatically expire. Once Tenant delivers the Premises during the Option Term shall be upon and subject Extension Notice to the same terms and conditions contained in the Lease except that (i) the Monthly Base RentLandlord, plus payment of as provided above, Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right election to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables irrevocable by Tenant. In order to exercise its option to extend, including consumer price increases, on the date that Landlord could obtain from a third party desiring to lease Tenant exercises its option as well as on the Premises for a term equal to the Option Term and commencing when date that the Option Term is to commence under market leasing conditionscommence, no event of default shall exist and taking Into account no event shall exist which, by the following: the size, location and floor levels giving of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord notice or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of noticetime, or both, would constitute such mature into a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Retail Lease (Midwest Banc Holdings Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Initial Term of the Lease for an one (1) additional consecutive period of five three (53) years (such period may be hereinafter referred to as the “Option TermExtension Period”), as provided that (a) Tenant shall give Landlord notice of Tenant’s exercise of such option at least nine (9) full calendar months prior to the entire Premises as it may then exist, upon and subject expiration of the Initial Term but no sooner than twelve (12) full calendar months prior to the terms expiration of the Initial Term and conditions (b) no Default of this Section (the “Option To Extend”), and provided that Tenant shall exist at the time of exercise of such right: (I) Tenant must be in occupancy giving the applicable notice or the commencement of the entire Premises; Extension Period and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject has not been vacated, abandoned or surrendered (other than any vacancy or abandonment by Tenant in connection with a casualty, condemnation or interruption of services to the same terms Premises) both at the time of giving the applicable notice and conditions contained at the time of commencement of such Extension Period. Except for the amount of Basic Rent and Base Year adjustments for calculating Escalation Charges (which is to be determined as hereinafter provided), all the terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant except as may be required in order to determine Basic Rent and Base Year adjustments for calculating Escalation Charges as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Lease Agreement (Bladelogic Inc)

Option to Extend. (a) Landlord hereby grants So long as Tenant a single is not in default hereunder after applicable notice and grace periods at the time of giving notice or at the commencement of the Extended Term, and so long as this Lease shall be in full force and effect, Tenant shall have the option to extend the initial Term of the Lease ("Options to Extend") for an additional period four (4) extended terms of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section each (the “Option To Extend”"Extended Terms"), and provided that at . Each Extended Term shall commence immediately following the time of exercise of such right: (I) Tenant must be in occupancy end of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of then existing Term. Tenant may exercise its option to extend for any Extended Term by giving written notice to Landlord at any time during the date of execution then existing Term of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing but no earlier later than the date which is twelve months (12) months before prior to the Expiration Date and no later end of the then existing Term. Notwithstanding the preceding sentence, if notice is given earlier than the date which is nine twelve (912) months before prior to the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration end of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentencedate twelve (12) months prior to the end of the existing Term. All terms and conditions applicable during the Term shall apply during any Extended Term, the term’ “Tenant Concessions” except for Yearly Fixed Rent which shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowancesbe as provided below, and lease takeoversthe number of remaining options to extend under this Lease pursuant to this Section 3.3 shall be reduced by the number of options to extend that have already been exercised by Tenant hereunder. If Tenant fails to give such notice exercising its option for any Extended Term within the time provided above, this Lease shall automatically expire at the end of the then existing Term (unless sooner terminated as provided herein). The determination of Prevailing Market Yearly Fixed Rent based upon the foregoing criteria during each Extended Term shall be made by Landlord, in adjusted to be the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing then relevant Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent such rent to be determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with Exhibit B attached hereto, subject to annual increases as set forth in Section 6.1 hereof. Notwithstanding anything herein to the provisions of this Section. (ii) The existence contrary, it is understood and agreed that the Yearly Fixed Rent during only the first and second Extended Terms shall in no event be less than the Yearly Fixed Rent at the time Tenant exercises the Option to Extend or at the commencement of the Option Term expiration of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior then current Term. This limitation shall not apply to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs third and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingfourth Extended Terms if exercised. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (American Realty Capital Trust, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single Provided Lessee is not then in default under any of the provisions or covenants of this Lease, Lessee shall have the option to extend of renewing the initial Term of the Lease for an additional one period of sixty (60) additional months (the "Option") by giving written notice to Lessor of Lessee's intent to renew the Lease Term no less than one hundred eighty (180) days nor more than three hundred sixty-five (5365) years (such period may days prior to the expiration of the initial Lease Term. If the Option is duly exercised, the Lease Term shall be referred automatically extended upon all of the same terms, conditions and covenants as are set forth in the Lease, except that the Base Rent payable by Lessee for the Premises during the term of the Option shall be equal to as the “Option Term”)"Prevailing Market Rental", as hereinafter defined, to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position determined as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the LeaseLease ("Expiration Date"). Tenant’s leasing Anything contained herein to the contrary notwithstanding, if Lessee is in default under any of the Premises during terms, covenants or conditions of this Lease either at the time Lessee exercises the Option Term shall be upon and subject or any time thereafter prior to the same terms commencement date of the term of the Option, and conditions contained in such default is not cured within the Lease except that (i) the Monthly Base Rentapplicable cure period, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (Lessor shall have, in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined of Lessor's other rights and determined remedies provided in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time the right to terminate the Option already exercised by Lessee upon notice to Lessee, in which event the expiration date of this Lease shall be of and remain the essence with respect to all of the provisions of this Section.Expiration Date. 31 55.2

Appears in 1 contract

Sources: Lease Agreement (Atl Products Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the option to extend the initial Term of the this Lease for an two (2) additional period periods of five (5) years (such period may be referred to as each commencing upon the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy expiration of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which then current Term. Such option shall be delivered to Landlord with Tenants exercised only by Tenant giving written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date thereof which is received by Landlord not more than fifteen (15) months and not less than twelve months (12) months before prior to the Expiration Date and no later than expiration of the date which is nine (9) months before then current Term, time being of the Expiration Date. If essence; provided, however, Tenant either fails or elects not shall be entitled to exercise its Option the option to Extend extend granted herein, and the Term of this Lease shall, in fact, be extended by reason of such exercise, only if this Lease is in full force and effect and Tenant is not timely giving its Election Noticein default hereunder after notice and any applicable cure period. Tenant’s failure to exercise the option granted herein in accordance with this Section shall extinguish all subsequent options, if any. In the event the Term of this Lease is in fact extended pursuant to the foregoing, then any such extension shall be upon all of the Option same terms, covenants, provisions and conditions as contained in this Lease except the Monthly Base Rent shall be the Market Rent (as hereinafter defined) for the Premises. The rights hereby granted may only be transferred by Tenant in connection with a Permitted Transfer, or to Extend an assignee of all of Tenant’s right, title and interest under this Lease approved in writing by Landlord pursuant to Section 23 of this Lease. Except as aforesaid, in the event of any assignment of this Lease, the rights set forth in this Section shall automatically terminate and shall thereafter be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Single Tenant Office Lease (Bridgepoint Education Inc)

Option to Extend. (a) Landlord hereby grants Provided Tenant has not become bankrupt or insolvent or has not made an assignment for the benefit of creditors or has not taken the benefit of any statute in force for bankrupt or insolvent debtors, or a single petition in bankruptcy has not been filed against the Tenant or a receiving order has not been made against the Tenant, Primerica Life Insurance Company of Canada or its Permitted Transferee shall have an option to extend the initial Term of the this Lease for an additional period two (2) further periods of five (5) years each (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies each of which shall be delivered herein referred to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the as an Election NoticeExtension Term”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to on the same terms and conditions as contained in this Lease for the Lease except that initial Term, save and except: (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) there shall be amended no further right to equal extend after the “Option Term Rent”, defined and determined in expiry of the manner set forth in the immediately following Subsectionsecond Extension Term; (ii) the Security Deposit, if any, Basic Rent for each Extension Term shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreasedRent; (iii) parking spaces shall be made available to Tenant shall accept at the Premises ratios provided for herein for the initial Term and at the rates (if any) then in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter effect for the Premises or to provide Tenant any allowance thereforProject; and (iv) there shall be no further option tenant’s allowance or right to extend rent-free period for either Extension Term; and (v) the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term Premises shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable accepted by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessionsas is(as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or condition at the commencement of the Option each Extension Term of without Landlord being required to perform any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultwork. (iiib) Tenants third Such right to extend shall be exercisable by Tenant, provided Tenant is not in receipt of a written notice of default under from Landlord or is not then in default for which no notice is required pursuant to the Lease applicable provisions of this Lease, by delivering written notice to Landlord by not later than nine (9) months, and not earlier than twelve (12) months, prior to the commencement expiry of the Option original Term hereof or the first Extension Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination in respect of the Option to Extend pursuant to this Sectionsecond Extension Term, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time failing which such right shall be of the essence with respect to all of the provisions of this Sectionnull and void and forever extinguished.

Appears in 1 contract

Sources: Multi Tenant Office Lease (Primerica, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have the option to extend the initial Term for a period of four (4) years immediately following the expiration of the Lease for an additional period of five Term (5) years (such period may be referred to as the “Option Extended Term”), as to the entire Premises as it may then exist, upon on all provisions contained in this Lease (except for Base Rent and subject to the such other terms and conditions as are specifically or by their operation limited to the initial Term only and except that Lessee shall have no further right or option to extend the term upon the expiration of this Section the Extended Term), by giving notice of exercise of the option (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is Lessor at least twelve months (12) months before the Expiration Date and no later but not more than the date which is nine fifteen (915) months before the Expiration Dateexpiration of the Term. If Tenant either fails Lessor’s ability to plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in its sole and absolute discretion, are fundamental elements of Lessor’s willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee’s strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee’s consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee’s failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no further force or elects not effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the express written notice set forth hereinabove, shall act to exercise its put Lessor on notice of Lessee’s intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Term of this Lease or any statements, written or oral, of Lessee to Lessor to the contrary during the Term of this Lease. Notwithstanding the foregoing, if Lessee is in default (after the expiration of any applicable period for cure pursuant to Article 22 below) on the date of giving the Option to Extend by not timely giving its Election Notice, then the Option Notice shall be totally ineffective, or if Lessee is in default (after the expiration of any applicable period for cure pursuant to Extend Article 22 below) on the date the Extended Term is to commence, in addition to any and all other remedies available to Lessor under this Lease, at Lessor’s election, the exercise of the option shall be deemed null and void, the Extended Term shall not commence, and this Lease shall expire at the end of the Term. Further, the option to extend granted pursuant hereto and this entire Article 3.b. shall be null and void. void and of no further force or effect if during the twelve (c12) month period prior to the delivery of the Option Notice, Lessee has incurred two or more late charges pursuant to Article 40.a. below, due to late payment of Base Rent (regardless of whether such late payment was subsequently cured). The Option Term option to extend granted pursuant hereto is personal to original Lessee signatory to this Lease and cannot be assigned, transferred or conveyed to, or exercised for the benefit of, any other person or entity (voluntarily, involuntarily, by operation of law or otherwise) including, without limitation, to any assignee or subtenant permitted under Article 13. All of Lessee’s rights under this Article 3.b. shall commence immediately after terminate upon the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions sooner termination of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this SectionLease. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Net Office Lease (Borland Software Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have the option to extend the initial Initial Term of the this Lease for an additional one (1) period of five thirty-six (536) years months, commencing immediately following the expiration of the Initial Term (such period may be is referred to herein as the “Extended Term,” “Initial Term” and “Extended Term” are collectively referred to as the Option Term”), as to the entire Premises as it may then exist, upon on all provisions contained in this Lease (except for Base Rent and subject to the such other terms and conditions as are specifically or by their operation limited to the Initial Term only and except that Lessee shall have no further right or option to extend the term upon the expiration of this Section the Extended Term), by giving notice of exercise of the option (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing Lessor no earlier more than the date which is twelve months (12) months before the Expiration Date and but no later less than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Initial Term. Lessor’s ability to plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in its sole and absolute discretion, are fundamental elements of Lessor’s willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee’s strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee’s consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee’s failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the express written notice set forth hereinabove, shall act to put Lessor on notice of Lessee’s intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Initial Term of this Lease or any statements, written or oral, of Lessee to Lessor to the contrary during the Initial Term of this Lease. Tenant’s leasing of Notwithstanding the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Depositforegoing, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) an Event of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” Default (as defined below), if any, being offered to prospective new tenants ) exists on the date of comparable space. For purposes of giving the preceding sentenceOption Notice, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria Option Notice shall be made by Landlordtotally ineffective, or if an Event of Default exists on the date the Extended Term is to commence, in the good faith exercise of Landlordaddition to any and all other remedies available to Lessor under this Lease, at Lessor’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extendelection, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof shall be deemed null and void, the Extended Term shall not commence, and this Lease shall expire at the end of the Initial Term. The option to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend extend granted pursuant hereto is personal to Codex’s Inc. original Lessee signatory to this Lease and may cannot be used byassigned, and shall not be transferable transferred or assignable (voluntarily conveyed to, or involuntarily) to exercised for the benefit of, any other person or entity except for a Tenant Affiliate. (fvoluntarily, involuntarily, by operation of law or otherwise) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ feesassignee or subtenant permitted under Article 13, and with respect to except in the design, construction or making event of any tenant improvements, repairs or renovation or with respect to any payment a “Permitted Transfer” (as defined in Article 13). All of all or part of any allowance for any Lessee’s rights under this Article 3.b. shall terminate upon the expiration of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions Initial Term or sooner termination of this SectionLease.

Appears in 1 contract

Sources: Net Office Lease (Splunk Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Initial Term of the Lease for an one (1) additional consecutive period of five three (53) years (such period may be hereinafter referred to as the “Option Term”)"Extension Period") , as provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least twelve (12) full calendar months prior to the entire Premises as it may then exist, upon and subject to expiration of the terms and conditions Initial Term (b) no Default of this Section (the “Option To Extend”), and provided that Tenant shall exist at the time of exercise of such right: (I) Tenant must be in occupancy giving the applicable notice and the commencement of the entire Premises; Extension Period and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration Original Tenant named herein is itself occupying the entire Premises both at the time of giving the initial Term applicable notice and at the time of commencement of such Extension Period. Except for the Lease. Tenant’s leasing amount of Basic Rent (which is to be determined as hereinafter provided), all the Premises during the Option Term shall be upon terms, covenants, conditions, provisions and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant except as may be required in order to determine Basic Rent as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Lease Agreement (Implant Science Corp)

Option to Extend. (a) Landlord hereby grants to Tenant a single option two (2) options to extend the initial Lease Term of the Lease (each, an "Option") for an additional a period of five (5) years each (such period may be referred to as the “each, an "Option Term") commencing upon the expiration of the initial Lease Term, or the first Option Term, if applicable, upon each of the following conditions and terms: (a) Tenant shall give to Landlord, and Landlord shall actually receive, on a date which is at least [***] ([***]) months and not more than [***] ([***]) months prior to the then scheduled expiration date of the Lease Term, a written notice of Tenant's exercise of the Option (the "Option Notice"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy being of the entire Premises; essence. If the Option Notice is not timely so given and (ii) there has been no material adverse change in Tenant’s financial position from such position as of received, the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Option shall be delivered to Landlord with Tenants written notice exercising its right hereunderautomatically expire. (b) Tenant’s election (the “Election Notice”) Tenant shall have no right to exercise the Option To Extend must be given Option, notwithstanding any provision hereof to the contrary, (1) during the time commencing from the date Landlord gives to Tenant a notice of default pursuant to this Lease and continuing until the noncompliance alleged in said notice of default is cured, or (2) during the period of time commencing on the day after a monetary obligation to Landlord is due from Tenant and unpaid (without any necessity for notice thereof to Tenant) and continuing until the obligation is paid, or (3) if Tenant is in writing no earlier than default of any of the date which is twelve months (12) months before the Expiration Date terms, covenants or conditions of this Lease beyond applicable notice and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and voidcure periods. (c) The Option Term shall commence immediately after the expiration period of the initial Term of the Lease. Tenant’s leasing of the Premises during time within which the Option Term shall may be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and exercised shall not be transferable extended or assignable (voluntarily or involuntarily) enlarged by reason of Tenant's inability to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of exercise the Option Term, to terminate all because of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (iParagraph 45(b) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Sectionabove. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Sana Biotechnology, Inc.)

Option to Extend. (a) Landlord hereby grants Section 9.1. Provided that Tenant a single shall not be in default of its obligations under this Sublease, Tenant shall have an option to extend the initial Term of the Lease this Sublease for an one (1) additional period of five (5) years (such period may be referred to as the “Option Term”"Renewal Period"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which option shall be delivered exercisable by written notice to Landlord with Tenants written notice exercising its right hereunder. given no less than thirteen (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (1213) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term PAGE then current Term. Upon receipt of such notice, Landlord shall exercise its corresponding option to renew the Overlease. All of the Lease. Tenant’s leasing terms, covenants and provisions ▇▇ ▇▇▇▇ ▇ublease shall apply to such Renewal Period, except that the annual fixed rental payable with respect to such Renewal Period shall be equal to the annual Fixed Rent payable to Overlandlord under Article 30 of the Premises during Overlease. In the Option Term event that Tenant elects to exercise its ▇▇▇▇on to extend under this Section 9.1, Tenant shall be upon and subject to responsible for the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to all costs payable by the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) lessee under Section 30.04 of the highest monthly installment of Monthly Base Rent thereunderOverlease. During the Renewal Period, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, all references in the Lease i▇ ▇▇▇▇ ▇▇blease to the Term shall be deemed to mean the initial original Term as extended by the Option Renewal Period. Tenant shall have no further right to extend the Term unless of this Sublease following the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month expiration of the initial TermRenewal Period." 3. Except as specifically herein provided, plus payment all of Tenant’s Share the terms, provisions, covenants and conditions of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments Sublease are hereby ratified and confirmed and shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”in full force and effect. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a Any capitalized term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as not defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord herein shall have the option, exercisable at any time prior meaning ascribed to commencement it under the Sublease. 4. The individuals executing this Amendment hereby represent and warrant that they are empowered and duly authorized to so execute this Amendment on behalf of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Sectionparties they represent. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Sublease (Thermo Terratech Inc)

Option to Extend. (a) Landlord Tenant is hereby grants Tenant a single given the option to extend the initial Term of hereunder (the Lease "Initial Term") for an additional period two (2) periods of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section each (the “Option To Extend”), and "Extension Terms") provided that at the time such options to extend are exercised Tenant shall not be in default under any of the terms of this Lease. Tenant shall give notice in writing to Landlord of its exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is each option at least nine (9) months before prior to the Expiration Datetermination of the Initial Term or the first option term. Prior to the exercise by Tenant of such option, the expression "Term" shall mean the Initial Term, and after the exercise by Tenant of each option, the expression "Term" shall mean the original Term as it has been then extended by the Extension Term. Such extension shall be upon the same terms, covenants and conditions as are contained in this Lease except that the Base Rent for the extension period shall be $421,497.00 per annum for the first option term and $515,163.00 per annum for the second option term. If Tenant either fails or elects not shall give notice of its exercise of said option to exercise its Option to Extend by not timely giving its Election Noticeextend in the manner and within the time period provided aforesaid, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be extended upon and subject the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereundersuch option as aforesaid, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions of this Sectionforegoing provision.

Appears in 1 contract

Sources: Office/Light Manufacturing Lease (Empi Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single Sublessee shall have the option (“Option to Extend), which option and right shall not be severed from this Sublease or separately assigned, mortgaged or transferred, to extend the initial Sublease Term of the Lease for an one (1) additional consecutive period of five commencing on October 1, 2008, and ending on November 29, 2011 (5) years (such period may be hereinafter referred to as the “Option TermExtension Period”), as provided that (a) Sublessee shall give Sublessor notice of Sublessee’s exercise of such option at least six (6) full calendar months prior to the entire Premises as it may then exist, upon expiration of the initial Sublease Term and subject to the terms and conditions (b) no Event of this Section (the “Option To Extend”), and provided that Default shall exist at the time of giving such notice and at the commencement of the Extension Period. Except for the amount of Base Sublease Rent payable during the Extension Period (which is to be determined as hereinafter provided), all of the terms, covenants, conditions, provisions and agreements in this Sublease shall be applicable to the Extension Period, except that there shall be no further options to extend the Sublease Term nor shall Sublessor be obligated to make or pay for any improvements to the Subleased Premises nor pay any inducement payments of any kind or nature. If Sublessee shall give notice of its exercise of such right: (I) Tenant must be option to extend in occupancy of the entire Premises; manner and (ii) there has been no material adverse change in Tenant’s financial position from such position as of within the date of execution of time period provided aforesaid, the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Sublease Term shall be delivered extended upon the giving of such notice without the requirement of any further attention on the part of either Sublessor or Sublessee except as may be required in order to Landlord with Tenants written notice exercising its right hereunderdetermine Base Sublease Rent as hereafter set forth. (b) Tenant’s election (If Sublessee shall fail to give timely notice of the “Election Notice”) exercise of such option as aforesaid, Sublessee shall have no right to exercise extend the Option To Extend must be given Sublease Term, time being of the essence of the foregoing provisions. Any termination of this Sublease shall terminate the rights hereby granted to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and voidSublessee. (c) The Option Term Base Sublease Rent payable for each twelve (12) month period during the Extension Period shall commence immediately after be the expiration Fair Market Rental Value (as said term is hereinafter defined) as of the initial Term commencement of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, Extension Period but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater less than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Base Sublease Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except per annum payable for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any last twelve (12) calendar months of the foregoing. (g) Without limiting the generality of any provision initial Sublease Term. “Fair Market Rental Value” shall be computed as of the Leasebeginning of the Extension Period and shall mean the economic terms at which sublandlords are subleasing to subtenants, time and subtenants are subleasing from sublandlords, for a comparable term, non-renewal, non-equity space comparable in size to the Subleased Premises, from a willing sublandlord to a willing subtenant, at arm’s length, which comparable space is located in “Comparable Buildings” in the vicinity (i.e., of a similar age and quality considering any recent renovations or modernization, and floor plate size) or, if such Comparable Buildings, or comparable space within Comparable Buildings, is not available, adjustments shall be made in the determination of Fair Market Rent to reflect the age and quality of the essence Building and Premises as contrasted to other buildings used for comparison purposes, with respect to all similar amenities, taking into consideration size, location, floor level, proposed term of the provisions lease, the ratio of rentable square feet to usable square feet, the type of escalation clause (e.g., whether increases in additional rent are determined on a net or gross basis), extent of services to be provided, the time that the particular rate under consideration became or is to become effective, the fact that this Sectionis a sublease, as opposed to a lease, and other relevant factors as well as all subtenant concessions and inducements and all sublandlord requirements and benefits.

Appears in 1 contract

Sources: Sublease Agreement (Lightbridge Inc)

Option to Extend. (a) Landlord hereby grants So long as no Event of Default by Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject exists pursuant to the terms and conditions of this Section Lease (at either the time of Tenant’s exercise of its option hereunder, or as of the commencement of any Extension Term as hereinafter defined), Tenant shall have the option to extend the term of this Lease for two (2) five (5) year periods and a third period of approximately four (4) years and eleven (11) months ending at the end of the 11th full month after the 29th anniversary of the Commencement Date, (each an Option To ExtendExtension Term”), commencing when the Initial Term of this Lease expires, upon the following terms and provided conditions. As used in this Lease, the word “Term” shall mean the Initial Term and, to the extent applicable, each Extension. Term. (a) Tenant shall give to Landlord, on a date which is prior to the date that the applicable Extension Term would commence (if exercised) by at least three hundred sixty (360) days, a written notice of the time of exercise of such right: (I) Tenant must the option to extend the Lease for said Extension Term. Such notice shall be given in occupancy accordance with the requirements of Section 31 hereof. If notification of the entire Premises; exercise of an option is not so given and received, Landlord shall provide written notification that such Extension option will expire unless exercised within ten (ii10) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsbusiness days thereafter, and as supported by Tenant’s certified financial statementsif not thereafter exercised, copies of which all options granted to Tenant pursuant to this Section 3.3 shall be delivered to Landlord with Tenants written notice exercising its right hereunderautomatically expire. (b) Tenant’s election (All of the “Election Notice”) terms and conditions of the Lease, except where specifically modified by Section 5.2 below, shall apply to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and voideach Extension Term. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term Tenant shall be upon and subject permitted to exercise its option to extend the same terms and conditions contained in Term pursuant to this Section 3.3 as to less than the Lease except that entire Building; provided, however, that: (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to notice in accordance with Section 3.3(a) must indicate the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%specific portion(s) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall Building to which the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Extension Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premisesrelate; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent in no event shall Tenant be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered entitled to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect its option to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend extend in accordance with this Section 3.3 as to less than any entire floor within the provisions of this Section. Building; (ii) The existence all portions of the Premises to which the Extension Term shall not apply shall be tendered to Landlord by Tenant in a condition consistent with the requirements set forth at Section 16 of this Lease at the time expiration of the then existing Term or Extension Term; and (iii) Landlord and Tenant exercises the Option shall execute an amendment to Extend or at this Lease, which amendment shall, as of the commencement of the Option Term of any default on Extension Term: (A) adjust Tenant’s Base Rent; (B) adjust the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement definition and depiction of the Option TermPremises; (C) establish the terms and conditions pursuant to which Tenant shall pay its pro-rata share of all Property Costs and Taxes (as hereinafter defined at Section 5.3), notwithstanding that and account for the creation of common areas upon the Premises and within the Building as may be necessary; and (D) establish all such defaults may subsequently be cured. In the event of Landlordother requisite revisions hereto necessitated pursuant to Tenant’s termination extension of the Option Term as to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to less than all of the provisions Premises in accordance with this Section 3.3. Such amendment to lease shall not be a condition to the exercise of this Sectionsuch removal hereunder but shall be a continuing obligation of Landlord and Tenant until completed.

Appears in 1 contract

Sources: Lease Agreement (Griffin Capital Net Lease REIT, Inc.)

Option to Extend. (a) Landlord hereby grants Paragraph 2.B of the Base Lease is deleted in its entirety and replaced by the following: Provided Tenant a single option is not in default under any of the terms, provisions, covenants and conditions of the Lease, and provided that Tenant is in sole occupancy of the entire Demised Premises, then upon the expiration of the term of this Lease Tenant shall have the right to extend the initial Term term of the Lease for an additional one (1) extension period of five (5) years (such period may be referred to as the “Option "First Extension Term"), as followed by one (1) extension period of three (3) years (the "Second Extension Term"). Tenant shall have no right to the entire Premises as it may then exist, upon and subject to Second Extension Term unless Tenant exercised the terms and conditions of this Section (option for the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the LeaseFirst Extension Term. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further 's option or right to extend the term of the LeaseLease shall be exercisable by Tenant giving written notice of the exercise of the extension right to Landlord at least twelve (12) months prior to the expiration of the original term, or the First Extension Term, as applicable. If In the event Tenant timely fails to so give written notice of its intent to exercise its extension right as provided above, Tenant's option to extend the term of the Lease shall be deemed to have been waived by Tenant and properly shall be of no further force or effect. In the event Tenant exercises its extension right in accordance with the Option To Extendprovisions hereof, the term of the Lease shall be extended accordingly, and all the references contained in the Lease to the Term term, whether by number of years or number of months, shall be deemed construed to mean refer to the original term of the Lease, as extended, whether or not specific reference is made thereto in the Lease. Tenant acknowledges that it is important for Landlord to know whether or not the option is exercised by Tenant so that it may seek a replacement tenant to avoid loss of rent. Accordingly, the time within which the option must be exercised and the reply by Tenant to Landlord's proposed fair market rent is hereby made of the essence. Each extended term of the Lease shall be upon the same terms, conditions, and covenants as set forth in the Lease except: (1) All provisions relating to the initial Term as extended construction of the Demised Premises shall be deleted and/or any allowance by the Option Term unless the context clearly requires otherwiseLandlord shall be deleted. (d2) During the First Extension Term, Tenant's only Extension Right shall be the option for the Second Extension Term. There shall be no further right or option to extend the term of the Lease during or after the Second Extension Term. (3) The Option Base Rent to be paid by Tenant during each extension term shall be the fair market rent; provided that in no event shall the annual Base Rent during the First Extension Term Rent shall mean be less than the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at in the rate applicable for the last full month final year of the initial original term, nor shall the annual Base Rent during the Second Extension Term be less than the Base Rent payable by Tenant during the final year of the First Extension Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to notwithstanding that fair market rent may be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”lower. As used in this Section Prevailing Market Rent shall mean the Fair market rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” each extension term as provided in Paragraph (as defined below)iv) hereunder. (4) Within thirty (30) days after Landlord receives Tenant's notice exercising its extension option Landlord shall submit to Tenant, if anyin writing, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The its determination of Prevailing Market Rent based upon fair market rent for the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgmentapplicable extension term. Within thirty (30) days after Tenant’s exercise Tenant receives the fair market rental figure, Tenant shall have the right to dispute the rent by written notice received by Landlord within the thirty (30) day time period. Failure by Tenant to dispute the rent in this manner shall be deemed, automatically and conclusively, an acceptance by Tenant of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premisesrent submitted. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within Within thirty (30) days after Landlord receives Tenant's notice disputing the rent, Landlord and Tenant shall each designate an independent, qualified commercial real estate broker with not less than seven (7) years of Landlord’s determination experience, who regularly conducts business in Monmouth County and who is familiar with Monmouth County office/flex/warehouse rentals, for the purpose of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used byhaving them agree on the then current fair market rent for the Demised Premises within Monmouth County, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except New Jersey, for a Tenant Affiliate. (f) Upon the occurrence of any term of the following events, Landlord shall have same duration as the option, exercisable extension term at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section issue with respect to the Option to Extend, with the effect of canceling similar tenant expense assumptions and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be curedcontributions. In the event that the two designees cannot agree upon one figure, then the designees shall select a third person with comparable qualifications, and the agreement of Landlord’s termination two of the Option to Extend pursuant to this Sectionthree designees shall prevail, or if two cannot agree, the average of their three rents shall prevail. Landlord and Tenant shall reimburse Landlord for all costs each pay the fees and expenses Landlord incurs in connection with Tenants of their own designee, and they shall share, equally, the fees and expenses of the third. The greater of (a) the monthly Base Rent for the final year original term; or (b) the fair market rent so determined, shall be the Base Rent payable monthly for the First Extension Term. The greater of (a) the monthly Base Rent for the final year of the First Extension Term, or (b) the fair market rent so determined, shall be the Base Rent payable for the Second Extension Term. If Tenant gives notice of the exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect its option more than twelve (12) months prior to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any expiration of the foregoing. original term, then Landlord shall have until eleven (g11) Without limiting months prior to the generality of any provision expiration of the Leaseoriginal term or the First Extension Term, time as applicable, to submit its determination of fair market rent. Landlord and Tenant shall be execute and deliver to each other a written statement of the essence with respect to all of rent for the provisions of this Sectionextended term when determined as herein provided.

Appears in 1 contract

Sources: Lease (Millennium Cell Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five three (53) years (such period may be referred to as the "Option Term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the "Option To Extend"), and provided that at the time of exercise of such right: (Ii) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s 's financial position from such position as of the date of execution of the Lease, as certified by Tenant’s Tenants independent certified public accountants, and as supported by Tenant’s 's certified financial statements, copies of which shall be delivered to Landlord with Tenants Tenant's written notice exercising its right hereunder. (b) Tenant’s 's election (the "Election Notice") to exercise the Option To to Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s 's leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s 's Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s 's obligation) shall be amended to equal the "Option Term Rent", defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the the. Security Deposit be decreased; (iii) Tenant shall accept the Premises in its "AS-IS" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s 's Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s 's obligation) (collectively, "Preceding Rent") or (ii) the "Prevailing Market Rent". As used in this Section Rider Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements)improvements; age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- mid-Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for "Tenant Concessions" (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “term "Tenant Concessions" shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s 's business judgment. Within thirty (30) days after Tenant’s 's exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s 's determination of Option Term Rent for the Premises. If Landlord’s 's determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s 's sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s 's determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Maxygen, Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s 's failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s 's termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants Tenant's exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing.brokerage (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Maxygen Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Initial Term of the Lease for an one (1) additional consecutive period of five (5) years (such period may be hereinafter referred to as the “Option Term”"Extension Period"), as provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least twelve (12) full calendar months prior to the entire Premises as it may then exist, upon and subject to expiration of the terms and conditions Initial Term (b) no Default of this Section (the “Option To Extend”), and provided that Tenant shall exist at the time of exercise of such right: (I) Tenant must be in occupancy giving each applicable notice and the commencement of the entire Premises; applicable Extension Period and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration Original Tenant named herein is itself occupying the entire Premises both at the time of giving the initial Term applicable notice and at the time of commencement of such Extension Period. Except for the Lease. Tenant’s leasing amount of Basic Rent (which is to be determined as hereinafter provided), all the Premises during the Option Term shall be upon terms, covenants, conditions, provisions and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant except as may be required in order to determine Basic Rent as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Sublease (Genomic Solutions Inc)

Option to Extend. (a) Provided that, at the time of such exercise, (i) this Lease is in full force and effect, and (ii) no Event of Default shall have occurred and be continuing (either at the time of exercise or at the commencement of the Extended Term), and (iii) the originally-named Tenant shall be in occupancy of at least eighty percent (80%) of the Premises for the conduct of its business and shall not have assigned this Lease or sublet more than twenty percent (20%) of the Premises (other than to any entity to which assignment or subletting by the originally named Tenant shall have been permitted under Article 6 without Landlord’s Consent) (any of which conditions described in clauses (i), (ii), and (iii) may be waived by Landlord hereby grants at any time in Landlord’s sole discretion), Tenant a single shall have the right and option to extend the initial Term of the this Lease for an additional period one extended term (the “Extended Term”) of five (5) years by giving written notice to Landlord not later than nine (such period may be referred to as the “Option Term”), as 9) months and not sooner than twelve (12) months prior to the entire Premises as it may then existexpiration date of the Initial Term. Without limiting the foregoing, upon all of the rights created by this Section 2.3 shall be personal to the originally named Tenant under this Lease and subject shall not apply in favor of or be exercisable by any assignee of this Lease (other than an assignee to which assignment by the originally named Tenant shall have been permitted under Article 6 without. Landlord’s consent) or other successor to Tenant’s rights under the Lease nor any sublessee of all or any portion of the Premises. The effective giving of such notice of extension by Tenant shall automatically extend the Term of this Lease for the Extended Term, and no instrument of renewal or extension need be executed. In the event that Tenant fails timely to give such notice to Landlord, this Lease shall automatically terminate at the end of the Initial Term and Tenant shall have no further option to extend the Term of this Lease. The Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Term and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of the Extended Term. The Extended Term shall be on all the terms and conditions of this Section (the “Option To Extend”)Lease, and provided that at the time of exercise of such rightexcept: (Ix) Tenant must shall have no further option to extend the Term, (y) the Basic Rent for the Extended Term shall be in occupancy the Fair Market Rental Value of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position Premises as of the date of execution commencement of the LeaseExtended Term, as certified taking into account all relevant factors, determined pursuant to Section 2.3(b) below, and (z) Landlord shall not be required to furnish any materials or perform any work to prepare the Premises for Tenant’s occupancy during the Extended Term and Landlord shall not be required to provide any work allowance or reimburse Tenant for any alterations made or to be made by Tenant’s independent certified public accountants, or to grant Tenant any rent concession. Notwithstanding anything contained herein to the contrary, it is understood and as supported agreed by Tenant’s certified financial statementsthe parties that in no event shall the annual Basic Rent for the Extended Term (whether determined by agreement, copies by arbitration or otherwise) be less than the annual Basic Rent payable by Tenant immediately prior to the commencement of which shall be delivered to Landlord with Tenants written notice exercising its right hereunderthe Extended Term. (b) Promptly after receiving Tenant’s election notice extending the Term of this Lease pursuant to Section 2.3(a) above, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rental Value (as defined in Section 2.3(c) below) of the “Election Notice”) Premises for the upcoming Extended Term, but in no event shall Landlord be required to exercise deliver such estimate sooner than eight (8) months prior to the Option To Extend must be given to Landlord expiration of the Term then in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Dateeffect. If Tenant either fails or elects not is unwilling to exercise its Option accept Landlord’s estimate of the Fair Market Rental Value as set forth in Landlord’s notice referred to Extend above, and the parties are unable to reach agreement thereon within thirty (30) days after the delivery of such notice by not timely giving its Election NoticeLandlord, then either party may submit the Option determination of the Fair Market Rental Value of the Premises to Extend shall be null and void. arbitration by giving notice to the other party naming the initiating party’s arbitrator within ten (c10) The Option Term shall commence immediately days after the expiration of such thirty (30)-day period. Within fifteen (15) days after receiving a notice of initiation of arbitration, the initial Term responding party shall appoint its own arbitrator by notifying the initiating party of the Leaseresponding party’s arbitrator. Tenant’s leasing If the second arbitrator shall not have been so appointed within such fifteen (15) day period, the Fair Market Rental Value of the Premises during the Option Term shall be upon and subject to determined by the same terms and conditions contained in initiating party’s arbitrator. If the Lease except that (i) second arbitrator shall have been so appointed, the Monthly Base Renttwo arbitrators thus appointed shall, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) responding party’s notice of appointment of the highest monthly installment second arbitrator, appoint a third arbitrator. If the two initial arbitrators are unable timely to agree on the third arbitrator, then either may, on behalf of Monthly Base Rent thereunderboth, but in no event shall request such appointment by the Security Deposit be decreased; (iii) Tenant shall accept Boston office of JAMS, Inc., or its successor, or, on its failure, refusal or inability to act, by a court of competent jurisdiction. The Fair Market Rental Value of the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter for the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Extended Term shall be deemed to mean the initial Term as extended determined by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent method commonly known as Baseball Arbitration, whereby Landlord’s selected arbitrator and Tenant’s selected arbitrator shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month each set forth its respective determination of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Fair Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels Rental Value of the Premises; , and the type third arbitrator must select one or the other (it being understood that the third arbitrator shall be expressly prohibited from selecting a compromise figure). Landlord’s selected arbitrator and quality of tenant improvements (including Tenant’s Improvements); age and location selected arbitrator shall deliver their determinations of the Project; quality of construction Fair Market Rental Value of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable Premises to the Premises third arbitrator within five (5) Business Days of the appointment of the third arbitrator and the third arbitrator shall render his or her decision within ten (10) days after receipt of both of the other two determinations of the Fair Market Rental Value of the Premises. The third arbitrator’s decision shall be binding on both Landlord and Tenant. The third arbitrator shall be a commercial real estate broker who is independent from the parties and who has not worked for either party or their affiliates in the Project prior five (5) years and who has at least ten (10) years’ experience in comparable buildings in the mid- Peninsula areafinancial district of Boston. Each party shall pay the fees of its own arbitrator, and other factors that would be relevant to such a the fees of the third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent arbitrator shall be determined without reduction or adjustment for “shared equally by the parties. In the event Tenant Concessions” (initiates the aforesaid arbitration process and as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Extended Term the amount of any default on the part Basic Rent for the Extended Term has not been determined, Tenant shall pay the amount determined by Landlord for the Premises and when the determination has actually been made, an appropriate retroactive adjustment shall be made as of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be curedExtended Term if necessary. In the event that such determination shall result in an overpayment by Tenant of Landlord’s termination any Basic Rent, such overpayment shall be paid by Landlord to Tenant promptly after such determination has been made, and if such determination shall result in an underpayment by Tenant of the Option to Extend pursuant to this Sectionany Basic Rent, Tenant shall reimburse pay any such amounts to Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingpromptly following such determination. (gc) Without limiting For purposes of this Section 2.3, the generality determination of any provision “Fair Market Rental Value” shall mean the then fair market rental value of the LeasePremises taking into account all then relevant factors, time shall be whether favorable to Landlord or Tenant, and based upon rental rates agreed to in comparable transactions executed within six (6) months prior to such determination with new tenants for comparable space in the Building or, if comparable transactions do not exist in the Building, then an amount that landlords of first class multi-tenanted commercial office buildings in the same market area of the essence City of Cambridge, Massachusetts have agreed to accept with respect tenants of comparable creditworthiness for comparable space (in terms of condition and floor location) of a comparable size, for a comparable use, for a nonrenewal term equal to all the Extended Term and commencing as of the provisions first day of this Sectionthe Extended Term and taking into account all other relevant factors.

Appears in 1 contract

Sources: Lease Agreement (Arsanis, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant The Parent Borrower may at any time and from time to time request that all or a single option portion of the Term Loans of any Class (an “Existing Term Loan Class”) be converted to extend the initial scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Parent Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lease for an additional period Lenders of five the applicable Existing Term Loan Class) (5a “Term Loan Extension Request”) years setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (such period x) the scheduled final maturity date shall be extended and all or any of the scheduled amortization payments of principal of the Extended Term Loans may be referred delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in Section 2.5 or in the Joinder Agreement, as the “Option Term”)case may be, as with respect to the entire Premises Existing Term Loan Class from which such Extended Term Loans were converted, in each case as it may then exist, upon and subject to the terms and conditions more particularly set forth in paragraph (d) of this Section 2.15 below) and (y) (A) the “Option To Extend”interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for the Term Loans of such Existing Term Loan Class and/or (B) additional fees may be payable to the Lenders providing such Extended Term Loans in addition to or in lieu of any increased margins contemplated by the preceding clause (A), and in each case, to the extent provided that at in the time of exercise of such right: (I) Tenant must applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, no Extended Term Loans may be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full except in accordance with the last sentence of execution Section 5.1(a). No Lender shall have any obligation to agree to have any of its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of Existing Term Loan Class from which shall be delivered to Landlord with Tenants written notice exercising its right hereunderthey were converted. (b) Tenant’s election The Parent Borrower or the Foreign Subsidiary Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (the each, an Election NoticeExisting Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to exercise extend the Option To Extend must termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Parent Borrower or the Foreign Subsidiary Borrower shall provide a notice to the Administrative Agent (who shall (A) the interest margins with respect to the Extended Revolving Credit Commitments may be given to Landlord in writing no earlier higher or lower than the date which is twelve months interest margins for the Specified Existing Revolving Credit Commitments and/or (12B) months before additional fees may be payable to the Expiration Date Lenders providing such Extended Revolving Credit Commitments in addition to or in lieu of any increased margins contemplated by the preceding clause (A) and no later (z) the revolving credit commitment fee rate with respect to the Extended Revolving Credit Commitments may be higher or lower than the date which is nine Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to the extent provided in the applicable Extension Amendment; provided that, notwithstanding anything to the contrary in this Section 2.15 or otherwise, (91) months before the Expiration Date. If Tenant either fails or elects not borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend any Existing Revolving Credit Commitments shall be null made on a pro rata basis with all other Extended Revolving Credit Commitments and void(2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 14.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Option Parent Borrower or the Foreign Subsidiary Borrower shall provide the applicable Extension Request at least five (5) Business Days prior to the date on which Lenders under the applicable Existing Class or Existing Classes are requested to respond. Any Lender (an “Extending Lender”) wishing to have all or a portion of its Term shall commence immediately after the expiration Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the same terms and conditions contained in the Lease except that Administrative Agent (ian “Extension Election”) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant on or prior to the Lease (date specified in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) such Extension Request of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlordits Term Loans, Tenant may elect to revoke and rescind the exercise Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the option by giving written notice thereof Existing Class or Existing Classes subject to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option such Extension Request that it has elected to Extend is personal to Codex’s Inc. and may not be used byconvert into Extended Term Loans or Extended Revolving Credit Commitments, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be curedas applicable. In the event that the aggregate amount of Landlord’s termination Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the Option Existing Class or Existing Classes subject to Extend Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to this Sectionthe Extension Request, Tenant Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall reimburse Landlord be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for all costs purposes of the obligations of a Revolving Credit Lender in respect of Swingline Loans under Section 2.1(e) and expenses Landlord incurs Letters of Credit under Article 3, except that the applicable Extension Amendment may provide that the Swingline Maturity Date may be extended and the related obligations to make Swingline Loans may be continued so long as the Swingline Lender has consented to such extensions in its sole discretion (it being understood that no consent of any other Lender shall be required in connection with Tenants exercise any such extension). Notwithstanding the foregoing, for the avoidance of doubt, neither the U.S. Letter of Credit Commitments nor the Spanish Letter of Credit Commitments shall be extended unless the prior written consent of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making applicable Letter of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingCredit Issuer is obtained. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. In the event that Sublandlord has no intention or plans to use the Subleased Premises for itself or its affiliated companies, or either of their successors or assigns, Subtenant has one (a1) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease this Sublease for an additional a period of five one (51) years year (such period may be referred to as the Option Extension Term”)) commencing upon December 1, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and 2007 provided that (a) no default beyond any applicable grace and cure periods in the obligations of the Subtenant to pay Annual Fixed Rent or Additional Rent under this Sublease shall exist at the time such option is exercised and no other payment default or material default beyond applicable notice and grace periods shall exist under this Sublease either at the time of notice of exercise of the option or upon the day of commencement of such right: Extension Term, (Ib) Tenant must Subtenant shall give notice to Sublandlord of its exercise of the applicable option not later than June 30, 2007, and (c) at the time such option is exercised and as of the first day of the Extension Term, the original Subtenant shall be itself be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as 100% of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsSubleased Premises, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord Sublandlord has not within thirty (30) days after from Subtenant’s notice to exercise this option notified Subtenant that Sublandlord rejects the option because Sublandlord has an intention or plan to use the Subleased Premises for itself or its affiliated companies. All the provisions of Landlord’s determination this Sublease shall be applicable during the Extension Term except that (a) Subtenant shall have no additional option to extend the Term of Prevailing Market Rent. this Sublease beyond the Extension Term, (eb) This Option to Extend is personal to Codex’s Inc. and may not the Annual Fixed Rent shall be used by$252,126, and shall not be transferable or assignable (voluntarily or involuntarilyc) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all none of the provisions of this Early Entry or any improvements shall apply nor shall Sublandlord be required to pay any inducement payments nor make any alterations of any kind or nature. Section with respect to the Option to Extend, 19(e)- Add a new Section 19(e) in its entirety with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effectfollowing: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Sublease Agreement (GlassHouse Technologies Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single one (1) option to extend the initial Term of the Lease for an additional period of five three (53) years (such period may be referred to as the "Option Term"), as to all (but not part) of the entire Premises as it such may then exist, upon and subject to the terms and conditions of set forth in this Section 6 (the "Option To Extend"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease, as extended hereby. Tenant’s leasing 's hiring of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (ia) the Monthly Rent shall be equal to the "Option Term Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, ," defined and determined in the manner set forth in the immediately following Subsectionbelow; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iiib) Tenant shall accept the Premises Premises, the Building and the Project in its “AS-an "AS IS" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises Premises, Building or Project or to provide Tenant any allowance therefor; for any of the foregoing, and (ivc) there shall be no further option or right to extend the term Term of the Lease, or any right to renew this Lease during the Option Term. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (c) Tenant's election to exercise the Option To Extend must be given to Landlord in writing no later than six (6) months prior to the expiration of the Term of the Lease, as extended hereby. (d) The Option Term Rent shall mean Notwithstanding anything to the greater contrary contained herein, all rights of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments Option To Extend shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent automatically terminate without notice and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction of no further force and effect, whether or adjustment for “not Tenant Concessions” (as defined below)has timely exercised the option granted herein, if any, being offered to prospective new tenants (a) at the time of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant Extend or at the time of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extendthere exists a default hereunder, with the effect of canceling and voiding or any prior act or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default omission on the part of Tenant under the Lease or of any state of facts which which, with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under hereunder, or (b) Landlord has given Tenant two (2) or more notices of the existence of a default hereunder, during the initial Term of the Lease, as extended hereby, whether or not such default is subsequently cured, or (c) a late charge has become payable pursuant to the Lease prior to two (2) or more times during the initial Term of the Lease, as extended hereby, or (d) Tenant does not occupy all of the Premises at the time of exercise of the Option To Extend or at the time of commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s a termination of the Option to To Extend pursuant to this SectionSection 6, Tenant shall reimburse Landlord for all costs cost and expenses expense Landlord incurs in connection with Tenants Tenant's exercise of the Option to Extend Option, including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingcommissions. (ge) Without limiting The Option Term Rent for the generality Premises for the Option Term shall mean the greater of any provision (a) the Rent payable by Tenant under this Lease for the twelve (12) month period immediately prior to the commencement of the Leaseapplicable Option Term (the "Preceding Base Rent"), time or (b) the "Market Rent", which as used herein shall be mean the amount of Rent that Landlord could obtain from a third party desiring to lease the essence with respect to all of the provisions of this Section.Premises under a lease containing terms and conditions substantially

Appears in 1 contract

Sources: Lease (Adept Technology Inc)

Option to Extend. (a) Landlord hereby grants a. Tenant a single option shall have the options to extend the initial Term of the Lease (each, an "Extension Option") for an two (2) additional period periods of five (5) years Lease Years each (such period may be referred to as the “Option Term”each, an "Extension Period"), as provided that: (i) Tenant delivers written notice (the "Extension Notice") to Landlord of Tenant's election to exercise an Extension Option no later than twelve (12) months, nor earlier than fifteen (15) months, prior to the expiration of the then current Term, time being of the essence; and (ii) no Monetary Default shall have occurred and remain uncured at the time of the exercise of an Extension Option. b. Except as otherwise expressly provided below in this paragraph, Tenant may not elect to extend the Term for an Extension Period with respect to less than all of the rentable area of the Premises. Tenant may elect to extend the Term for an Extension Period with respect to a portion of the Premises which (i) comprises an aggregate rentable area of no less than fifty percent (50%) of the total rentable area of the Building, and (ii) contains no less than the entire rentable area on contiguous floors of the Building. For purposes of example only, Tenant would be permitted to extend the Term for an Extension Period with respect to all of floors 2, 3 and 4 of the Building assuming the total rentable square footage of such floors equaled or exceeded 50% of the total rentable area of the Building, but Tenant would not be permitted to extend the Term with respect to only floors 1, 2 and 4 of the Building even if the total rentable area of such floors comprised 50% of the total rentable area of the Building). Furthermore, it is understood and agreed that in no event shall Tenant be permitted to extend the Term with respect to any portion of the Premises as it may then exist, upon and subject to which comprises less than a full floor of the Building. c. All terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsincluding, without limitation, all provisions governing the payment of Additional Rent, shall remain in full force and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises effect during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease applicable Extension Period, except that (i) the Monthly Annual Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to Rent payable during the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments applicable Extension Period shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following SubsectionRelevant Renewal Rate (hereafter defined); (ii) the Security Deposit, if any, Base Year for the applicable Extension Period shall be increased within fifteen the calendar year in which occurs the first day of the applicable Extension Period, and (15iii) days after Landlord shall not be obligated to make any improvements or alterations in or to the Prevailing Premises nor shall there be any improvement allowance, rental abatement or other tenant concessions provided by Landlord in connection with the applicable Extension Period. d. With respect to the first Extension Period and provided Tenant is leasing all of the rentable area of the Building during the first Extension Period, the "Relevant Renewal Rate" for the first Extension Period shall be one hundred three percent (103%) of the Annual Base Rent payable by Tenant in the Lease Year immediately preceding the first Extension Period. With respect to the second Extension Period and provided Tenant is a Full Building Tenant during the second Extension Period, the "Relevant Renewal Rate" for the second Extension Period shall be ninety-five percent (95%) of the Fair Market Rent has been determined to equal Rental Rate (hereinafter defined). In the event that Tenant is not a Full Building Tenant during the first Extension Period or the Second Extension Period, then the "Relevant Renewal Rate" shall be one hundred percent (100%) of the highest monthly installment Fair Market Rental Rate. e. The term "Fair Market Rental Rate" shall mean one hundred percent (100%) of Monthly Base Rent thereunderthe fair market rental rate that would be agreed upon between a landlord and a tenant entering into a lease renewal for a comparable term in comparable office space as to build-out, but location, configuration and size, in no event shall a Comparable Building assuming the Security Deposit be decreasedfollowing: (A) the landlord and tenant are informed and well-advised and each is acting in what it considers its own best interests; and (iiiB) Tenant will continue to pay its share of Operating Expenses as described in Section 4.b. of this Lease subject to a new Base Year as provided hereinabove. The Fair Market Rental Rate shall accept reflect the Premises in its “AS-IS” condition without economic equivalent of any obligation of tenant improvement allowance, free rent periods or any other special concessions (for example, design fees, refurbishing allowances, etc.) which Landlord to repaint, remodel, repair, improve or alter the Premises or may agree to provide Tenant in connection with any allowance therefor; and (iv) there shall be no further option or right to extend the term extension of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant Section 31 (it being understood that the determination of Fair Market Rental Rate shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of be reduced by the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making economic equivalent of any tenant improvementsimprovement allowance, repairs free rent periods or renovation or with respect any other special concessions not provided to any payment of all or part of any allowance for any of Tenant and which are otherwise reflected in the foregoingcomparable fair market rental rates being obtained). (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Deed of Lease (Vse Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option to extend the initial Term of the Lease for an two (2) additional period successive periods of five (5) years each (such period may be referred to as the each, an Option Extension Term”), as to commencing the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately day after the expiration of the initial Initial Term of or prior Extension Term, respectively, and ending on the Lease. Tenant’s leasing of the Premises during the Option Term fifth (5th) anniversary thereof, provided that Tenant shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment give Landlord notice of Tenant’s Share exercise of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within such option no more than fifteen (15) days after months and no less than twelve (12) months prior to the Prevailing Market Rent has been determined to equal one hundred percent (100%) expiration of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall Initial Term or the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial first Extension Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditionsrespectively, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors further that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable in default beyond any applicable notice or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence cure periods at the time Tenant exercises the Option to Extend of giving such notice or at the commencement of the Option Extension Term in the performance or observance of any default of the terms and provisions of this Lease on the part of the Tenant under to be performed or observed. Prior to the exercise by Tenant of such option, the expression “Term” shall mean the Initial Term as the same may have been extended, and after the exercise by Tenant of such option, the expression “Term” shall mean the Term as it has been then extended. All of the terms, covenants, conditions, provisions and agreements in this Lease or contained shall be applicable to the then extended Term, except as hereinafter set forth. If Tenant shall give notice of any state its exercise of facts which with this option to extend in the passage of manner and within the time or period provided aforesaid, the Term shall be extended upon the giving of notice, such notice without the requirement of any further action on the part of either Landlord or both, would constitute such a default. (iii) Tenants third default under the Lease prior Tenant. If Tenant shall fail to the commencement give timely notice of the Option Term, notwithstanding that all exercise of such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Sectionoption as aforesaid, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise have no right to extend the Term of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the this Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. The Basic Rent payable during each Extension Term shall be the greater of this Section(a) 100% of the Basic Rent for the last year of the Initial Term or prior Extension Term, respectively, or (b) ninety-five percent (95%) of the Fair Market Rent determined in accordance with Section 15.1 above. Landlord shall provide a refurbishment allowance to Tenant in the amount of Fifteen ($15.00) Dollars per square foot of the Premises Rentable Area for the first Extension Term if the same is exercised by Tenant in accordance with the terms hereof. This option shall be personal to Tenant and its Affiliates, and shall not be exercisable by any other party.

Appears in 1 contract

Sources: Lease Agreement (TechTarget Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single one (1) option to extend the initial Term of the Lease for an additional a period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then existand such option, upon and subject to the terms and conditions of this Section (the “Option To to Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in . Tenant’s financial position from such position as notice of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To to Extend (an “Option Exercise Notice”) must be given to Landlord in writing no earlier sooner than the date which is fifteen (15) months and no later than twelve months (12) months before prior to the Expiration Date and no later than expiration date of the date which is nine (9) months before the Expiration DateInitial Term. If any such written notice is not delivered to Landlord within the required period, Tenant either fails or elects not shall be deemed to have waived the Option to Extend. Anything herein contained to the contrary, (i) Tenant shall have no right to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. if any person or entity other than Tenant or its Permitted Transferees (cas defined in Section 16.9 below) The Option Term shall commence immediately after the expiration is then physically or legally occupying any portion of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following SubsectionPremises; (ii) Tenant shall have no right to exercise the Security Deposit, Option to Extend if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iiiA) Tenant shall accept is in default on the Premises in its “AS-IS” condition without any obligation date of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises giving the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. Exercise Notice (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, Preceding RentNotice Date”) or (iiB) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring has delivered to lease the Premises for a term equal Tenant two (2) or more notices of default at any time prior to the Option Term Notice Date (regardless of whether such defaults were cured within any applicable cure period provided herein); and commencing when (iii) if Tenant is in default on the date the Option Term is to commence under market leasing conditionscommence, and taking Into account the following: the sizethen, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of at Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extendelection, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on shall not commence and this Lease shall expire at the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement end of the Option Initial Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Building Lease (Freedom Acquisition I Corp.)

Option to Extend. Tenant shall have two (a2) Landlord hereby grants Tenant a single option options to extend (the initial "Extension Option") the Term of the Lease for an additional period periods of five (5) years each (such period may the foregoing option terms {or either of them) shall be referred to hereinafter sometimes individually or collectively as the "Option Term"), as by delivering a binding written notice of exercise to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section Landlord (the “Option To Extend”"Extension Notice"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, so that Landlord could obtain from a third party desiring to lease receives the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section Extension Notice with respect to the first Option Term at least three hundred sixty (360) days prior to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the first Option Term and so that Landlord receives the Extension Notice with respect to the second Option Term at least one hundred eighty (180) days prior to the commencement of the second Option Term. Tenant may exercise the Extension Option only if this Lease is in full force and effect and there is no uncured Event of Default, or any default on event the part of Tenant under the Lease occurrence or of any state of facts which existence which, with the passage of time or the giving of notice, or both, would constitute such a default. an Event of Default (iii) Tenants third default under an "Incipient Default"), at the Lease prior to time of exercise of the right of renewal and at the time of the commencement of the Option Term, notwithstanding but Landlord shall have the right at its sole discretion to waive the nondefault conditions herein; provided, however, that all such defaults may subsequently be cured. In if an Event of Default or Incipient Default exists at the event of Landlord’s termination time Tenant exercises the Extension option and Landlord does not elect to waive, Landlord shall provide written notice to Tenant of the Option to Extend pursuant to this Section, existence and nature of such Event of Default or Incipient Default and Tenant shall reimburse Landlord be allowed an amount of time to cure such Event of Default or Incipient Default as is otherwise provided for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.curing

Appears in 1 contract

Sources: Lease (Inspire Insurance Solutions Inc)

Option to Extend. (a) Landlord hereby grants Provided Tenant a single is not in default of any material terms, covenants or conditions contained in this Lease at the time of Tenant's exercise of its option to extend the initial Original Term, as hereinafter set forth, and provided further that the Tenant is not in default of any terms, covenants or conditions contained in this Lease at the time of the commencement of each extended term, Tenant shall have the right at its election to extend the Original Term of the this Lease for an one (1) additional period of five commencing January 15, 2006 and terminating January 14, 2011 (5hereinafter referred to as "Option" or "Option Period", as case may be) years (such period may said Option Period shall be referred to as the "extended term", provided further that Tenant gives to Landlord written notice of the exercise of the election of the Option Term”), as at least twelve (12) months prior to the entire Premises as it may then existexpiration of the Original Term. All the same terms, upon and subject to the terms covenants and conditions of this Section (Lease contained shall apply to the “Option To Extend”)Extended Term, and provided except that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which rent shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (adjusted as provided in Article 6, Section 6.1.2 and that the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without not have any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to again extend the term of this Lease beyond the Leaseextended term. If the Tenant timely and properly exercises shall give notice of the Option To Extend, references exercise of an election in the Lease to manner and within the time provided herein, the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in giving of notice without the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence requirements of any action or the execution of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default further instruments on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of noticeLandlord and Tenant, or both, would constitute such a default. (iii) Tenants third default under the Lease prior except only to the commencement extent to confirm Annual Fixed Rent and percentage of Tenant's obligation for real estate taxes and operating expenses and the Option Term, notwithstanding that all such defaults may subsequently be curedlike. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs The Original Term and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Extended Term shall be of collectively referred to as the essence with respect to all of the provisions of this Section"Term".

Appears in 1 contract

Sources: Lease Agreement (Benchmark Electronics Inc)

Option to Extend. Tenant shall have three (a3) Landlord hereby grants Tenant a single option options to extend (the initial ---------------- "Extension Options") the Initial Term of the Lease for an additional period of consecutive five (5) years year periods (such period may the foregoing option terms shall be referred to hereinafter sometimes as the "Option Term”Terms"), as by delivering a binding written notice of exercise to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section Landlord (the “Option To Extend”"Extension Notice"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, so that Landlord could obtain from a third party desiring to lease receives the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section Extension Notice with respect to the first Option Term at least three hundred sixty (360) days prior to Extendthe end of the Initial Term and with respect to the second Option Term, at least three hundred sixty (360) days prior to the end of the first Option Term and with respect to the effect third Option Term, at least three hundred sixty (360) days prior to the end of canceling and voiding any prior or subsequent exercise so this the second Option to Extend is of no force or effect: (i) Tenant’s failure to timely Term. Tenant may exercise the Option to Extend Extension Options only if this Lease is in accordance with the provisions full force and effect and there is no uncured Event of Default, or any breach of Tenant's obligations under this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. an Event of Default if not cured within any applicable cure period (iii) Tenants third default under an "Incipient Default"), at the Lease prior to time of exercise of the right of renewal or at the time of the commencement of the Option Term, notwithstanding but Landlord shall have the right at its sole discretion to waive the non-default conditions herein; provided, however, that all such defaults may subsequently be cured. In if an Event of Default or Incipient Default exists at the event of Landlord’s termination time Tenant exercises the Extension Option and Landlord does not elect to waive, Landlord shall provide written notice to Tenant of the Option to Extend pursuant to this Section, existence and nature of such Event of Default or Incipient Default and Tenant shall reimburse Landlord be allowed an amount of time to cure such Event of Default or Incipient Default as is otherwise provided for all costs and expenses Landlord incurs in connection with Tenants curing defaults of that type under this Lease, and, if timely cured, Tenant's exercise of the Extension Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any shall be reinstated effective as of the foregoingtime of exercise. The Initial Term, together with any Option Term, are referred to in this Lease as the "Term. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section."

Appears in 1 contract

Sources: Lease (Applied Micro Circuits Corp)

Option to Extend. Borrower shall have the option to extend ("Option to Extend") the term of the Loan from the Original Maturity Date to the Extended Maturity Date, upon satisfaction of each and every one of the following conditions precedent: (a) Landlord hereby grants Tenant a single option Borrower shall provide Lender with written notice of Borrower's request to extend exercise the initial Term of Option to Extend, in the Lease for an additional period of five form attached hereto as Exhibit C, not less than thirty (530) years days nor more than ninety (such period may be referred to as the “Option Term”), as 90) days prior to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunderOriginal Maturity Date. (b) Tenant’s election (As of the “Election Notice”) date of Borrower's delivery of notice of request to exercise the Option To Extend must to Extend, and as of the Original Maturity Date, no Default shall have occurred and be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date continuing, and no later than event or condition which, with the date which is nine (9) months before giving of notice or the Expiration Date. If Tenant either fails passage of time or elects not to exercise its Option to Extend by not timely giving its Election Noticeboth, then the Option to Extend would constitute a Default shall have occurred and be null continuing, and voidBorrower shall so certify in writing. (c) The Option Term Borrower shall commence immediately after execute or cause the expiration execution of the initial Term of the Lease. Tenant’s leasing of the Premises during all documents reasonably required by Lender to exercise the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean At Borrower's sole cost and expense, the greater issuance by First American Title Insurance Company, and Lender's receipt, of (i) any endorsements to the Monthly Base Rent payable Title Policy deemed necessary by Tenant under this Lease calculated at Lender, insuring the rate applicable for the last full month priority and validity of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant Security Instrument as modified by this Agreement as a first and valid lien upon the Property subject only to the Lease such exceptions as have been approved by Lender in writing (in addition Lender being deemed to have approved all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises exceptions contained in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined belowTitle Policy), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option On the Original Maturity Date, Borrower shall pay to Extend is personal to Codex’s Inc. and may not be used byLender an extension fee in the amount of 0.10% of the unpaid principal balance of the Loan, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliateas determined on the Original Maturity Date. (f) Upon If requested by Lender, Borrower has delivered to Lender a written "as is" appraisal prepared in conformance with the occurrence of any requirements of the following events, Landlord shall have the option, exercisable at any time prior to commencement Comptroller of the Option Term, Currency confirming to terminate all the satisfaction of Lender that the total commitment amount of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior Loan (whether disbursed or subsequent exercise so this Option to Extend is of no force or effect: (iundisbursed) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement as a percentage of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement fair market value of the Option TermProperty (after adjustment for senior liens and regular and special tax assessments) as of the Original Maturity Date does not exceed sixty percent (60%) ("Loan-to-Value Percentage"); provided, notwithstanding that all such defaults may subsequently be cured. In however, in the event of Landlord’s termination such fair market value is not adequate to meet the required Loan-to-Value Percentage, then Borrower may pay down the outstanding principal balance of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise Loan such that said Loan-to-Value Percentage may be met. The valuation date of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time such appraisal shall be of no more than sixty (60) days before the essence with respect to all of the provisions of this Section.Original Maturity Date. Any principal balance reduction may not be re-borrowed. HOU:0050320/00225:1822429v5 LOAN NO. 1015580

Appears in 1 contract

Sources: Loan Agreement (Hines Global Reit Ii, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single option two (2) options to extend the initial Term term of the Lease each for an additional period of five (5) years (such period may be referred to as years, the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies first of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term term and, if the first option is properly exercised, the second of which shall commence immediately after the expiration of the Lease. Tenant’s leasing of the Premises during the Option Term shall be first option term, upon and subject to the same terms term and conditions contained in the Lease herein, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant Rent for the Premises during an option term shall be equal to the Lease (in addition to all expenses paid directly by Tenant to then-fair market rent for the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and Premises determined in the manner set forth in the immediately following Subsection; subparagraph (iiA) the Security Depositbelow, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant ii)Tenant shall accept the Premises at the commencement of an option term in its “AS-an "AS IS" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance thereforPremises; and (iviii) there shall be no further option or right options to extend the term of the Lease. (A) Tenant's election to exercise the first option to extend as granted herein must be given to Landlord in writing no less than twelve (12) months prior to expiration of the initial term and, if Tenant properly exercises the first option, Tenant's election to exercise the second option to extend as granted herein must be given to Landlord in writing no less than twelve (12) months prior to the expiration of the first option term. If Tenant timely and properly exercises the Option To Extendoption(s) as set forth herein, references in the Lease to the Term term shall be deemed to mean include the initial Term as extended by the Option Term applicable option term, unless the context clearly requires provides otherwise. (d. Notwithstanding anything to the contrary contained herein, all option rights of Tenant pursuant to this Paragraph 2(c) The Option Term Rent shall mean automatically terminate without notice and shall be of no further force and effect, whether or not Tenant has timely exercised the greater of option(s) as set forth herein, if (i) the Monthly Base Rent payable by Tenant under this Lease calculated an event of default (after applicable notice and cure periods) exists at the rate applicable for time of exercise of an option or at the last full month time of commencement of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) applicable option term or (ii) Landlord has given Tenant two (2) or more notices respecting a default during the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean initial term of the rent and all other monetary paymentsLease or the first option term, escalations and triple net payables by Tenantas the case may be, including consumer price increaseswhether or not the default is subsequently cured, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels or (iii) Tenant has subleased fifty percent (50%) or more of the Premises; . (B) If Tenant properly exercises an option to extend the type and quality of tenant improvements (including Tenant’s Improvements); age and location term of the Project; quality of construction of the Project; services to be provided by Lease, Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises Tenant shall attempt in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with to reach agreement on the amount of Prevailing Market Monthly Base Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of that will be applicable during the option by giving written notice thereof term. If Landlord and Tenant are unable to Landlord reach agreement as to the fair market rent within thirty (30) days after Landlord's receipt of Tenant's notice of Landlord’s determination exercise of Prevailing Market RentTenant's option to extend, then either party may demand an appraisal by giving written notice to the other party, which demand must state the name, address and qualifications of an appraiser selected by the party demanding an appraisal (the "Notifying Party"). The fair market rent shall then be determined as follows: (1) Within ten (10) business days following the Notifying Party's appraisal demand, the other party (the "Non-Notifying Party") shall either approve the appraiser selected by the Notifying Party or select a second properly qualified appraiser by giving written notice of the name and qualifications of such other appraiser to the Notifying Party. If the Non-Notifying Party fails to select an appraiser within such ten (10) business day period, then the Notifying Party's appraiser shall be deemed selected by both parties and no other appraiser shall be selected. If two appraisers are selected, such two appraisers shall select a third qualified appraiser within ten (10) business days following selection of the second appraiser. If the two appraisers fail to select a third qualified appraiser, then the third shall be appointed by the then presiding judge of the Superior Court of Alameda County upon application by either party. (e2) This Option If only one appraiser is selected, then that appraiser shall notify the parties in simple letter form of his/her determination of the fair market rent within fifteen (15) business days following his/her selection, which appraisal shall be conclusive and binding on the parties as the fair market rent. If multiple appraisers are selected, they shall meet not later than fifteen (15) business days following the selection of the last appraiser. At such meeting, the appraisers shall attempt to Extend is personal determine the fair market rent as of the termination date of the Lease by agreement of at least two (2) of the appraisers. If two (2) or more of the appraisers agree on the fair market rent at the initial meeting, such agreement shall be determinative and binding upon the parties and the agreeing appraisers shall, in simple letter form executed by the agreeing appraisers, forthwith notify both Landlord and Tenant of the amount set by such agreement. If multiple appraisers are selected and two (2) appraisers are unable to Codex’s Inc. agree on the fair market rent, then all appraisers shall submit to Landlord and may not Tenant an independent appraisal of the fair market rent within twenty (20) business days following appointment of the final appraiser. The parties shall then determine the fair market rent by averaging the appraisals, provided that any high or loss appraisal, differing from the middle by more than ten percent (10%) of the middle appraisal, shall be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliatedisregarded. (f3) Upon Fair market rent shall be determined without taking into account the occurrence value of any alterations or improvements made to the Premises or the Project work at Tenant's expense. All appraisers shall be members of the following events, Landlord American Institute of Real Estate Appraisers and shall have at least five (5) years experience appraising properties comparable to, and in the optionvicinity of, exercisable at any time prior to commencement the Premises. If only one appraiser is selected, then each Party shall pay one-half (1/2) of the Option Termfees of that appraiser. If three appraisers are selected, to terminate all each party shall bear the fee of the provisions appraiser that it selected and one-half (1/2) of this Section with respect to the Option to Extend, with fees of the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Sectionthird appraiser. (iiC) The existence at If the time Tenant exercises amount of the Option to Extend or at fair market rent is not known as of the commencement of the Option Term applicable option term, then Tenant shall continue to pay the Monthly Base Rent in effect at the expiration of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time initial term or the giving of noticefirst option term, or bothas the case may be, would constitute such a default. (iii) Tenants third default under until the Lease prior to the commencement amount of the Option Term, notwithstanding that all fair market rent for the applicable option term is determined. When such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Sectiondetermination is made, Tenant shall reimburse pay any deficiency to Landlord, or Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option shall pay any overpayment to Extend includingTenant, without limitationas applicable, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingupon demand. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Net Office Lease (Doubletwist Inc)

Option to Extend. (a) Landlord hereby grants At the expiration of the Third Extended Term of this Lease, if this Lease shall then be in full force and effect and no default beyond the applicable cure period then exists, Tenant a single shall have the option to extend the initial Term of the this Lease for an additional period extended term of five (5) years Lease Years (such period may be referred to as the “Option Fourth Extended Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained stated in the Lease this Lease, except that the Annual Base Rent during the Fourth Extended Term shall be at the Market Rent as determined below, provided further, however, that (ia) the Monthly Annual Base Rent, plus payment Rent payable during the Fourth Extended Term shall not be less than that payable during the final year of Tenant’s Share the Third Extended Term of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsectionthis Lease; (iib) the Security Deposit, if any, Landlord shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined have no obligation to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but do any work in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant give any allowance thereforwork allowance; (c) there shall be no rent abatement period; and (ivd) there shall be no further option or to extend beyond the expiration of the Fourth Extended Term. In order to exercise the said option to extend, Tenant shall give Landlord written notice thereof not later than June 30, 2025. Tenant shall have no right to exercise its option to extend the term of the Lease. If Tenant timely Term, and properly exercises the Option To Extend, references in the Lease to the Term any attempted exercise shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater void and of no effect, if: (i) the Monthly Base Rent payable by named Tenant under has assigned this Lease calculated or has at any time subleased, in the rate applicable for the last full month aggregate, more than 50% of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) Premises; or (ii) Tenant shall be in default hereunder and such default shall not have been cured at the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels time of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below)attempted exercise or, if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days such default occurs after Tenant’s attempted exercise of the Option To Extendoption, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for at the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise time of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to proposed commencement of the Option Fourth Extended Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Nve Corp /New/)

Option to Extend. Provided Tenant is not in Default and has not assigned or subleased any portion of the Premises, other than to a Permitted Transferee, Tenant shall have the right and option (a“Option”) Landlord hereby grants Tenant a single option to extend the initial Term of the this Lease for an two (2) additional period periods of five (5) years each (such period may be referred to as the each an “Option Term”)) with respect to all of the Premises. The Option Term shall commence on the day immediately succeeding the last day of the then current Term and shall end on the day immediately preceding the fifth (5th) anniversary of the first day of such Option Term. Tenant shall exercise the Option by giving written notice to Landlord of its election to do so not earlier than twelve (12) months or later than nine (9) months prior to the expiration date of the applicable Term. The giving of such notice of extension by Tenant shall automatically extend the Term of this Lease for such Option Term, and no instrument of renewal or extension need be executed. In the event that Tenant fails to give notice to Landlord, this Lease shall automatically terminate at the end of the Term, as extended, and Tenant shall have no further option to extend the entire Premises as it may then existTerm of this Lease. The Option shall be exercisable by Tenant only on the express condition that at the time of the exercise, upon and subject at all times after the exercise of the Option until the commencement of the Option Term, Tenant shall not be in Default under any of the provisions of this Lease and Tenant or a Permitted Transferee is occupying the Premises. The Option is personal to Glaukos Corporation and/or a Permitted Transferee. The Option Term shall be on all the terms and conditions of this Section Lease, except that: (the “Option To Extend”), and provided that at the time of i) following Tenant’s exercise of such right: (I) the second Option Term, Tenant must be in occupancy of shall have no further right or option to extend the entire Premises; Term as provided by this Paragraph and (ii) there has been no material adverse change the Annual Basic Rent for each Option Term shall be the Fair Market Rental Value of the Premises (including periodic adjustments) for such Option Term, determined pursuant to the following paragraph. If Tenant subleases any portion of the Premises or assigns or otherwise transfers any interest under this Lease, the Option shall lapse. For the purposes hereof, “Fair Market Rental Value” of the Premises shall mean the prevailing annual market rental value (which rental value determination may include increases in Tenant’s financial position from such position Rent during the Option Term) for space of comparable type, size, quality and location in comparable buildings located within Aliso Viejo, California, as of the date of execution commencement of the Leaseapplicable Option Term (“Comparable Transactions”), taking into consideration and adjusting for, as certified by appropriate, the amount and availability of parking, differences in project amenities, condition of the space in question, operating expense protections, insurance obligations and type of lease (net, gross, etc.), as well as the following concessions (collectively, the “Renewal Concessions”): (i) rental abatement concessions, if any, being granted such tenants in connection with such comparable space; (ii) tenant improvements or allowances provided or to be provided for such comparable space taking into account and deducting the value of the existing Tenant Improvements in the Premises, such value to be based upon the age, quality and layout of the Tenant Improvements existing in the Premises are specifically suitable to Tenant (iii) other reasonable monetary concessions being granted such tenants in connection with such comparable space. The fact that landlords are or are not paying real estate brokerage commissions in connection with such comparable space and the period of rental abatement, if any, granted to tenants in comparable transactions in connection with the design, permitting and construction of tenant improvements in such comparable spaces shall not be considered. The Fair Market Rental Value shall additionally include a determination as to whether, and if so to what extent, Tenant must provide Landlord with financial security, such as a letter of credit or security deposit, for Tenant’s independent certified public accountants, and as supported by Rent obligations in connection with Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing lease of the Premises during the applicable Option Term. Such determination shall be made by reviewing the extent of financial Glaukos Building 26600 NNN Form 11/16 -35- security then generally being imposed in Comparable Transactions from tenants of comparable financial condition and credit history to the then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). Promptly after receiving Tenant’s notice of its election to exercise the Option to extend the Term of this Lease (but in no event less than six (6) months prior to the expiration of the existing Term, Landlord shall provide Tenant with Landlord’s good faith estimate of the Fair Market Rental Value of the Premises for the Option Term (“Landlord’s Fair Market Rental Value Notice”). In the event that Tenant objects to Landlord’s determination of the Fair Market Rental Value within twenty (20) business days following Tenant’s receipt of Landlord’s Fair Market Rental Value Notice, Landlord and Tenant shall attempt to agree upon the Fair Market Rental Value using their good faith efforts. If Landlord and Tenant fail to reach agreement within ten (10) business days following Tenant’s objection to the Fair Market Rental Value (the “Outside Agreement Date”), then within five (5) business days after the Outside Agreement Date, the parties shall each make a separate determination of the Fair Market Rental Value, which determinations shall be upon and subject submitted to the same terms and conditions contained arbitration in the Lease except that accordance with Subsections (i) through Subsection (vii) below. (i) Landlord and Tenant shall each appoint one arbitrator who shall be a real estate broker who shall have been active over the Monthly Base Rentfive (5) year period ending on the date of such appointment in the leasing of commercial office properties in Aliso Viejo, plus payment California. The determination of Tenant’s Share of Operating Expenses pursuant to the Lease arbitrators (in addition to all expenses paid directly by Tenant to including the utility or service provider, which direct payments shall continue to be Tenant’s obligationthird arbitrator provided for below) shall be amended limited solely to equal the “Option Term Rent”issue of whether Landlord’s or Tenant’s submitted Fair Market Rental Value is the closest to the actual Fair Market Rental Value, defined and as determined in by the manner set forth in arbitrators, taking into account the immediately following Subsection; (ii) the Security Deposit, if any, requirements herein. Each such arbitrator shall be increased appointed within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent applicable Outside Agreement Date. (100%ii) The two (2) arbitrators so appointed shall within ten (10) days of the highest monthly installment date of Monthly Base Rent thereunder, but in no event the appointment of the last appointed arbitrator agree upon and appoint a third neutral arbitrator who shall be qualified under the Security Deposit be decreased; same criteria set forth hereinabove for qualification of the initial two (2) arbitrators. (iii) Tenant The three (3) arbitrators shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days of the appointment of the third arbitrator reach a decision as to whether the parties shall use Landlord’s or Tenant’s submitted Fair Market Rental Value and shall notify Landlord and Tenant thereof. (iv) The decision of the majority of the three (3) arbitrators shall be binding upon Landlord and Tenant. (v) If either Landlord or Tenant fails to appoint an arbitrator within fifteen (15) days after notice the applicable Outside Agreement Date, then the arbitrator appointed by one of them shall reach a decision, notify Landlord and Tenant thereof and such arbitrator’s decision shall be binding upon Landlord and Tenant. (vi) If the two (2) arbitrators fail to agree upon and appoint a third arbitrator, or if both parties fail to appoint an arbitrator, then the appointment of the third arbitrator or any arbitrator shall be dismissed and the matter to be decided (that is, the selection of Landlord’s determination or Tenant’s submitted Fair Market Rental Value) shall be forthwith submitted to arbitration under the provisions of Prevailing Market Rentthe American Arbitration Association, but subject to the instruction set forth in this Subsection. (evii) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any The cost of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time arbitration shall be of the essence with respect to all of the provisions of this Section.paid by Landlord and Tenant equally. Glaukos Building 26600 NNN Form 11/16 -36-

Appears in 1 contract

Sources: Office Building Lease (GLAUKOS Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Original Term of the Lease for an one (1) additional consecutive period of five (5) years (such period may be hereinafter referred to as the “Option Term”"Extension Period"), as provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least twelve (12) months prior to the entire Premises as it expiration of the Original Term (but such notice may then exist, upon and subject not be given sooner than fifteen (15) months prior to expiration of the terms and conditions of this Section (the “Option To Extend”Original Term), and provided that (b) no Event of Default shall exist at the time of exercise of such right: (I) Tenant must be in occupancy giving the applicable notice and the commencement of the entire Premises; Extension Period and (iic) there has been no material adverse change in Tenant’s financial position from such position as assignment of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered this Lease (except to Landlord with Tenants written notice exercising its right hereunder. (ba Permitted Assignee) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later subletting of more than the date which is nine twenty five (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (10025%) of the highest monthly installment Premises (exclusive of Monthly Base subleases to Permitted Affiliates). Except for the amount of Annual Fixed Rent thereunder(which is to be determined as hereinafter provided), but all the terms, covenants, conditions, provisions and agreements in no event the Lease contained shall be applicable to the Security Deposit additional period through which the Term of this Lease shall be decreased; extended as aforesaid, provided, however, (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (ivi) there shall be no further options to extend the Term, (ii) Landlord shall not be obligated to make or pay for any improvements to the Premises nor pay or provide any inducement payments of any kind or nature and (iii) there shall be no free rent (or reduced rent) period. If Tenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant except as may be required in order to determine Annual Fixed Rent as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Lease (Netezza Corp)

Option to Extend. (ai) Landlord Provided that Lessee shall not be in default hereunder, after expiration of any applicable cure period, either at the time of the exercise of the option referenced herein, or at the time that the Extension Term (as defined herein) would otherwise commence but for such default, Lessor hereby grants Tenant a single to Lessee one (1) option ("Option") to extend the Term of this Lease for an additional term of three (3) years ("Extension Term"), commencing when the original Term expires, upon the terms and conditions set forth in this Paragraph. Lessee may exercise the Option by giving Lessor written notice of its intention not less than one hundred eighty (180) days before the expiration of the original Term of this Lease. (ii) If the Option is exercised, the Base Rent for the premises during the Extension Term shall be one hundred percent of the fair market rental value (the "Fair Market Rent") for the premises as of the commencement date of the Extension Term, but in no event less than the Base Rent payable during the last year of the original Term. All other terms and conditions contained in this Lease shall remain in full force and effect and shall apply during the Extension Term, except that (i) Lessee shall have no further option to extend the initial Term Term, and (ii) Lessor shall not be obligated to provide any Lessee Improvements Allowance; and (iii) so long as Lessee is not in default, beyond applicable cure periods, upon the commencement of the Extension Term, Lessor shall return the Replacement LC (as defined below) to Lessee, and Lessee shall not be obligated to provide an LC for the Extension Term. (iii) Fair Market Rent shall be determined as follows: (A) The parties' written agreement within one hundred twenty (120) days after the date of Lessee's written notice of the exercise of the Option shall be a conclusive determination between the parties of the Fair Market Rent for the Extension Tenn. (B) If the parties have not agreed in writing to a new Fair Market Rent on or before one hundred twenty (120) days after the date of Lessee's written notice of the exercise of the Option, Lessor and Lessee shall each appoint an appraiser and give written notice of the name and address of such appraiser to the other party. The two appraisers thus appointed shall, within twenty (20) days after appointment of the later of the two appraisers to be appointed, appoint a third appraiser and serve written notice of the name and address of such appraiser on Lessor and Lessee in the manner prescribed by this Lease for an additional period service of notice. All appraisers appointed under this Paragraph shall be, at the time of their appointment, members in good standing of the American Institute of Real Estate Appraisers with not less than five (5) years of commercial real estate appraisal experience. (such period may be referred to as C) Within thirty (30) days after the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy appointment of the entire Premises; third appraiser, the three appraisers shall confer and each shall submit in writing to Lessor and Lessee his honest appraisal of the Fair Market Rent, exclusive of the improvements paid for by Lessee. In making their determination, the appraisers shall consider (i) the absence of payment of any leasing commissions, and (ii) there has been no material adverse change in Tenant’s financial position from such position as the lack of the date of execution of the Lease, as certified improvements required by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunderLessee upon renewal. (bD) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord The appraised Fair Market Rent agreed on in writing no earlier than by any two of the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend three appointed appraisers shall be null conclusive and voidbinding on the parties, and shall establish the Fair Market Rent. Should no two of the three be able to agree on the Fair Market Rent, both the highest appraisal and the lowest appraisal submitted by any of the three appraisers shall be disregarded, and the remaining appraisal shall be binding and conclusive on the parties to this Lease and shall establish the Fair Market Rent for the premises for purposes of this Paragraph. (cE) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject If either party fails to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly appoint an appraiser as required by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased this Paragraph within fifteen (15) days after service on it of written demand to do so, the Prevailing appraiser appointed by the other party shall act for both Lessor and Lessee. The decision in writing of such appraiser shall, in such event, be binding on both Lessor and Lessee and shall establish the Fair Market Rent has been determined to equal one hundred percent (100%) for the premises for purposes of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwisethis Paragraph. (dF) If the two appraisers appointed respectively by Lessor and Lessee fail, for any reason, to appoint a third appraiser within the time required by this Paragraph, either party may petition the Superior Court for Santa ▇▇▇▇▇ County to appoint this appraiser- (G) The Option Term Rent shall mean the greater appraisers shall, in any event, provide their determination of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Fair Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within accordance with this Paragraph at least thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at before the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default.Extension Tenn. (iiiH) Tenants Lessor and Lessee shall each pay the fees and all expenses incurred by the appraiser appointed by each of them, and one-half of all expenses and the fee incurred by the third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend appraiser appointed pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingParagraph. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Kana Communications Inc)

Option to Extend. (a) Landlord hereby grants Provided Tenant a single is not in default of any material terms, covenants or conditions contained in this Lease beyond any and all applicable notice and cure periods at the time of Tenant's exercise of its option to extend the initial Original Term, as hereinafter set forth, and provided further that the Tenant is not in default of any material terms, covenants or conditions contained in this Lease beyond any and all applicable notice and cure periods at the time of the commencement of each extended term, Tenant shall have the right at its election to extend the Original Term of the this Lease for an two (2) additional periods, the first option period of five shall commence September 16, 2011 and terminate September 15, 2016 (5hereinafter referred to as "First Option" or "First Option Period", as case may be) years and the second option period shall commence September 16, 2016 and terminate September 15, 2021 (such period hereinafter referred to as "Second Option" or "Section Option Period", as the case may be), said First Option Period and Second Option Period shall be collectively referred to as the “Option Term”)"extended term", as provided further that Tenant gives to Landlord written notice of the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy the election of the entire Premises; First Option and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the LeaseSecond Option, as certified by Tenant’s independent certified public accountantsrespectively, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is at least nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Original Term in the case of the Lease. Tenant’s leasing First Option and at least nine (9) months prior to the expiration of the Premises during First Option Period in the Option Term case of the Second Option. All the same terms, covenants and conditions in this Lease contained shall apply to the Extended Term, except that the rent shall be upon adjusted as provided in Article 6, Section 6.1.2 and subject to that the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without not have any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to again extend the term of this Lease beyond the Leaseextended term. If the Tenant timely and properly exercises shall give notice of the Option To Extend, references exercise of an election in the Lease to manner and within the time provided herein, the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in giving of notice without the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence requirements of any action or the execution of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default further instruments on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of noticeLandlord and Tenant, or both, would constitute such a default. (iii) Tenants third default under the Lease prior except only to the commencement extent to confirm Annual Fixed Rent and percentage of Tenant's obligation for real estate taxes and operating expenses and the Option Term, notwithstanding that all such defaults may subsequently be curedlike. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs The Original Term and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Extended Term shall be of collectively referred to as the essence with respect to all of the provisions of this Section"Term".

Appears in 1 contract

Sources: Lease Agreement (Exodus Communications Inc)

Option to Extend. (a) Landlord hereby grants Provided Tenant a single leases and occupies at least fifty percent (50%) of the Agreed Area of the Building, Tenant shall have the option (the "Extension Option") to extend the initial Term of the this Lease for an additional period three (3) consecutive periods of five (5) years each (such period may each one, an "Extension Period"). Tenant's right to extend the Term shall be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section exercised by giving written notice (the "Option To Extend”), and provided that at Notice") to Landlord not later than eighteen (18) months prior to either (i) the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and original Expiration Date or (ii) there has been no material adverse change in Tenant’s financial position from such position if Tenant exercises its option to extend this Lease for any Extension Period, the Expiration Date as extended pursuant to this Article ------- 31, time being of the date essence. If Tenant fails to timely elect to extend the -- Term, this Lease shall terminate on the applicable Expiration Date, Tenant shall be deemed to have waived all of execution of the Lease, as certified by Tenant’s independent certified public accountantsits rights under any succeeding Extension Option, and as supported by Tenant’s certified financial statements, copies of which thereafter the Extension Option shall be delivered to Landlord with Tenants written notice exercising its right hereundernull and void and of no further force or effect. (b) Tenant’s election The Extension Option shall be exercised on the following terms and conditions: (i) If on the “Election Notice”) to exercise date of the Option To Extend must Notice or on the Extension Period commencement date an uncured Material Default shall then exist by Tenant, Landlord shall have the option to declare Tenant's election to extend the Term to be given to Landlord in writing null, void and of no earlier than the date which is twelve months force or effect. (12ii) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects This Lease shall not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and voidhave been terminated. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no No further option or right rights to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term beyond any Extension Period described herein shall be deemed created by any extension, except as mutually agreed to mean in any documents extending the initial Term as extended by the Option Term unless the context clearly requires otherwiseTerm. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by If Tenant under this Lease calculated at the rate applicable for the last full month of the initial Termexercises an Extension Option, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord then within thirty (30) days after notice of Landlord’s the determination of Prevailing Market the Extension Period Fixed Rent. (e) This Option , Landlord and Tenant shall execute a written supplement to Extend is personal this Lease confirming the terms, provisions and conditions of this Lease applicable during each Extension Period; provided, however, that failure to Codex’s Inc. and may not be used by, and do so shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliateaffect either party's rights hereunder. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Deed of Lease (Verisign Inc/Ca)

Option to Extend. (a) Landlord Subject to the terms and conditions set forth in this ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇▇▇▇▇ hereby grants Tenant a single option the right to extend the initial Term term of the Lease for an one (1) additional period of five (5) years (such period may be referred to as the “Option Extension Term”), as . Written notice of Tenant’s exercise of the option to extend (“Option to Extend”) the entire Premises as it may then exist, upon and subject to the terms and conditions Term of this Section (Lease for the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant Extension Term must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. no less than six (b6) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing months and no earlier more than the date which is twelve months (12) months before prior to the Expiration Date and no later than then pending Termination Date. The rate for the date which is nine (9) months before the Expiration DateExtension Term shall be fair market rent. If Tenant either fails or elects not is in default under this Lease beyond applicable notice and cure periods, Tenant shall have no right to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right rights to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at until such default is cured; provided, that the rate applicable for the last full month period of the initial Term, plus payment time within which said option may be exercised shall not be extended or enlarged by reason of Tenant’s Share inability to exercise said option because of Operating Expenses pursuant a default. In the event Tenant fails to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions time periods contemplated above, the Term of this Section. (ii) The existence at Lease shall expire upon the time expiration of the then applicable Term, and Tenant shall have no further right to extend the Term hereof. In the event Tenant validly exercises the Option to Extend or at as herein provided, Basic Rent shall be adjusted as of the commencement date of the Option an Extension Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.as follows:

Appears in 1 contract

Sources: Office Lease Agreement (NanoString Technologies Inc)

Option to Extend. (a) Landlord Lessor hereby grants Tenant a single to Lessee one (1) option to extend the initial Term of the this Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To to Extend”), and provided that at the time ) for a period of exercise of such right: sixty (I60) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election months (the “Election NoticeExtended Term”) to immediately following the expiration of the Term. Lessee may exercise the Option To to Extend must be given by giving written notice of exercise to Landlord in writing no earlier than the date which is Lessor at least twelve months (12) months before the Expiration Date and but no later more than the date which is nine fifteen (915) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of this Lease (the Lease. Tenant’s leasing “Option Exercise Period”), time being of the Premises during essence; provided that if (i) at any time between the date of delivery of the exercise notice by Lessee and the end of the initial Term there is an uncured default continuing beyond any applicable notice and cure periods, or (ii) Lessee is then occupying and conducting operations for the Use permitted in Paragraph 9 in less than fifty-one percent (51%) of the Premises, then such notice shall be void and of no force or effect. The Extended Term, if the Option Term to Extend is exercised, shall be upon and subject to the same terms and conditions contained in as the Lease initial Term of this Lease, including the payment by Lessee of the Additional Rent pursuant to Paragraph 6, except that (i1) the Lessee shall pay Monthly Base Rent, plus payment as determined as set forth in this Paragraph 3, during the Extended Term, (2) there shall be no additional option to extend, and (3) Lessee shall accept the Premises in their then “as is” condition. If Lessee does not exercise the Option to Extend in a timely manner the Option to Extend shall lapse, time being of Tenant’s Share the essence. (b) The Option to Extend granted to Lessee by this Paragraph 3 is granted for the personal benefit of Operating Expenses the named Lessee and any Permitted Transferees only, and shall be exercisable only by the herein named Lessee and any Permitted Transferees. The Option to Extend may not be exercised by any assignee or transferred to or exercised by any sublessee (nor exercised by Lessee on behalf of any sublessee (except to the extent that Lessee is then subleasing not more than forty-nine percent (49%) of the Premises)) other than any Permitted Transferee. (c) The Monthly Base Rent for the Premises during the Extended Term shall be determined pursuant to the Lease (in addition to all expenses paid directly provisions of this Paragraph 3(c) and shall equal the then current fair market rental for the Premises on the commencement date of the Extended Term as determined by Tenant agreement between the Lessor and Lessee reached prior to the utility or service providerexpiration of the Option Exercise Period, which direct payments if possible, and by the process of broker appraisal if the parties cannot reach agreement. (d) Upon the written request by Lessee to Lessor received by Lessor at any time during the thirty (30) day period prior to the expiration of the Option Exercise Period and prior to the exercise by Lessee of the Option to Extend, Lessor shall continue give Lessee written notice of Lessor’s good faith opinion of the amount equal to be Tenant’s obligationthe fair market rental value of the Premises for the Extended Term. Thereafter, upon the request of Lessee, Lessor and Lessee shall enter into good faith negotiations during the remainder of the thirty (30) days prior to the expiration of the Option Exercise Period in an effort to reach agreement on the initial Monthly Base Rent for the Premises during the Extended Term. If Lessor and Lessee are unable to agree upon the amount equal to the fair market rental value of the Premises for the Extended Term, and thereafter, prior to the expiration of the Option Exercise Period, Lessee exercises the Option to Extend, said amount shall be amended to equal determined by a licensed commercial real estate broker with at least ten (10) years of experience in the Menlo Park office/R&D/manufacturing rental market, (hereinafter the “Option Term RentArbitrator, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, ). The fair market rental determination shall be increased performed by one Arbitrator if the parties are able to agree upon one Arbitrator. If the parties are unable to agree upon one Arbitrator, then each party shall appoint an Arbitrator and the two Arbitrators shall select a third Arbitrator. If only one Arbitrator is selected, that Arbitrator shall notify the parties in simple letter form of its determination of the amount equal to the fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term within fifteen (15) days after following its selection. Said appraisal shall be binding on the Prevailing Market parties as the appraised current “fair market rental” for the Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for comparable premises in Menlo Park of similar age, size, quality of construction and specifications (excluding the value of any improvements to the Premises made at Lessee’s cost with Lessor’s prior written consent except as otherwise permitted herein) for a lease similar to this Lease and taking into consideration that there will be no free rent, improvement allowance, period of vacancy or other rent concessions, taken as a whole. If multiple Arbitrators are selected, each Arbitrator shall within ten (10) days of being selected make its determination of the amount equal to the fair market Monthly Base Rent has been for the Premises on the commencement date of the Extended Term in simple letter form. If two (2) or more of the Arbitrators agree on said amount, such agreement shall be binding upon the parties. If multiple Arbitrators are selected and two (2) Arbitrators are unable to agree on said amount, the amount equal to the fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term shall be determined to equal one hundred by taking the mean average of the appraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10010%) of the highest monthly installment of Monthly Base Rent thereundermiddle appraisal, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend disregarded in calculating the term average. If only one Arbitrator is selected, then each party shall pay one-half of the Leasefees and expenses of that Arbitrator. If Tenant timely three Arbitrators are selected, each party shall bear the fees and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month expenses of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent Arbitrator it selects and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels one-half of the Premises; the type fees and quality of tenant improvements (including Tenant’s Improvements); age and location expenses of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market RentArbitrator. (e) This Option Thereafter, provided that Lessee has previously given timely notice to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any Lessor of the following events, Landlord shall have the option, exercisable at any time prior to commencement exercise by Lessee of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with Lessor and Lessee shall execute an amendment to this Lease stating that the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise initial Monthly Base Rent for the Option to Extend in accordance with Premises during the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Extended Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior shall be equal to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingdetermination by appraisal. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Pacific Biosciences of California, Inc.)

Option to Extend. (a) Landlord Lessor hereby grants Tenant a single to Lessee one (1) option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions term of this Section Lease (the “Option To to Extend”), and provided that at the time ) for a period of exercise of such right: three (I3) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election years (the “Election NoticeExtended Term”) to immediately following the expiration of the Term. Lessee may exercise the Option To to Extend must be given by giving written notice of exercise to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is Lessor at least nine (9) months before the Expiration Date. If Tenant either fails or elects not but no more than twelve (12) months prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of this Lease (“the Lease. Tenant’s leasing Option Exercise Period”), time being of the Premises during essence; provided that if Lessee is in a state of uncured default after the expiration of all applicable notice and cure periods under this Lease at either the time of the exercise of the Option Term to Extend or on the commencement date of the Extended Term, such notice shall be void and of no force or effect. The Extended Term, if the Option to Extend is exercised, shall be upon and subject to the same terms and conditions contained in as the Lease initial Term of this Lease, including the payment by Lessee of the Additional Rent pursuant to Paragraph 5, except that (i1) the Lessee shall pay Monthly Base Rent, plus payment as determined as set forth in this Paragraph 3, during the Extended Term, (2) there shall be no additional option to extend, and (3) Lessee shall accept the Premises in their then “as is” condition. If Lessee does not exercise the Option to Extend in a timely manner the Option to Extend shall lapse, time being of Tenant’s Share the essence. (b) The Option to Extend granted to Lessee by this Paragraph 3 is granted for the personal benefit of Operating Expenses Personalis, Inc. and any assignee of a Permitted Transfer (defined in Section 17 below) only, and shall be exercisable only by Personalis, Inc. or an assignee of a Permitted Transfer. The Option to Extend may not be assigned or transferred to any other assignee or sublessee. (c) The Monthly Base Rent for the Premises during the Extended Term shall be determined pursuant to the Lease (in addition to all expenses paid directly provisions of this Paragraph 3(c) and shall equal the then current fair market rental for the Premises on the commencement date of the Extended Term as determined by Tenant agreement between the Lessor and Lessee reached prior to the utility or service providerexpiration of the Option Exercise Period, which direct payments if possible, and by the process of appraisal if the parties cannot reach agreement. (d) Upon the written request by Lessee to Lessor received by Lessor at any time during the thirty (30) day period prior to the expiration of the Option Exercise Period and prior to the exercise by Lessee of the Option to Extend, Lessor shall continue give Lessee written notice of Lessor’s good faith opinion of the amount equal to be Tenant’s obligationthe fair market rental value of the Premises for the Extended Term. Thereafter, upon the request of Lessee, Lessor and Lessee shall enter into good faith negotiations during the remainder of the thirty (30) days prior to the expiration of the Option Exercise Period in an effort to reach agreement on the initial Monthly Base Rent for the Premises during the Extended Term. If Lessor and Lessee are unable to agree upon the amount equal to the fair market rental value of the Premises for the Extended Term, and thereafter, prior to the expiration of the Option Exercise Period, Lessee exercises the Option to Extend, said amount shall be amended determined by appraisal. The appraisal shall be performed by one appraiser if the parties are able to equal agree upon one appraiser. If the “Option Term Rent”parties are unable to agree upon one appraiser, defined then each party shall appoint an appraiser and determined the two appraisers shall select a third appraiser. Each appraiser selected shall be a member of the American Institute of Real Estate Appraisers (AIREA) with at least five (5) years of full-time commercial real estate appraisal experience in the manner set forth Menlo Park office/R&D/manufacturing rental market. If only one appraiser is selected, that appraiser shall notify the parties in simple letter form of its determination of the immediately following Subsection; (ii) amount equal to the Security Deposit, if any, shall be increased fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term within fifteen (15) days after following its selection. Said appraisal shall be binding on the Prevailing Market parties as the appraised current “fair market rental” for the Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for comparable premises in the Menlo Park market of similar age, size, quality of construction and specifications (excluding the value of any improvements to the Premises made at Lessee’s cost with Lessor’s prior written consent except as otherwise permitted herein) for a lease similar to this Lease and taking into consideration that there will be no free rent, improvement allowance, or other rent concessions. If multiple appraisers are selected, the parties shall deliver their respective opinions of current fair market rental for the Premises to each appraiser, and each appraiser shall within ten (10) days of being selected make its determination of which of the opinions, Lessor’s or Lessee’s, such appraiser has selected as the amount equal to the fair market Monthly Base Rent has been for the Premises on the commencement date of the Extended Term in simple letter form. If two (2) or more of the appraisers agree on said amount, such agreement shall be binding upon the parties. If multiple appraisers are selected and two (2) appraisers are unable to agree on said amount, the amount equal to the fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term shall be determined to equal one hundred by taking the mean average of the opinions of fair market rent for the Premises, provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10010%) of the highest monthly installment of Monthly Base Rent thereundermiddle appraisal, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend disregarded in calculating the term average. If only one appraiser is selected, then each party shall pay one-half of the Leasefees and expenses of that appraiser. If Tenant timely and properly exercises three appraisers are selected, each party shall bear the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month fees of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent appraiser it selects and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels one-half of the Premises; the type fees and quality of tenant improvements (including Tenant’s Improvements); age and location expenses of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rentappraiser. (e) This Option Thereafter, provided that Lessee has previously given timely notice to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any Lessor of the following events, Landlord shall have the option, exercisable at any time prior to commencement exercise by Lessee of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with Lessor and Lessee shall execute an amendment to this Lease stating that the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise initial Monthly Base Rent for the Option to Extend in accordance with Premises during the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Extended Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior shall be equal to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingdetermination by appraisal. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Personalis, Inc.)

Option to Extend. (a) Landlord Lessor hereby grants Tenant a single to Lessee an option to extend the initial Term term of this Lease for one (1) period of sixty (60) calendar months immediately following the expiration of the Lease for an additional period of five initial term (5) years (such period may be referred to as the “Option Termoption extension period”). Lessee may exercise the foregoing option to extend by giving written notice of exercise to Lessor at least six (6) months, but not more than nine (9) months, prior to the expiration of the initial term of this Lease (“the option exercise period”), as to time being of the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and essence; provided that if an event of default by Lessee (as “Event of Default is defined in Paragraph 22) under this Lease remains uncured after the expiration of notice and cure periods, if applicable at the time of exercise of such right: (I) Tenant must be in occupancy the option or on the commencement date of the entire Premises; option extension period, such notice shall be void and of no force or effect. Such option extension period, if exercised, shall be upon the same terms and conditions as the initial term of this Lease, including the payment by Lessee of the Operating Expenses and Taxes pursuant to Paragraph 5, except that (1) the Monthly Base Rent during the option extension period shall be determined as set forth in Paragraph 3(c) hereof, (2) there shall be no additional option to extend, and (ii3) there has been no material adverse change Lessee shall accept the Premises in Tenant’s financial position from such position their then “as is” condition subject to Paragraphs 2(c) and 13(e) which shall also apply to the option extension period. If Lessee does not exercise the option in a timely manner, the option shall lapse, time being of the date of execution of essence. Subject to the Leaseforegoing, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which neither Lessor nor Lessee shall be delivered required to Landlord perform any Tenant Improvement Work with Tenants written notice exercising its right hereunderrespect to the option extension period. (b) Tenant’s election The option to extend granted to Lessee by this Paragraph 3 is granted for the personal benefit of Lumenis Inc. (the Election NoticeLumenis”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date only, and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and voidexercisable only by Lumenis or by an assignee or sublessee referred to in Paragraph 17(g) as a “Permitted Affiliate.” Said option may not be assigned or transferred by Lumenis to, or exercised by, any assignee or sublessee, except as provided in Paragraph 17(g). (c) The Option Term initial Monthly Base Rent for the Premises during the option extension period shall commence immediately after be determined pursuant to the provisions of this subparagraph (c) shall equal ninety-five percent (95%) of the then current fair market monthly base rental value of the Premises on the commencement date of the option extension period as determined by agreement between the Lessor and Lessee reached prior to the expiration of the initial Term option exercise period, if possible, or by the process of appraisal if the parties cannot reach agreement. Upon the written request by Lessee to Lessor received by Lessor no earlier than sixty-one (61) days and no later than thirty (30) days prior to the expiration of the Lease. Tenantoption exercise period (e.g., between May 1, 2012 and June 1, 2012, if the Commencement Date is January 1, 2007) and prior to the exercise by Lessee of the option to extend, Lessor shall give Lessee written notice of Lessor’s leasing good faith opinion of the amount equal to ninety-five percent (95%) of the fair market monthly base rental value of the Premises during as of the Option Term commencement of the option extension period. Thereafter, upon the request of Lessee, Lessor and Lessee shall enter into good faith negotiations for thirty (30) days in an effort to reach agreement on ninety-five percent (95%) of the fair market monthly base rental for the Premises on the commencement date of the option extension period. If Lessor and Lessee are unable to agree upon the amount equal to ninety-five percent (95%) of the initial fair market monthly base rent for the Premises, and thereafter, prior to the expiration of the option exercise period, Lessee exercises the option to extend, said amount of the initial monthly base rental shall be determined by appraisal. The appraisal shall be performed by one appraiser if the parties are able to agree upon one appraiser. If the parties are unable to agree upon one appraiser, each party shall appoint an appraiser and subject to the same terms and conditions contained two appraisers shall select a third appraiser. Each appraiser selected shall be a member of the American Institute of Real Estate Appraisers (AIREA) with at least five (5) years of full-time commercial real estate appraisal experience in the Lease except Santa Clara, California office/R&D/manufacturing rental market. If only one appraiser is selected, that appraiser shall notify the parties in simple letter form of its determination of the amount equal to ninety-five percent (i95%) of the Monthly Base Rent, plus payment fair market monthly base rental for the Premises on the commencement date of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased option extension period within fifteen (15) days after following its selection. Said appraisal shall be binding on the Prevailing Market Rent has been determined to equal one hundred parties as the appraised current ninety-five percent (10095%) of the highest “fair market monthly installment base rental” for the Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for premises comparable to the Premises determined with reference to comparable premises in the vicinity of Monthly Base Rent thereunderthe Premises of similar age, but in size, quality of construction and specifications (excluding the value of any improvements to the Premises made at Lessee’s cost) for a lease of similar duration to this Lease and taking into consideration that there will be no event free rent, improvement allowance, or other concessions. Premises which are “comparable to the Premises” shall not mean premises which are subleased, subject to another tenant’s expansion rights, or leased to a tenant under a renewal or extension right. If multiple appraisers are selected, each appraiser shall within ten (10) days of being selected make its determination of the Security Deposit be decreased; amount equal to ninety-five percent (iii95%) Tenant shall accept of the initial fair market monthly base rental for the Premises in its “ASsimple letter form. If two (2) or more of the appraisers agree on said amount, such agreement shall be binding upon the parties. If multiple appraisers are selected and two (2) appraisers are unable to agree on said amount, the amount equal to ninety-IS” condition without any obligation five percent (95%) of Landlord to repaint, remodel, repair, improve or alter the initial fair market monthly base rental for the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend determined by taking the term mean average of the Leaseappraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10%) of the middle appraisal, shall be disregarded in calculating the average. Said initial monthly base rental shall be adjusted annually on the anniversary of the commencement of the option extension period in the manner determined by the appraiser or appraisers to be consistent with the then prevailing market practice for comparable space in the Santa Clara, California office/R&D/manufacturing rental market. If Tenant timely only one appraiser is selected, then each party shall pay one-half of the fees and properly exercises expenses of that appraiser. If three appraisers are selected, each party shall bear the Option To Extend, references in fees and expenses of the Lease to appraiser it selects and one-half of the Term shall be deemed to mean fees and expenses of the initial Term as extended by the Option Term unless the context clearly requires otherwisethird appraiser. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month Thereafter, provided that Lessee has previously given timely notice to Lessor of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly exercise by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise Lessee of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option extend the term, Lessor and Lessee shall execute an amendment to Extend is personal to Codex’s Inc. and may not be used bythis Lease stating that the initial monthly base rental for the Premises during the option extension period, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following eventsannual adjustments thereto, Landlord shall have the optionif applicable, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of in the essence with respect to all of the provisions of this Sectionamounts as determined by appraisal.

Appears in 1 contract

Sources: Lease (Lumenis LTD)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option to extend the initial Term of the Lease for an one (1) additional period of five (5) years (the "Extension Term") commencing upon the expiration of the original Term, provided that Tenant shall give Landlord notice of Tenant's irrevocable exercise of such period may be referred to as the “Option Term”), as option at least twelve (12) months prior to the entire Premises as it may then exist, upon and subject to expiration of the terms and conditions of this Section (the “Option To Extend”)Original Term, and provided further that Tenant shall not be in default, after written notice and beyond the expiration of any applicable cure period, at either the time of giving such notice or at the time of the commencement of the Extension Term in the performance or observance of any of the terms and provisions of this Lease on the part of the Tenant to be performed or observed. Prior to the exercise by Tenant of such right: (I) option, the expression "Term" shall mean the Original Term, and after the exercise by Tenant must be of such option, the expression "Term" shall mean the Original Term as it has been extended by the Extension Term. Except for the increase in occupancy Annual Base Rent and updated Operating Cost and Property Tax base amounts pursuant to Section 4.2 hereof, all of the entire Premises; terms, covenants, conditions, provisions and (ii) there has been no material adverse change agreements in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Lease contained shall be delivered applicable to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration DateExtension Term. If Tenant either fails or elects not shall give notice of its exercise of said option to exercise its Option to Extend by not timely giving its Election Noticeextend in the manner and within the time period provided aforesaid, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be extended upon and subject the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereunderany such option as aforesaid, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Within five (5) business days of this Sectionrequest to do so by either party, the other party shall execute and deliver written confirmation to the requesting party of Tenant's exercise of its option to the Extension Term.

Appears in 1 contract

Sources: Lease Agreement (Prime Response Inc/De)

Option to Extend. (a) Landlord hereby grants Tenant a single at its option to may extend the initial Term term of the this Lease for an additional period up to two (2) extension term(s) of five (5) years (such period may be referred to as each) by serving written notice thereof upon Landlord at least six (6) months before the “Option Term”expiration of the initial Lease Term (or any extension term), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise such notice and at the commencement of such right: (I) Tenant must be extended term, no uncured event of default, as defined in occupancy Section 20 of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the this Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies shall have occurred. Upon the service of which shall be delivered to Landlord with Tenants written such notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Depositpreceding sentence, if any, this Lease shall be increased within fifteen extended without the necessity of the execution of any further instrument or document. Such extended term shall commence upon the expiration date of the initial Lease Term (15or the prior extension term), expire upon the annual anniversary of such date five (5) days after years thereafter, and be upon the Prevailing same terms, covenants, and conditions as provided in this Lease for the initial term, except that the Base Rent payable during each extended term shall be at the prevailing rate (the "Market Rate") for comparable space in office buildings comparable to the Building located in the same submarket in Dallas County, Texas, taking into consideration quality of construction and finish of the Building, the ease of accessibility to the Building from major thoroughfares, and the availability of free parking associated with the Building, at the commencement of each such extended term, which new Base Rent has been determined shall be adjusted as provided in and under this Lease. Any termination of this Lease during the initial term (or any extension term) shall terminate all rights of extension hereunder. Any assignment or subletting by Tenant pursuant to equal one hundred percent (100%Section 11 of this Lease shall terminate the option(s) of Tenant contained herein. Notwithstanding the highest monthly installment of Monthly Base Rent thereunderforegoing, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at for any extension term be less than the rate applicable for Base Rent during the last full month year of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease term (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultprior extension term). (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Office Lease Agreement (American Caresource Holdings, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have one (1) option (the "Option") to extend the initial Original Term of the this Lease for an additional a period of five sixty (560) years months (such period the "Option Term"). The Option to extend the Original Term of this Lease may be referred exercised only in the event that Lessee is not in material default under this Lease. Notwithstanding the foregoing, if Lessee is in default under this Lease during the period Lessee is otherwise entitled to exercise the Option, then Lessee may still exercise the option provided that Lessee cures such default within the cure period provided under this Lease, if any. If Lessee fails to cure any such default within the cure period provided under this Lease, if any, then Lessee's exercise of the Option shall automatically be deemed revoked. The period of time for Lessee to exercise the Option shall not be extended as a result of Lessee being in default during such exercise period. The Option must be exercised by notice in writing of such exercise (the 'Option Term”Notice"), as delivered by Lessee to Lessor not earlier than fifteen (15) months and not later than nine (9) months prior to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy end of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as Original Term. Lessee's failure to deliver the Option Notice within the time-period set forth above shall be deemed to constitute Lessee's waiver of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunderOption. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend The monthly Base Rent payable by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises Lessee during the Option Term shall be upon and subject equal to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred ninety-five percent (10095%) of the highest monthly installment "market rate" prevailing for comparable space in the immediate vicinity of Monthly Base Rent thereunderthe Building including the Project, at the time of the commencement of the Option Term. For purposes hereof, the "market rate" prevailing for comparable space shall mean and refer to the rate then being charged or projected to be charged to tenants for non-renewal and non-expansion space, similarly improved, taking into consideration annual rental rates per rentable square foot, the type of escalation clauses, (including, but not without limitation, fixed and CPI adjustments), the length of the relevant term, the extent of services to be provided to the premises and any other relevant conditions. Without limiting the generality of the foregoing, in the event the market rate provides for rental increases, then the monthly Base Rate payable during the Option Term shall be Similarly increased. Notwithstanding the foregoing, in no event shall the Security Deposit monthly Base Rent payable during the Option Term be decreased; less than the monthly Base Rent payable during the last month of the Original Term. The parties shall have thirty (iii30) Tenant days after Lessor receives the option Notice in which to agree on the monthly Base Rent payable during the Option Term. If the parties agree on such monthly Base Rent, they shall accept immediately execute an amendment to this Lease stating the Premises in its “ASnew monthly Base Rent. If the parties are unable to agree on the monthly Base Rent within the above-IS” condition without any obligation stated period, then no later than ten (10) business days after the expiration of Landlord to repaintsuch thirty (30) day period, remodel, repair, improve or alter Lessee shall have the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term rescind its exercise of the LeaseOption by delivering written notice of such rescission to Lessor within such ten (10) business day period. If Tenant timely and properly exercises Lessee's failure to deliver such notice of rescission within the Option To Extend, references in the Lease to the Term time period set forth above shall be deemed to mean constitute Lessee's waiver of such right. If the initial Term as extended parties are unable to agree on the monthly Base Rent within the above-stated period and Lessee waives or is deemed to have waived its right to rescind its exercise of the Option, then either party shall have the option to submit the issue to arbitration by delivering written notice to the other party. Within twenty (20) days after such notice is delivered by either party to the other party, each party, at its cost and by giving notice to the other party, shall appoint a real estate appraiser with at least five (5) years' full time commercial appraisal experience in the vicinity of the Project to appraise and set the monthly Base Rent for the Option Term. If a party does not appoint an appraiser within the time allotted, the single appraiser appointed shall be the sole appraiser and shall set the monthly Base Rent for the Option Term. If two appraisers are appointed by the Option Term unless parties as stated in this paragraph, they shall meet and promptly attempt to set the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month Option Term. If the two appraisers are unable to agree within thirty (30) days after the second appraiser has been appointed, the two appraisers shall, within ten (10) days, elect a third appraiser meeting the qualification set forth herein. Each of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease parties shall bear one-half (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation1/2) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; cost of appointing the type third appraiser and quality of tenant improvements (including Tenant’s Improvements); age and location of paying the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgmentappraiser's fee. Within thirty (30) days after Tenant’s exercise the selection of the Option To Extendthird appraiser, Landlord shall notify Tenant of Landlord’s determination of Option Term the monthly Base Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent Option Term shall be determined by Landlord, Tenant may elect to revoke and rescind the exercise a majority of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rentappraisers. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Phoenix International Life Sciences Inc)

Option to Extend. Subject to the provisions of this Section 2.2, Lessee shall have three (a3) Landlord hereby grants Tenant a single option consecutive options to extend the initial Term term of the this Lease for an additional period of five (5) years each. (such period Such additional terms may hereinafter be referred called "Option Terms".) Such options shall be personal to as the “Option Term”)United Merchandising Corp., or its Affiliate, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this that term is defined in Section (the “Option To Extend”)14.2 hereof, and provided that at the time of exercise of such right: (I) Tenant must may not be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of exercised by an assignee or sublessee under the Lease, unless said assignee or sublessee is an Affiliate of United Merchandising Corp., nor may Lessee exercise an option as certified by Tenant’s independent certified public accountants, provided herein for the purpose of subletting or assigning the Demised Premises during such Option Term to any party who is not an Affiliate. The first Option Term shall commence on the day following the expiration of the Primary Term and as supported by Tenant’s certified financial statements, copies of which end at midnight five (5) years thereafter. Each succeeding Option Term shall commence on the day following the preceding Option Term and end at midnight five (5) years thereafter. Each option shall be delivered exercised by giving notice to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord Lessor in writing no earlier than of the date which is exercise thereof at least twelve months (12) months before prior to the Expiration Date and no later than the date commencement of each Option Term, which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend notice shall be null and void. (c) The irrevocable by Lessee. All Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term Terms shall be upon and subject to on the same terms and conditions contained as otherwise provided in this Lease, except that the rents payable during the Option Terms shall be adjusted as set forth below. Notwithstanding the foregoing, in the event an Event of Default (as defined in Section 13.1, hereof) exists under this Lease except that (i) at the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in time Lessee exercises its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the this Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater or if an Event of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses Default pursuant to the Lease (provisions of Section 13.1.1(a) hereof exists as of the commencement of the respective Option Term, then Lessor shall have, in addition to all expenses paid directly by Tenant of Lessor's other rights and remedies under this Lease, the right to terminate such option and to cancel Lessee's exercise of such option, in which event this Lease shall expire at the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels expiration of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord Primary Term or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the then existing Option Term, to terminate all of as the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Sectioncase may be. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Big 5 Sporting Goods Corp)

Option to Extend. In the event that Sublandlord has no intention or plans to use the Subleased Premises for itself or its affiliated companies, or either of their successors or assigns, Subtenant has one (a1) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease this Sublease for an additional a period of five one (51) years year (such period may be referred to as the Option Extension Term”)) commencing on December 1, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and 2005 provided that (a) no default beyond any applicable grace and cure periods in the obligations of the subtenant to pay Annual Fixed Rent or Additional Rent under this sublease shall exist at the time such option is exercised and no other payment default or material default beyond applicable notice and grace periods shall exist under this sublease either at the time of notice of exercise of the option or upon the day of commencement of such right: Extension Term, (Ib) Tenant must subtenant shall give notice to Sublandlord of its exercise of the applicable option not later than June 30, 2005, and (c) at the time such option is exercised and as of the first day of the Extension Term, the original Subtenant shall be itself be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as 100% of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsSubleased Premises, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord Sublandlord has not within thirty (30) days after from Subtenant’s notice to exercise this option notified Subtenant that Sublandlord rejects the option because Sublandlord has an intention or plan to use the Subleased Premises for itself or its affiliated companies. All the provisions of Landlord’s determination this Sublease shall be applicable during the Extension Term except that (a) Subtenant shall have no additional option to extend the Term of Prevailing Market Rent. this Sublease beyond the Extension Term, (eb) This Option to Extend is personal to Codex’s Inc. and may not the Annual Fixed Rent shall be used by$180,900, and shall not be transferable or assignable (voluntarily or involuntarilyc) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all none of the provisions of this Section with respect Early Entry or any improvements shall apply nor shall Sublandlord by required to the Option to Extend, with the effect of canceling and voiding pay any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term inducement payments nor make any alterations of any default on the part of Tenant under the Lease kind or of any state of facts which with the passage of time or the giving of noticenature. Section 19(e)- Add a new Section 19(e), or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.as follows:

Appears in 1 contract

Sources: Sublease Agreement (GlassHouse Technologies Inc)

Option to Extend. So long as no Event of Default has occurred and is continuing at the time it exercises the Option to Extend or on the Expiration Date of the Term (a) Landlord hereby grants or the first Extended Term, as the case may be), Tenant a single shall have the right and option to extend the initial Term of the Lease this lease (“Option to Extend”) for an two (2) additional period option periods of five (5) years (such period may be referred to as the each an Option Extended Term”), upon the same terms and conditions herein set forth except that the Base Rent (as defined in Section 3, below) shall be an amount equal to the entire Premises ninety-seven and one-half percent (97.5%) of “Fair Market Value” as it may then exist, upon defined in and subject to determined in accordance with the terms and conditions of this Section (Exhibit D, attached hereto. If Tenant exercises its Option to Extend, for either Extended Term, Base Rent for the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is first twelve months (12) months before of such Extended Term shall be amount determined in accordance with the Expiration Date preceding sentence, and no later than shall be subject to increases of three percent (3%) for each subsequent twelve (12) month period during the date which is nine Extended Term, adjusted as of each annual anniversary of the expiration of the initial Term. To exercise the Option to Extend, Tenant must give Landlord notice in writing sent so as to be received at least two hundred seventy (9270) months before days prior to the Expiration Date. If Tenant either fails or elects not timely exercises an Option to Extend, each applicable Extended Term shall be deemed included within the definition of “Term” hereunder; provided, however, that Tenant’s failure to properly exercise its Option to Extend by not timely giving for the initial Extended Term shall render Tenant’s right to the second Extended Term null and void. At Landlord’s election, Tenant’s exercise of its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained void if Tenant is in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant default under this Lease calculated at beyond any applicable notice and cure period on the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant date it exercises the its Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultExpiration Date. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Verigy Ltd.)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, ----------------- which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Initial Term of the Lease for an one (1) additional consecutive period of five three (5) years 3)years (such period may be hereinafter referred to as the “Option Term”"Extension Period"), as provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least thirteen (13) full calendar months prior to the entire Premises as it may then exist, upon and subject to expiration of the Initial Term (b) there shall exist no Default of Tenant arising under any of the terms and conditions provisions of this Section (the “Option To Extend”), and provided that Lease on the part of Tenant to be performed or observed both at the time of exercise giving the applicable notice and the commencement of such right: the Extension Period (Ic) the original Tenant must named in this Lease or any assignee of Tenant permitted pursuant to Article VI shall be in occupancy of the entire Premises; Premises both at the time of giving such notice and (ii) there has been no material adverse change in Tenant’s financial position from such position as upon commencement of the date applicable Extension Period. Except for the amount of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. Basic Rent (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before to be determined as hereinafter provided), all the Expiration Date terms, covenants, conditions, provisions and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option to extend the Term nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments or allowances of any kind or nature. If Tenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid then, subject to the provisions of the remainder of this Section 14.28, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Lease (Desktop Data Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option to extend the initial Term of the Lease for an additional period (the "Extension Term") commencing the day after the expiration of the original Term referred to in Section 1.2 (the "Original Term") and ending five (5) years (such period may be referred to as the “Option Term”)thereafter, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at in the time case of such option Tenant shall give Landlord notice of Tenant's exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is option at least twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Original Term and provided further that in the case of such option no Event of Default shall have occurred and be continuing. Prior to the Leaseexercise by Tenant of such option, the expression "Term" shall mean the Original Term, and after the exercise by Tenant of such option, the expression "Term" shall mean the Original Term as it has been then extended by the Extension Term. Tenant’s leasing of Except as expressly otherwise provided in the Premises during following paragraphs, all the Option terms, covenants, conditions, provisions and agreements in the Lease contained shall be applicable to the additional period to which the Original Term shall be upon and subject extended as aforesaid. If Tenant shall give notice of its exercise of said option to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined extend in the manner set forth in and within the immediately following Subsection; (ii) time period provided aforesaid, the Security Deposit, if any, Term shall be increased within fifteen (15) days after extended upon the Prevailing Market Rent has been determined giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereunderany such option as aforesaid, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term Term of this Lease, time being of the Leaseessence of the foregoing provisions. If Tenant timely and properly exercises The Base Rent payable during the Option To Extend, references in the Lease to the Extension Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable in effect for the last full month twelve months of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) Original Term or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Fair Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease for the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels as of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location commencement of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Extension Term. The Fair Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend Section 11.1 above. EXECUTED as a sealed instrument in two or at the commencement of the Option Term of any default more counterparts on the part Date of Tenant under the Lease or Lease. Landlord: ▇▇▇▇▇▇ ▇▇▇▇▇ Associates, LLC By: /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ----------------------------------- Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Title: Manager Tenant: Sycamore Networks, Inc. By: /s/ ▇▇▇▇▇▇▇ ▇. Jewels ----------------------------------- Name: ▇▇▇▇▇▇▇ ▇. Jewels Title: Vice President By: /s/ ▇▇▇▇▇▇▇ ▇. Jewels ----------------------------------- Name: ▇▇▇▇▇▇▇ ▇. Jewels Title: Treasurer EXHIBIT A LEGAL DESCRIPTION OF THE LOT A certain parcel of any state land in Chelmsford, Middlesex County, Massachusetts as shown as Lot B on a subdivision plan entitled "Plan of facts which Land in Chelmsford, Massachusetts Assessor's Plat 113, Lot 13" prepared by ▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Brustlin, Inc., dated April 16, 1998 recorded with the passage Middlesex North District Registry of time or the giving of noticeDeeds as Instrument No. 33514 in Plan Book 197, or bothPage 26. Said Lot B contains 191,173 + square feet. EXHIBIT B BASE BUILDING SPECIFICATIONS ▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇ DRAWING LIST ARCHITECTURAL: A0.1 Legends, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option TermRoom Finish Schedule, notwithstanding that all such defaults may subsequently be curedPartition Types, Misc. In the event of Landlord’s termination of the Option to Extend pursuant to this SectionDetails, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend includingDoor Schedules, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.Door & Frame Types A2.1 First Floor Plan A2.2 Second Floor Plan A2.3 Third Floor Plan A2.4 Roof Plan

Appears in 1 contract

Sources: Office Lease (Sycamore Networks Inc)

Option to Extend. (a) Landlord hereby grants to Tenant a single one (1) option to extend the Lease Term ("Option") for a period of seven (7) years ("Option Term") commencing upon the expiration of the initial Term Lease Term, upon each of the following conditions and terms: (a) Tenant shall give to Landlord, and Landlord shall actually receive, on a date which is at least twelve (12) months and not more than fifteen (15) months prior to the expiration date of the Lease for an additional Term, a written notice of Tenant's exercise of the Option (the "Option Notice"), time being of the essence. If the Option Notice is not timely so given and received, the Option shall automatically expire. (b) Tenant shall have no right to exercise the Option, notwithstanding any provision hereof to the contrary, (1) during the time commencing from the date Landlord gives to Tenant a notice of default pursuant to this Lease and continuing until the noncompliance alleged in said notice of default is cured, or (2) during the period of five time commencing on the day after a monetary obligation to Landlord is due from Tenant and unpaid (5without any necessity for notice thereof to Tenant except as otherwise expressly set forth in this Lease) years and continuing until the obligation is paid. (such c) The period of time within which the Option may be referred exercised shall not be extended or enlarged by reason of Tenant's inability to as exercise the Option because of the provisions of Paragraph 46(b) above. (d) All Option rights of Tenant under this Paragraph 46 shall terminate and be of no further force or effect, notwithstanding Tenant's due and timely exercise of the Option, if, during the period commencing after such exercise and ending on the commencement date for the Option Term, (1) Tenant fails to pay to Landlord a monetary obligation of Tenant for a period of ten (10) days after such obligation becomes due (without any necessity of Landlord to give notice thereof to Tenant except as expressly set forth in this Lease), as or (2) Tenant fails to commence to cure any other default under this Lease within ten (10) days after the date that Landlord gives notice to Tenant of such default and/or Tenant fails thereafter to diligently prosecute said cure to completion within thirty (30) days after the date of such notice (provided, however, that Tenant shall not be in default hereunder if the default is not capable of cure within thirty (30) days but Tenant commences the cure within the thirty (30)- day period and thereafter diligently prosecutes the cure to completion).. (e) The Option is personal to the original Tenant named in this Lease (the "Original Tenant") and any Permitted Transferee which has assumed Tenant's obligations under this Lease and may be exercised only by the Original Tenant or Permitted Transferee which has assumed Tenant's obligations under this Lease while occupying the entire Premises as it without the intent of thereafter assigning this Lease or subletting the Premises or any portion thereof, and may then existnot be exercised or be assigned, upon voluntarily or involuntarily, by or to any person or entity other than Original Tenant or a Permitted Transferee which has assumed Tenant's obligations under this Lease. The Option is not assignable separate and subject to apart from this Lease, nor may the Option be separated from this Lease in any manner, either by reservation or otherwise. (f) All of the terms and conditions of this Section (Lease except where specifically modified by this Paragraph 46 or as otherwise stated to be applicable only to the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which initial Lease Term shall be delivered to Landlord with Tenants written notice exercising its right hereunderapply during any extended Lease Term. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (cg) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises monthly Base Rent payable during the Option Term shall be upon and subject equal to the same terms and conditions contained in the Lease except that greater of (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined then-current fair market rental value for similar industrial buildings in the manner set forth in the immediately following Subsection; Fremont/Silicon Valley industrial real estate submarket, and (ii) 103% of the Security Depositmonthly Base Rent in effect in the calendar month immediately preceding the commencement of the Option Term, if anyand such Base Rent shall be subject to annual market escalations during the Option Term. The then-current fair market rental value shall be determined taking into consideration all relevant factors, including, without limitation, such factors as credit-worthiness of the Tenant, the duration of the term, any rental or other concessions such as improvement allowances granted, whether a broker’s commission or finder’s fee will be paid, responsibility for Operating Expenses, for an extended term , as follows: (1) Promptly following receipt by Landlord of Tenant's Option Notice, Landlord and Tenant shall negotiate in good faith to reach agreement on the Base Rent for the applicable Option Term, which Base Rent shall be set in accordance with the criteria described above. If Landlord and Tenant are able to agree on the Base Rent for the Option Term, Landlord and Tenant shall immediately execute an amendment to this Lease stating the Base Rent for such Option Term. (2) If the parties are unable to agree on the Base Rent for an Option Term within forty-five (45) days following Landlord's receipt of an Option Notice, then each party, at its cost and by giving notice to the other party, shall have ten (10) days within which to appoint a licensed commercial real estate broker with at least seven (7) years' experience in the in the market area in which the Premises are located, to determine and set the Base Rent for the Option Term at the then-current fair market rental value of the Premises based on rental values of direct leases of similar industrial buildings in the Fremont/Silicon Valley industrial real estate submarket (but not less than 103% of the monthly Base Rent payable during the month immediately preceding the Option Term) for a term equal to the Option Term. If a party does not appoint a broker within such ten (10) day period, the single broker appointed shall be the sole broker and shall set the Base Rent for the Option Term. If two brokers are appointed by the parties as stated in this paragraph, they shall meet promptly and attempt to set the Base Rent for the Option Term. If they are unable to agree within forty five (45) days after the second broker has been appointed, they shall attempt to select a third broker meeting the qualifications stated in this paragraph within ten (10) days after the last day the two brokers are given to set the Base Rent for the Option Term. If they are unable to agree on the third broker, either of the parties to this Lease, by giving ten (10) days notice to the other party, may apply to the presiding judge of the court of the county in which the Premises are located, for the selection of a third broker who meets the qualifications stated in this paragraph. Each of the parties shall bear the cost of its own broker and one- half (1/2) of the cost of appointing the third broker and of paying the third broker's fee. The third broker, however selected, shall be increased a person who has not previously acted in any capacity for either party. (3) Within twenty (20) days after the selection of the third broker, a majority of the brokers shall set the Base Rent for the applicable Option Term. If a majority of the brokers are unable to agree upon the Base Rent within the stipulated period of time, the two closest brokers shall be added together and their total divided by two, and the resulting quotient shall be the Base Rent for the Premises during the Option Term. (h) If the Base Rent for an Option Term has not been determined by the commencement date of the Option Term, then until such Base Rent is determined, Tenant shall pay Base Rent to Landlord at the rate of 103% of the Base Rent in effect immediately preceding the Option Term, and if the actual Base Rent for the Option Term is determined to be higher, then within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) determination of the highest monthly installment of Monthly such higher Base Rent thereunderRent, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except the difference for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement each month of the Option Term of any default on the part of Tenant under the Lease or of any state of facts for which with the passage of time or the giving of notice, or both, would constitute such a defaultBase Rent has already become due. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Bloom Energy Corp)

Option to Extend. (a) Landlord Lessor hereby grants Tenant a single to Lessee one (1) option to extend the initial Term of the this Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To to Extend”), and provided that at the time ) for a period of exercise of such right: sixty (I60) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election months (the “Election NoticeExtended Term”) to immediately following the expiration of the Term. Lessee may exercise the Option To to Extend must be given by giving written notice of exercise to Landlord in writing no earlier than the date which is Lessor at least twelve months (12) months before the Expiration Date and but no later more than the date which is nine fifteen (915) months before the Expiration Date. If Tenant either fails or elects not prior to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of this Lease (the Lease. Tenant’s leasing “Option Exercise Period”), time being of the Premises during essence; provided that if (i) at any time between the date of delivery of the exercise notice by ▇▇▇▇▇▇ and the end of the initial Term there is an uncured default continuing beyond any applicable notice and cure periods, or (ii) Lessee is then occupying and conducting operations for the Use permitted in Paragraph 9 in less than fifty-one percent (51%) of the Premises, then such notice shall be void and of no force or effect. The Extended Term, if the Option Term to Extend is exercised, shall be upon and subject to the same terms and conditions contained in as the Lease initial Term of this Lease, including the payment by Lessee of the Additional Rent pursuant to Paragraph 6, except that (i1) the Lessee shall pay Monthly Base Rent, plus payment as determined as set forth in this Paragraph 3, during the Extended Term, (2) there shall be no additional option to extend, and (3) Lessee shall accept the Premises in their then “as is” condition. If ▇▇▇▇▇▇ does not exercise the Option to Extend in a timely manner the Option to Extend shall lapse, time being of Tenant’s Share the essence. (b) The Option to Extend granted to Lessee by this Paragraph 3 is granted for the personal benefit of Operating Expenses the named ▇▇▇▇▇▇ and any Permitted Transferees only, and shall be exercisable only by the herein named ▇▇▇▇▇▇ and any Permitted Transferees. The Option to Extend may not be exercised by any assignee or transferred to or exercised by any sublessee (nor exercised by Lessee on behalf of any sublessee (except to the extent that Lessee is then subleasing not more than forty-nine percent (49%) of the Premises)) other than any Permitted Transferee. (c) The Monthly Base Rent for the Premises during the Extended Term shall be determined pursuant to the Lease (in addition to all expenses paid directly provisions of this Paragraph 3(c) and shall equal the then current fair market rental for the Premises on the commencement date of the Extended Term as determined by Tenant agreement between the Lessor and Lessee reached prior to the utility or service providerexpiration of the Option Exercise Period, which direct payments if possible, and by the process of broker appraisal if the parties cannot reach agreement. (d) Upon the written request by Lessee to Lessor received by Lessor at any time during the thirty (30) day period prior to the expiration of the Option Exercise Period and prior to the exercise by ▇▇▇▇▇▇ of the Option to Extend, Lessor shall continue give Lessee written notice of Lessor’s good faith opinion of the amount equal to be Tenant’s obligationthe fair market rental value of the Premises for the Extended Term. Thereafter, upon the request of ▇▇▇▇▇▇, Lessor and ▇▇▇▇▇▇ shall enter into good faith negotiations during the remainder of the thirty (30) days prior to the expiration of the Option Exercise Period in an effort to reach agreement on the initial Monthly Base Rent for the Premises during the Extended Term. If Lessor and Lessee are unable to agree upon the amount equal to the fair market rental value of the Premises for the Extended Term, and thereafter, prior to the expiration of the Option Exercise Period, Lessee exercises the Option to Extend, said amount shall be amended to equal determined by a licensed commercial real estate broker with at least ten (10) years of experience in the Menlo Park office/R&D/manufacturing rental market, (hereinafter the “Option Term RentArbitrator, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, ). The fair market rental determination shall be increased performed by one Arbitrator if the parties are able to agree upon one Arbitrator. If the parties are unable to agree upon one Arbitrator, then each party shall appoint an Arbitrator and the two Arbitrators shall select a third Arbitrator. If only one Arbitrator is selected, that Arbitrator shall notify the parties in simple letter form of its determination of the amount equal to the fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term within fifteen (15) days after following its selection. Said appraisal shall be binding on the Prevailing Market parties as the appraised current “fair market rental” for the Premises which shall be based upon what a willing new lessee would pay and a willing lessor would accept at arm’s length for comparable premises in Menlo Park of similar age, size, quality of construction and specifications (excluding the value of any improvements to the Premises made at Lessee’s cost with ▇▇▇▇▇▇’s prior written consent except as otherwise permitted herein) for a lease similar to this Lease and taking into consideration that there will be no free rent, improvement allowance, period of vacancy or other rent concessions, taken as a whole. If multiple Arbitrators are selected, each Arbitrator shall within ten (10) days of being selected make its determination of the amount equal to the fair market Monthly Base Rent has been for the Premises on the commencement date of the Extended Term in simple letter form. If two (2) or more of the Arbitrators agree on said amount, such agreement shall be binding upon the parties. If multiple Arbitrators are selected and two (2) Arbitrators are unable to agree on said amount, the amount equal to the fair market Monthly Base Rent for the Premises on the commencement date of the Extended Term shall be determined to equal one hundred by taking the mean average of the appraisals; provided, that any high or low appraisal, differing from the middle appraisal by more than ten percent (10010%) of the highest monthly installment of Monthly Base Rent thereundermiddle appraisal, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend disregarded in calculating the term average. If only one Arbitrator is selected, then each party shall pay one-half of the Leasefees and expenses of that Arbitrator. If Tenant timely three Arbitrators are selected, each party shall bear the fees and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month expenses of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent Arbitrator it selects and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels one-half of the Premises; the type fees and quality of tenant improvements (including Tenant’s Improvements); age and location expenses of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market RentArbitrator. (e) This Option Thereafter, provided that ▇▇▇▇▇▇ has previously given timely notice to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any Lessor of the following events, Landlord shall have the option, exercisable at any time prior to commencement exercise by Lessee of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with Lessor and Lessee shall execute an amendment to this Lease stating that the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise initial Monthly Base Rent for the Option to Extend in accordance with Premises during the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Extended Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior shall be equal to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingdetermination by appraisal. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Pacific Biosciences of California, Inc.)

Option to Extend. (a) Landlord hereby grants If Tenant a single option shall have the right to extend the initial Term of the Lease for an additional period of five (5) years (this Lease, such period may right shall be referred to as the “Option Term”), as personal to the entire Premises as it may then existoriginal Tenant named in this Lease and shall not be exercisable by any assignee or subtenant of the original Tenant named nor shall such right be exercisable by the original Tenant named in this Lease if such original Tenant shall have theretofore assigned its interest in this Lease or shall have sublet the Demised Premises. In order for such right to be effectively exercised, upon and subject such right must be exercised by notice to Landlord no earlier than 547 days but no later than 365 days prior to the terms and conditions expiration of the existing Term. Any exercise of the option under this Section (Lease shall be of no effect, if Tenant is in default beyond the “Option To Extend”), and provided that applicable period for curing the same at the time of exercise of such right: (I) Tenant must be notice, or is in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or default at the commencement of the Option Term of Extended Period, or has been in default. Tenant agrees that it shall waive its right to exercise such option if it shall fail for any default on reason whatsoever to give such notice to Landlord by the part of Tenant under the Lease or of any state of facts which with the passage of time or provided for the giving of such notice, whether such failure is inadvertent or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Leaseintentional, time shall be being of the essence with respect as to all the exercise of such option. Such Extended Period shall be at the provisions same terms and conditions, and Tenant shall pay the Fixed Rent and Additional Rent as set forth herein, but Tenant shall have no further right to extend the Term of this SectionLease (except as provided in Section 1.01(K)).

Appears in 1 contract

Sources: Lease (Dm Management Co /De/)

Option to Extend. In the event that Sublandlord has no intention or plans to use the Subleased Premises for itself or its affiliated companies, or either of their successors or assigns, Subtenant has one (a1) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease this Sublease for an additional a period of five one (51) years year (such period may be referred to as the Option Extension Term”), as to ) beginning upon expiration of the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and Term provided that (a) no default beyond any applicable grace and cure periods in the obligations of the Subtenant to pay Annual fixed Rent or Additional Rent under this Sublease shall exist at the time such option is exercised and no other payment default or material default beyond applicable notice and grace periods shall exist under this Sublease either at the time or notice of exercise of the option or upon the day of commencement of such right: Extension Term, (Ib) Tenant must Subtenant shall give notice to Sublandlord of its exercise of the applicable option not less than nine (9) full calendar months prior to expiration of the Term, and (c) at the time such option is exercised and as of the first day of the Extension Term, the original Subtenant shall be itself be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as 100% of the date of execution of the Lease, as certified by Tenant’s independent certified public accountantsSubleased Premises, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord Sublandlord has not within thirty (30) days after from Subtenant’s notice to exercise this option notified Subtenant that Sublandlord rejects the option because Sublandlord has an intention or plan to use the Subleased Premises for itself or its affiliated companies. All the provisions of Landlord’s determination this Sublease shall be applicable during the Extension Term except that (a) Subtenant shall have no additional option to extend the Term of Prevailing this Sublease beyond the Extension Term, (b) the Annual Fixed Rent shall be 100% of Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarilyc) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all none of the provisions of this Section with respect Early Entry or any improvements shall apply nor shall Sublandlord be required to the Option to Extend, with the effect of canceling and voiding pay any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term inducement payments nor make any alterations of any default on the part of Tenant under the Lease kind or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.nature

Appears in 1 contract

Sources: Sublease Agreement (GlassHouse Technologies Inc)

Option to Extend. Tenant shall have two (2) option(s) to extend (the "Extension Options") the Initial Term for (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of consecutive five (5) years year period(s) (such period may the foregoing option term(s) shall be referred to hereinafter sometimes as the “Option Term”"EXTENSION TERM(S)"), as by delivering a binding written notice of exercise to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section Landlord (the “Option To Extend”"Extension Notice"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, so that Landlord could obtain from a third party desiring to lease receives the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section Extension Notice with respect to the Option Extension Term at least three hundred sixty (360) days prior to Extend, with the effect end of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely the Term. Tenant may exercise the Option to Extend Extension Option(s) only if this Lease is in accordance with the provisions full force and effect and there is no uncured Event of Default or any breach of Tenant's obligations under this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which which, with the passage of time or the and giving of notice, or both, would constitute such a default. an Event of Default if not cured within any applicable cure period (iii) Tenants third default under an "Incipient Default"), at the Lease prior to time of exercise of the right of renewal or at the time of the commencement of the Option Extension Term, notwithstanding but Landlord shall have the right at its sole discretion to waive the non-default conditions herein; provided, however, that all if an Event of Default or Incipient Default exists at the time Tenant exercises the Extension Option and Landlord does not elect to waive such defaults may subsequently be cured. In the event Event of Landlord’s termination Default or Incipient Default, Landlord shall provide written notice to Tenant of the Option to Extend pursuant to this Section, existence and nature of such Event of Default and Tenant shall reimburse Landlord be allowed an amount of time to cure such Event of Default as is otherwise provided for all costs and expenses Landlord incurs in connection with Tenants curing defaults of that type under this Lease, and, if timely cured, Tenant's exercise of the Extension Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any shall be reinstated effective as of the foregoingtime of exercise. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Radyne Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have one option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to all of the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment Rent during the extension Term shall be 95% of Tenant’s Share the fair rental value of Operating Expenses pursuant the Premises at the date three months prior to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) commencement of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance thereforextension Term; and (ivii) there shall be no further option or to extend beyond the expiration of such extension Term. (b) Tenant's option may be exercised only by notice of exercise given by Tenant to Landlord at least twelve months prior to the expiration of the then current Term. Failure to so exercise within such period shall render any subsequent attempted exercise void and of no effect, any principles of law to the contrary not withstanding. Tenant shall have no right to exercise its option to extend the term of the Lease. If Tenant timely Term, and properly exercises the Option To Extend, references in the Lease to the Term any attempted exercise shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater void and of no effect, if: (i) the Monthly Base Rent payable by named Tenant under has assigned this Lease calculated or has at any time subleased, in the rate applicable for the last full month aggregate, more than 50% of the initial TermPremises to a party other than one controlling, plus payment of controlled by or under common control with Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) ; or (ii) Tenant shall be in default hereunder and such default shall not have been cured at the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean time of the rent and all other monetary paymentsattempted exercise or, escalations and triple net payables by if such default occurs after Tenant's attempted exercise of the option, including consumer price increases, at the time of the proposed commencement of the extension Term. (c) In the event that Landlord could obtain from a third party desiring to lease the parties have not agreed upon the fair rental value of the Premises for a term equal prior to the Option Term and commencing when date three months before the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels commencement of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rentextension Term, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent value shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, arbitration in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for City before a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effectsingle arbitrator as follows: (i) Landlord and Tenant shall have 15 days within which to select one mutually agreeable arbitrator. If Landlord and Tenant fail to agree on one arbitrator within the 15 day period, either party may promptly request the president of the local Board of Realtors to appoint an arbitrator for the matter, and said president's selection shall be binding upon Landlord and Tenant’s failure to timely exercise the Option to Extend in accordance . Said president shall appoint as arbitrator an individual with the provisions following qualifications: MAI credentials; ten years' experience in the business of this Sectionappraising commercial real estate; generally recognized competence in the valuation of commercial rental properties in Hartford County; and has never been a direct or indirect employee or agent of either Landlord or Tenant. (ii) The existence at Landlord and Tenant shall each submit to the time Tenant exercises the Option to Extend or at the commencement arbitrator, in writing, a good faith determination of the Option Term fair rental value of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultPremises. (iii) Tenants third default under The appraiser selected must choose either Landlord's or Tenant's good faith determination of the Lease prior fair rental value of the Premises and the appraiser's choice shall be final and binding upon the parties. In determining the fair rental value of the Premises and which of Landlord's or Tenant's determinations to select, the appraiser shall consider all relevant factors. From the date of appointment, the arbitrator shall have 30 days within which to render a decision as to the commencement fair rental value of the Option TermPremises. If the arbitrator fails to render a decision within the applicable 30-day period, notwithstanding that all such defaults either party shall have the right to apply to the American Academy of Arbitrators for a decision. Judgement upon the award rendered by the arbitrator shall be binding upon the parties and may subsequently be curedentered in any court of competent jurisdiction. In The arbitrator shall determine the event of Landlord’s termination liability of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord parties for all the costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs arbitration and expenses with respect to any brokerage commissions and attorneys’ may allocate counsel fees, witness fees and with respect to other costs between the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingparties. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Gross Lease (Open Solutions Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have one option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to all of the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment Rent during the extension Term shall be 95% of Tenant’s Share the fair rental value of Operating Expenses pursuant the Premises at the date three months prior to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) commencement of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance thereforextension Term; and (ivii) there shall be no further option or to extend beyond the expiration of such extension Term. (b) Tenant's option may be exercised only by notice of exercise given by Tenant to Landlord at least twelve months prior to the expiration of the then current Term. Failure to so exercise within such period shall render any subsequent attempted exercise void and of no effect, any principles of law to the contrary not withstanding. Tenant shall have no right to exercise its option to extend the term of the Lease. If Tenant timely Term, and properly exercises the Option To Extend, references in the Lease to the Term any attempted exercise shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater void and of no effect, if (i) the Monthly Base Rent payable by named Tenant under has assigned this Lease calculated or has at any time subleased, in the rate applicable for the last full month aggregate, more than 50% of the initial TermPremises to a party other than one controlling, plus payment of controlled by or under common control with Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) ; or (ii) Tenant shall be in default hereunder and such default shall not have been cured at the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean time of the rent and all other monetary paymentsattempted exercise or, escalations and triple net payables by if such default occurs after Tenant's attempted exercise of the option, including consumer price increases, at the time of the proposed commencement of the extension Term. (c) In the event that Landlord could obtain from a third party desiring to lease the parties have not agreed upon the fair rental value of the Premises for a term equal prior to the Option Term and commencing when date three months before the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels commencement of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rentextension Term, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent value shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, arbitration in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for City before a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effectsingle arbitrator as follows: (i) Landlord and Tenant shall have 15 days within which to select one mutually agreeable arbitrator. If Landlord and Tenant fail to agree on one arbitrator within the 15 day period, either party may promptly request the president of the local Board of Realtors to appoint an arbitrator for the matter, and said president's selection shall be binding upon Landlord and Tenant’s failure to timely exercise the Option to Extend in accordance . Said president shall appoint as arbitrator an individual with the provisions following qualifications: MAI credentials; ten years' experience in the business of this Sectionappraising commercial real estate; generally recognized competence in the valuation of commercial rental properties in Hartford County; and has never been a direct or indirect employee or agent of either Landlord or Tenant. (ii) The existence at Landlord and Tenant shall each submit to the time Tenant exercises the Option to Extend or at the commencement arbitrator, in writing, a good faith determination of the Option Term fair rental value of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultPremises. (iii) Tenants third default under The appraiser selected must choose either Landlord's or Tenant's good faith determination of the Lease prior fair rental value of the Premises and the appraiser's choice shall be final and binding upon the parties. In determining the fair rental value of the Premises and which of Landlord's or Tenant's determinations to select, the appraiser shall consider all relevant factors. From the date of appointment, the arbitrator shall have 30 days within which to render a decision as to the commencement fair rental value of the Option TermPremises. If the arbitrator fails to render a decision within the applicable 30-day period, notwithstanding that all such defaults either party shall have the right to apply to the American Academy of Arbitrators for a decision. Judgement upon the award rendered by the arbitrator shall be binding upon the parties and may subsequently be curedentered in any court of competent jurisdiction. In The arbitrator shall determine the event of Landlord’s termination liability of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord parties for all the costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs arbitration and expenses with respect to any brokerage commissions and attorneys’ may allocate counsel fees, witness fees and with respect to other costs between the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingparties. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Gross Lease (Open Solutions Inc)

Option to Extend. Subject to there being no "Default Conditions" (aas that term is defined below) Landlord hereby grants as of the date of exercise of the option, and as of the commencement date of the applicable Option Term, Tenant a single option shall have two (2) options to extend (each, an "OPTION TO EXTEND") the initial Term term of the Lease for an additional a period of five (5) years (such period may be referred to as the “each, an "Option Term”), as to ") upon the entire Premises as it may then exist, upon and subject to the same terms and conditions herein set forth except that the Base Rent during each such Option Term shall be adjusted in accordance with SECTION 3.1.1, below. Tenant may exercise each such option by giving Landlord written notice at least twelve months and not more than eighteen months prior to the expiration of the then current Term of the Lease, time being of the essence, provided however, that Tenant's extension option shall not lapse unless Tenant fails to exercise its option prior to the later of: twelve months prior to the expiration of the then current Term of the Lease or within ten (10) business days after Landlord gives Tenant a written notice stating that "Tenant has an extension option which must be exercised prior to the later of: ten (10) business days after the date of this Section letter, or on or before ________" (stating the “Option To Extend”applicable date), and provided that at which notice shall not be given more than two years prior to the time expiration of the then current Term of the Lease. At Landlord's option, Tenant's exercise of such right: (I) Tenant must its option shall be in occupancy void and of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position effect if a Default Condition exists as of the date of execution exercise of the Lease, option or as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise first day of the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent Lease, "DEFAULT CONDITIONS" shall mean the rent and all other monetary paymentsfollowing, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the followingcollectively: the size, location and floor levels Tenant being in default of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant its obligations under the Lease or beyond any applicable notice and grace periods, Tenant having defaulted more than twice in the payment of any state monetary obligation in excess of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default $50,000 under the Lease (beyond applicable notice and grace periods) during the prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Sectiontwenty-four month period, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise being the subject of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ feesbankruptcy or insolvency proceedings, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingTenant being insolvent. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Office Lease (Cytyc Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject Subject to the terms and conditions set forth below, Sublessee shall have the option to extend the Sublease Term for two additional periods of this Section one (the “Option To Extend”1) year each ("Extension Periods"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term Extension Periods shall commence immediately after upon the expiration of the initial Term of the LeaseSublease Term. Tenant’s leasing of the Premises during the Option Term The option to extend shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used bySublessee, and shall not be transferable or assignable (voluntarily or involuntarily) to any other person or entity except for a Tenant Affiliate.entity. Sublessee's option to extend shall be subject to the following conditions: (f) Upon the occurrence of any i. Sublessee shall not have committed an uncured breach of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence Sublease either at the time Tenant exercises the Option it gives Sublessor notice of its intent to Extend extend or at the commencement of the Option Term of any default on Extension Period; ii. Sublessee shall be operating in the part of Tenant under the Lease or of any state of facts which Sublease Premises in a manner consistent in all respects with the passage Sublease; iii. Sublessee shall have exercised all prior options to extend the term of time or the giving Sublease; iv. Sublessee shall give Sublessor unconditional written notice of notice, or both, would constitute such a default. the exercise of its option at least nine (iii9) Tenants third default under the Lease months prior to the commencement expiration of the Option Sublease Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination time being strictly of the Option essence, and any failure to Extend pursuant give said notice within the required time period shall be deemed an election by Sublessee not to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise extend the term of the Option Sublease for the Extension Period; and v. Within sixty (60) days after Sublessor receives Sublessee's notice of its intent to Extend includingexercise the option to extend, without limitation, costs Sublessor shall give Sublessee written notice of its consent or disapproval of such option. Sublessor's consent to such option may be withheld in Sublessor's sole and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingabsolute discretion. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Sublease Agreement (Covad Communications Group Inc)

Option to Extend. Tenant shall have two (a2) Landlord hereby grants Tenant a single option options (each an "Extension Option") to extend the initial Term of the Lease hereof for an one (1) additional period of five (5) years (such period may be referred to as the “Option Term”each an "Extension Period"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions contained herein. Tenant's right to extend the Term shall be exercised by giving written notice to Landlord not later than six (6) months prior to the expiration of the Term or, if applicable, the initial Extension Period. If Tenant fails to give such notice to Landlord with respect to an Extension Period, Tenant shall be deemed to have declined to exercise its right to extend the Term (as may have been previously extended) and shall have no further rights under this Section (31. If Tenant fails to elect to extend the “Option To Extend”)Term for an Extension Period, and provided that at this Lease shall terminate on the time of exercise of such right: (I) Tenant must be in occupancy expiration or earlier termination of the entire Premises; Term (as may have been previously extended). The extension shall be made upon the following terms and conditions: (iia) there has been no material adverse change in Tenant’s financial position from such position as of On the date of execution exercise (or deemed exercise) of the Lease, as certified such right no default by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Tenant hereunder shall be delivered to Landlord with Tenants written notice exercising its right hereunder.subsist; (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date This Lease shall not have been terminated and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null in full force and void.effect at the effective date of the extension; (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term extension shall be upon and subject to the same terms terms, covenants and conditions contained in the this Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effectthat: (i) Tenant’s failure to timely exercise The annual Base Rent for the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement first year of the Option Term applicable Extension Period shall be equal to one hundred two percent (102%) of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease Base Rent in effect immediately prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently applicable Extension Period. The Base Rent for each twelve-month period during each Extension Period after the first twelve-month period shall be cured. In the event of Landlord’s termination at one hundred two percent (102%) of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord Base Rent for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingimmediate preceding twelve-month Period. (gii) Without limiting Landlord shall have no further obligation to install, or contribute toward the generality of cost of, any provision of improvements to the LeasePremises, time Tenant agreeing that the Premises shall be of accepted "as is" by Tenant for each applicable Extension Period; and (iii) No further rights to extend the essence with respect Term beyond the Extension Options described herein or to all of lease any additional space shall be created by any extension, except as mutually agreed to in any documents extending the provisions of this SectionTerm.

Appears in 1 contract

Sources: Lease (Innotrac Corp)

Option to Extend. (a) Landlord hereby grants Tenant a single Borrower shall have the option to extend the initial Term term of the Lease Loan from the Maturity Date (for purposes of this Section, "Original Maturity Date"), to the Extended Maturity Date, upon satisfaction of each of the following conditions precedent: (a) Borrower shall provide Administrative Agent with written notice of Borrower's request to exercise the Option to Extend not more than ninety (90) days but not less than thirty (30) days prior to the Original Maturity Date; (b) As of the date of Borrower's delivery of notice of request to exercise the Option to Extend, and as of the Original Maturity Date, no Default or Event of Default shall have occurred and be continuing, and Borrower shall so certify in writing; (c) Borrower shall execute or cause the execution of all documents reasonably required by Administrative Agent to exercise the Option to Extend and shall deliver to Administrative Agent, at Borrower's sole cost and expense, such title insurance endorsements reasonably required by Administrative Agent; (d) There shall have occurred no material adverse change, as determined by Administrative Agent in its sole discretion, in the financial condition of Borrower from that which existed as of the later of: (A) the Effective Date; or (B) the date upon which the financial condition of such party was first represented to Administrative Agent; (e) On the Original Maturity Date, Borrower shall pay to Administrative Agent an additional period extension fee in the amount of five four-tenths percent (50.40%) years of the aggregate Revolving Commitments (such period may be referred to as the “Option Term”whether disbursed or undisbursed), as determined on the Original Maturity Date; (f) At Administrative Agent's option, an Appraisal prepared in conformance with the requirements of the Comptroller of the Currency confirming to the entire Premises satisfaction of Administrative Agent that (i) the aggregate Revolving Commitments (including any undisbursed commitment) as it may a percentage of the "as-is" value of the Property (after adjustment for senior liens and regular and special tax assessments) as of the Original Maturity Date does not exceed 40% ("Loan-to-Value Percentage") and (ii) the As-Is Loan Constant, calculated as of the Original Maturity Date, is not less than 6.0%; provided, however, in the event such "as-is" value is not adequate to meet the required Loan-to-Value Percentage or the As-Is Net Operating Income is insufficient to produce the required As-Is Loan Constant, then existthe Lenders' Revolving Commitments shall be permanently reduced on a pro rata basis (and the Borrower shall repay the portion of the outstanding principal balance of the Loan which exceeds such reduced aggregate Revolving Commitments) such that said Loan-to-Value Percentage and the As-Is Loan Constant would have been met if such reduced commitment had been the Revolving Commitments during the relevant period of measurement. The valuation date of such appraisal shall be within sixty (60) days of the Original Maturity Date; Except as modified by this Option to Extend, upon and subject to the terms and conditions of this Section (Agreement and the “Option To Extend”), other Loan Documents as modified and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified approved by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Lender shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project remain unmodified and in comparable buildings in the mid- Peninsula area, full force and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Renteffect. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Modification Agreement (Maui Land & Pineapple Co Inc)

Option to Extend. (a) Landlord hereby grants If the term of this lease shall then be in full force and effect and Tenant a single has complied fully with its obligations hereunder, Tenant shall have the option to extend the initial Term term of this lease for a period of 5 years (the "Extension Term") commencing on the day immediately following the Expiration Date, provided however that Tenant shall give Owner notice of its election to extend the term no earlier than fifteen (15) months prior to the Expiration Date nor later than twelve (12) months prior to the Expiration Date of the Lease for an additional period initial term Time shall be of five (5) years (such period may be referred to as the “Option Term”), as to essence in connection with the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered 's option pursuant to Landlord with Tenants written notice exercising its right hereunderthis Article. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration Such extension of the initial Term term of the Lease. Tenant’s leasing of the Premises during the Option Term this lease shall be upon and subject to the same terms covenants and conditions contained in conditions, as herein set forth except for the Lease except that Fixed Annual Rent (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Depositbelow), if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) and except that Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term of this lease after the Leaseexercise of the single option described in paragraph (a) of this Section. If Tenant timely shall duly give notice of its election to extend the term of this lease, the Extension Term shall be added to and properly exercises become a part of the Option To Extendterm of this lease (but shall not be considered a part of the initial term), references and any reference in the Lease this lease to the Term "term of this lease", the "term hereof". or any similar expression shall be deemed to include such Extension Term, and, in addition, the term "Expiration Date" shall thereafter mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent last day of such Extension Term. owner shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant have no obligation to perform any alteration or preparatory or other work in and to the Lease (in addition to all expenses paid directly by demised premises and Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used possession thereof in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (its "as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rentis" condition. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Loft Lease (Lifecodes Corporation)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Initial Term of the Lease for an one (1) additional period of five (5) years (such period may be hereinafter referred to as the “Option Term”"EXTENSION PERIOD"), as provided that (a) Tenant shall give Landlord notice of Tenant's exercise of such option at least twelve (12) full calendar months prior to the entire Premises as it may then exist, upon expiration of the Initial Term and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that b) no Default shall exist at the time of exercise of such right: (I) Tenant must be in occupancy giving each applicable notice and the commencement of the entire Premises; applicable Extension Period and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. original Tenant’s leasing of , named herein is occupying the Premises during both at the Option Term shall time of giving the each applicable notice and at the time of commencement of each such Extension Period. Except for the amount of Basic Rent (which is to be upon determined as hereinafter provided), all the terms, covenants, conditions, provisions and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional periods through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of each such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further documentation on the part of either Landlord or Tenant except that the parties agree to execute an amendment to this Lease reflecting such extension promptly after the Basic Rent has been determined. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid, Tenant shall have no right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be being of the essence with respect to all of the provisions of this Sectionforegoing provisions.

Appears in 1 contract

Sources: Lease Agreement (Moldflow Corp)

Option to Extend. Provided that: (a1) Tenant is not in default pursuant to this Lease beyond any notice and cure period, either at the date of exercise or the date when an Additional Term would otherwise commence; and (2) Tenant and/or an assignee and/or a subtenant(s) permitted pursuant to Section 48.6 without the consent of Landlord hereby grants is then in possession of the entire then Premises, Tenant a single option shall have the right (the “Option”) to extend the initial Term term of the this Lease for an the entire Premises for one (1) additional period term of five (5) years (such period may be referred to as the “Option Additional Term”), as to . In no event may the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of exercised for less than the entire Premises; . The Option and Additional Term shall be subject to and upon the following terms: (iia) there has been no material adverse change in Tenant’s financial position from such position as Such Option must be exercised, if at all, by written notice of exercise by Tenant to Landlord given not more than twelve (12) months and not less than nine (9) months prior to the expiration of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunderinitial Lease Term. (b) Tenant’s election (If Tenant is not entitled to exercise the “Election Notice”) Option, or is entitled to exercise the Option To Extend must be given but fails to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date timely and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Noticeproperly exercise, then the Option to Extend shall lapse and thereafter not be null and voidexercisable by Tenant. (c) If Tenant is entitled to exercise the Option, and timely and properly does so, then the Additional Term shall be upon all of the terms and provisions of this Lease, except that: (i) There shall be no further options to extend the term of this Lease beyond the Option set forth in this Section. (ii) The Option Additional Term shall commence immediately after upon the expiration of the initial Term term. (iii) All provisions of this Lease relating to the abatement or partial abatement of Basic Rent or any other rental concession at the commencement of the Leaseterm shall not apply during the Additional Term. (iv) The provisions of Sections 2.1, 2.2, 2.3, 32, 38, 48.3, 48.4, 48.7 and 48.8 and all provisions as to the commencement of the Lease Term shall not be applicable with respect to the Additional Term. (v) Basic Rent for the Additional Term shall be determined pursuant to the provisions of this paragraph. (A) Within fifteen (15) days after Landlord’s receipt of Tenant’s notice of exercise, Landlord shall notify Tenant in writing of Landlord’s determination of the fair market Basic Rent for the Additional Term, as of the commencement of the Additional Term, including any periodic increases therein. Such fair market Basic Rent shall be determined by reference to the comparable spaces and the disproportionate weight factor identified in clause (C)(II) below. Within fifteen (15) business days after Tenant’s receipt of Landlord’s notice as to Landlord’s determination of the fair market Basic Rent for the Additional Term, Tenant shall approve or reasonably disapprove of Landlord’s determination by written notice to Landlord. Tenant’s leasing failure to approve or reasonably disapprove of such determination in such manner and within such time shall be deemed approval thereof. If Tenant shall timely and properly accept such fair market Basic Rent, then such fair market Basic Rent rate, as determined by Landlord, including any periodic increases therein, shall be the Basic Rent for the Additional Term. (B) In the event that Tenant reasonably disapproves of Landlord’s determination of the Premises during fair market Basic Rent rate for the Option Additional Term shall be upon within the time and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in clause (A) above, then Landlord and Tenant shall meet (the immediately following Subsection; “Meeting”) within fifteen (ii15) business days after the Security Depositdate of Tenant’s notice of reasonable disapproval pursuant to clause (A) above, if anyand attempt to agree on the Basic Rent for the Additional Term, including any periodic increases therein. The parties shall exchange, in writing, their respective last, best and final offer to one another prior to the conclusion of the Meeting. In the event that Landlord and Tenant so agree, such agreement shall be reduced to writing, shall be increased executed by Landlord and Tenant, and shall be binding and conclusive upon them as to such determination. If Landlord and Tenant are unable to agree upon the Basic Rent for the Additional Term, including any periodic increases therein, then Tenant may within five (5) business days thereafter on written notice to Landlord either rescind its exercise of the Option, in which case it shall be of no further force or effect, or it may elect to initiate the resolution process described herein. A failure by Tenant to so elect shall be deemed a election to proceed with the resolution process. If Tenant gives written notice of its election to initiate the resolution process, then Landlord and Tenant shall each, by written notice to each other given within thirty (30) days after Tenant’s notice, select an independent real estate broker with at least five (5) years of experience in commercial brokerage for buildings comparable to the Building in the area of the Building to determine the fair market Basic Rent for the Additional Term. The fair market Basic Rent determined by the brokers who shall select either the fair market rental determined by Landlord or that determined by the Tenant and presented as their last, best and final offer pursuant to the Meeting and no other amount. Any discrepancies between the determinations of the two (2) brokers shall be resolved by the two (2) brokers and their resolution shall be binding on the parties hereto. If no such resolution is reached, then the two (2) brokers shall select a third broker of the same qualifications to determine the fair market Basic Rent for the Additional Term. In such event, the determination of the third broker shall be conclusive, however, in no event shall such determination be anything other than the fair market rental determined by Landlord or Tenant as their last, best and final offer pursuant to the Meeting and no other amount. (C) For the purposes of this clause (v), the following shall pertain: (I) If either party shall fail to designate its broker by written notice to the other party within the thirty (30) day period specified herein, then the broker timely selected by the other party shall be the sole broker and shall alone determine the fair market Basic Rent for the relevant Additional Term. (II) Each broker hereunder shall supply his or her determination within thirty (30) days after his or her appointment, and such determination may be in the form of a letter or memorandum rather than in the form of a formal report or appraisal. Each broker shall make his or her determination based upon the rents for recent (i.e., within the last year) leases of comparable space in the Center and in other master-planned projects of comparable size, quality, location, improvements and with comparable parking in the Irvine Business Complex and South Coast Metro areas. Provided, however, that in making such determinations the brokers shall give disproportionate weight to rental data with respect to comparable space in the Center and shall take account of the fact that the Center, due to its unique attributes, may be able to command above-market rents. (III) The third broker hereunder shall be appointed if the first two (2) brokers cannot agree as to the fair market Basic Rent for the Additional Term within forty-five (45) days after the appointment of the second broker. (IV) If the two (2) brokers are unable to agree upon a third broker within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) expiration of the highest monthly installment period specified in clause (III) above, or if neither party timely designates its initial broker, the third or sole broker shall be appointed by the Presiding Judge of Monthly Base the Orange County Superior Court or his or her designee upon application of either party. If neither party timely designates its broker, the fair market Basic Rent thereunderfor the Additional Term shall be determined by a sole broker appointed as aforesaid. (D) Notwithstanding anything herein to the contrary, but in no event shall the Security Deposit initial Basic Rent during the Additional Term be decreased; (iii) Tenant shall accept less than the Premises in its “AS-IS” condition without any obligation rate of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Basic Rent payable by Tenant under this Lease calculated at the rate applicable for during the last full month year of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In addition, during the event of Landlord’s termination of the Option to Extend pursuant to this SectionAdditional Term, Tenant shall reimburse Landlord for pay all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingadditional rent payable under this Lease. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Building Lease (EPL Intermediate, Inc.)

Option to Extend. Provided that the Tenant originally named herein (a) Landlord hereby grants has not been in monetary default beyond applicable notice and cure periods during the Initial Term, (b) has, throughout the Initial Term, materially complied with all of the provisions of Article Five hereof, and (c) is not in default under this Lease beyond applicable notice and cure periods (both at the time such extension option may be exercised and/or at the time such Extension Term (as hereafter defined) commences), provided that for such exercise to be effective, any and all such defaults shall be cured prior to the expiration of the applicable notice and cure periods, Tenant a single shall have the right and option to extend the initial Initial Term of the Lease for an two (2) additional period consecutive periods of five (5) years each (such period may be referred to as each, an "Extension Term") each commencing the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately day after the expiration of the initial then current Lease Term and ending on the fifth anniversary of the Lease. Tenant’s leasing of the Premises during the Option Term such expiration, provided that Tenant shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment give Landlord notice of Tenant’s Share 's exercise of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within such option no more than fifteen (15) days months and no less than twelve (12) months prior to the expiration of the then current Lease Term. Prior to the exercise by Tenant of such option, the expression "Lease Term" shall mean the Initial Term as the same may have been extended, and after the Prevailing Market Rent exercise by Tenant of such option, the expression "Lease Term" shall mean the Lease Term as it has been determined to equal one hundred percent (100%) then extended. All of the highest monthly installment of Monthly Base Rent thereunderterms, but covenants, conditions, provisions and agreements contained in no event this Lease shall be applicable to the Security Deposit be decreased; (iii) then extended Lease Term, except as hereinafter set forth. If Tenant shall accept give notice of its exercise of this option to extend in the Premises in its “AS-IS” condition without any obligation of Landlord to repaintmanner and within the time period provided aforesaid, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there Lease Term shall be extended upon the giving of such notice without the requirement of any further action on the part of either Landlord or Tenant. If Tenant shall fail to give timely notice of the exercise of such option as aforesaid, Tenant shall have no further option or right to extend the term Term of this Lease, time being of the Lease. If Tenant timely essence of the foregoing provisions, and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) have waived any and all remaining options. The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option during each Extension Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Fair Market Rent determined by Landlord, Tenant may elect in accordance with Section 2.4 above. This option to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is extend shall be personal to Codex’s Inc. and may not be used byCollegium Pharmaceutical, Inc., and shall not be transferable or assignable exercisable by any other party other than a Permitted Transferee (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliateas defined in Section 8.4 hereof). (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Collegium Pharmaceutical, Inc)

Option to Extend. Provided that Equinix, Inc., a Delaware corporation, or an Affiliate (aas hereinafter defined) Landlord hereby grants Tenant a single option to extend the initial Term of the Lease for (said Equinix, Inc. or an additional period of five (5) years (such period may be Affiliate being hereinafter collectively referred to as "Equinix") (i) is not then in default in the “Option Term”), as to payment of any Rent due under this Lease and is not then in _____________ *CONFIDENTIAL TREATMENT REQUESTED. CONFIDENTIAL PORTION HAS BEEN FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. default in the entire Premises as it may then exist, upon and subject to the terms and conditions performance of any of its other obligations under this Section (the “Option To Extend”)Lease, and provided that (ii) has not been in default beyond any applicable notice and cure periods more than once during the immediately preceding two (2) years of the term, in each case both at the time of exercise of such right: (I) Tenant must be the Renewal Option, as hereinafter defined, and at the commencement of the Renewal Period, as hereinafter defined, and is then in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as Leased Premises at the time of exercise of the date of execution Renewal Option, as hereinafter defined, and at the time of the Leasecommencement of the Renewal Period, as certified by Tenant’s independent certified public accountantshereinafter defined, and as supported by Tenant’s certified financial statements, copies of which Equinix shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election have an option (the “Election Notice”"Renewal Option") to exercise extend the Option To Extend must be given to Landlord in writing no earlier than term of this Lease for an additional five (5) year period (the date which is twelve months (12"Renewal Period") months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Leaseterm. Tenant’s leasing of the Premises during the The Renewal Option Term shall be upon and subject exercisable only by written notice given by Equinix to the same terms and conditions contained in the Lease except that Landlord not later than twelve (i12) the Monthly Base Rentmonths, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within nor earlier than fifteen (15) days after months, prior to the expiration of the initial term. In the event that Equinix does not timely exercise the Renewal Option, the Renewal Option shall be null and void and of no further force or effect, time being of the essence in the exercise of the Renewal Option and it being acknowledged and agreed by Equinix that Landlord shall be entitled to rely on any failure by Equinix to give written notice of its exercise of the Renewal Option by the date set forth herein for such exercise thereof. All terms and conditions of this Lease shall be applicable during the Renewal Period except that the amount of Base Rent charged for the Renewal Period shall be the then "Prevailing Market Rent has been determined to equal one hundred percent (100%) of Rent", which shall be the highest monthly installment of Monthly Base Rent thereunderrent for comparable space in comparable buildings in Loudoun County, but Virginia; provided, however, that in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall Prevailing Market Rent determined as aforesaid be deemed to mean be less than the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent for the entire Leased Premises payable by Tenant under this Lease calculated at immediately preceding commencement of the rate applicable Renewal Period. If within thirty (30) days following delivery of Equinix's notice, Landlord and Equinix have not mutually agreed on the Prevailing Market Rent for the last full month Renewal Period, then within ten (10) days after the expiration of the initial Termsuch thirty-day period, plus payment of Tenant’s Share of Operating Expenses pursuant each party shall give written notice to the Lease other setting forth the name and address of a Broker (as hereinafter defined) selected by such party who has agreed to act in addition such capacity, to all expenses paid directly by Tenant to determine the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent. As used in this Section Prevailing Market Rent If either party shall mean fail to select a Broker as aforesaid, the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable spaceby the Broker selected by the other party. For purposes Each Broker shall thereupon independently make his determination of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon within twenty (20) days after the foregoing criteria appointment of the second Broker. If the two Brokers' determinations are not the same, but the higher of such two values is not more than one hundred five percent (105%) of the lower of them, then the Prevailing Market Rent shall be made by Landlorddeemed to be the average of the two values. If the higher of such two values is more than one hundred five percent (105%) of the lower of them, in then the good faith exercise two Brokers shall jointly appoint a third Broker within ten (10) days after the second of Landlord’s business judgmentthe two determinations described above has been rendered. The third Broker shall independently make his determination of the Prevailing Market Rent within twenty (20) days after his appointment. The highest and the lowest determinations of value among the three Brokers shall be disregarded and the remaining determination shall be deemed to be the Prevailing Market Rent. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than determined as aforesaid, the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and parties shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant execute an amendment to this Section, Tenant shall reimburse Landlord Lease setting forth the new Rent to be paid for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingRenewal Period. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Equinix Inc)

Option to Extend. (a) Landlord hereby grants 27.1 Provided that when Tenant a single exercises its option hereunder and on the Expiration Date no Event of Default shall have occurred and be continuing, the Tenant named herein, or an Affiliate to whom the Tenant named herein shall have assigned this Lease or sublet the Premises pursuant to Section 16.7, shall have the option to extend the initial Term of the Lease for an additional period of a single, five (5) years year period (the “Extension Term”). In addition, as a condition of Tenant’s exercise of such period may extension option, if the Guaranty is not at such time in effect then upon the exercise of such option Tenant shall deliver to Landlord, in addition to the security delivered to Landlord as a condition of the termination of the Guaranty upon a Qualifying Corporate Succession (as defined in the Guaranty), either (a) a cash security deposit or (b) an irrevocable standby letter of credit in form reasonably acceptable to Landlord, which cash security deposit or letter of credit shall be referred in an amount equal to fifteen percent (15%) of the total amount of Base Rent that would be due under the Lease during the Extension Term. The Extension Term shall commence on the day after the Expiration Date and shall expire on the last day of the calendar month in which the day immediately prior to the fifth (5th) anniversary of the Expiration Date shall occur unless the Extension Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease or pursuant to law. Tenant shall give Landlord written notice (“Tenant’s Extension Notice”) of Tenant’s intention to exercise such option at least fifteen (15), but not more than eighteen (18), months prior to the Expiration Date, the time of exercise being of the essence (and the date that is fifteen (15) months prior to the Expiration Date hereinafter known as the “Option TermExercise Date”), and upon the giving of such notice, this Lease and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the Extension Term had originally been included in the Term, and the Expiration Date shall thereupon be deemed to be the entire Premises as it may then existlast day of the Extension Term. All of the terms, upon and subject to the terms covenants and conditions of this Lease shall continue in full force and effect during the Extension Term, including items of Additional Rent and escalation which shall remain payable on the terms herein set forth (but excluding, in relation to the Extension Term, the provisions for rent concession set forth in Section (4.1 and for Landlord’s contribution to the “Option To Extend”Initial Improvements), and provided except that at the time of exercise of such right: (I) Tenant must be in occupancy of Base Rent for the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Extension Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and as determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) accordance with Section 27.2 and Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be have no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwiseTerm. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Office Lease (GrubHub Inc.)

Option to Extend. Provided that (ai) Landlord hereby grants Tenant has not assigned the Lease, and (ii) the Premises are not then subject to a single option sublease (whether the term of the sublease has commenced or is to be commenced thereafter) and Tenant will not be exercising the rights hereinafter set forth with the intent of assigning the Lease or subleasing any portion of the Premises, then Tenant has the right to extend the initial Lease Term for one (1) five (5) year period ("Extension Period") at a Base Rent equal to the then Current Market Rate, but in no event shall such rental be less than the last annual rent paid by Tenant, and otherwise on the same terms and conditions as this Lease, except that there shall be no further rights to extend the Lease Term. Tenant shall exercise this option by written notice to Landlord not more than nine (9) months nor less than six (6) months before the expiration of the Lease Term. Tenant's exercise of this option shall be effective only if, at the time of notice and upon the effective date of the Extension Period, there is no Event of Default. Thereupon, this Lease shall be deemed extended for an additional period of five (5) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then existyears, upon and subject to all of the same terms and conditions of this Section Lease and any Amendments made hereto with the exception of the annual rent stipulated hereinabove. Tenant's exercise of this renewal option shall be null and void unless Landlord receives (i) simultaneously with the “Option To Extend”), and provided that at the time notice of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at before the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Renewal Term, notwithstanding that all such defaults may subsequently be cured▇▇▇▇▇▇'s certified financial statements for the immediately preceding three (3) year period. In the event the credit worthiness of Tenant is not sufficient in Landlord’s termination 's sole discretion to assure the future performance of Tenant's obligations under the Option to Extend pursuant to this SectionLease during the Renewal Term, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants may nullify Tenant's exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingthis renewal option. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Industrial Lease (Ibis Technology Corp)

Option to Extend. (a) Landlord hereby grants Provided that Tenant a single is not then in default under any term or provision of the Lease, and with respect to non-monetary issues, beyond any applicable cure period, and provided Tenant has not made late payments of Rents more than two (2) times in the initial Lease Term without consideration of applicable cure periods, Tenant shall have an option to extend the initial Term of the Lease for an additional additional, period of five three (53) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to all of the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base RentRent during the extension Term shall be the greater of (x) the Base Rent payable during the Lease Year immediately preceding the extension Term, plus payment and (y) the fair rental value of Tenant’s Share of Operating Expenses pursuant the Premises at the date six months prior to the Lease (in addition to all expenses paid directly by Tenant to commencement of the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsectionextension Term; (ii) the Security Deposit, if any, Landlord shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined have no obligation to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but do any work in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant give any allowance thereforwork allowance; and (iviii) there shall be no further option or to extend beyond the expiration of such extension Term. (b) Tenant's option may be exercised only by notice of exercise given by Tenant to Landlord at least nine months prior to the expiration of the then current Term. Failure to so exercise within such period shall render any subsequent attempted exercise void and of no effect, any principles of law to the contrary notwithstanding. Tenant shall have no right to exercise its option to extend the term of the Lease. If Tenant timely Term, and properly exercises the Option To Extend, references in the Lease to the Term any attempted exercise shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater void and of no effect, if: (i) the Monthly Base Rent payable by named Tenant under has assigned this Lease calculated or has at any time subleased, in the rate applicable for the last full month aggregate, more than 50 % of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility Premises except if such assignment or service provider, which direct payments shall continue to be Tenant’s obligationsubletting was permitted under Paragraph 17(d) (collectively, “Preceding Rent”) hereof; or (ii) Tenant shall be in default hereunder beyond applicable notice or cure periods and such default shall not have been cured at the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels time of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below)attempted exercise or, if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days such default occurs after Tenant’s 's attempted exercise of the Option To Extendoption, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for at the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise time of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to proposed commencement of the Option extension Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Gross Lease (Startech Environmental Corp)

Option to Extend. (a) Landlord hereby grants Tenant The Borrower may at any time and from time to time request that all or a single option portion of the Term Loans of any Class (an “Existing Term Loan Class”) be converted to extend the initial scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of such Term Loans (any such Term Loans which have been so converted, “Extended Term Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Term Loans, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lease for an additional period Lenders of five the applicable Existing Term Loan Class) (5a “Term Loan Extension Request”) years setting forth the proposed terms of the Extended Term Loans to be established, which shall be identical to the Term Loans of the Existing Term Loan Class from which they are to be converted except (such period x) (A) the scheduled final maturity date shall be extended and (B) all or any of the scheduled amortization payments of principal of the Extended Term Loans may be referred delayed to later dates than the scheduled amortization of principal of the Term Loans of such Existing Term Loan Class (with any such delay resulting in a corresponding adjustment to the scheduled amortization payments reflected in Section 2.5 or in the Joinder Agreement, as the “Option Term”)case may be, as with respect to the entire Premises Existing Term Loan Class from which such Extended Term Loans were converted, in each case as it may then exist, upon and subject to the terms and conditions more particularly set forth in paragraph (d) of this Section (the “Option To Extend”2.15 below), and provided that at (y) (A) the time of exercise interest margins with respect to the Extended Term Loans may be higher or lower than the interest margins for the Term Loans of such right: Existing Term Loan Class and/or (IB) Tenant must additional fees may be payable to the Lenders providing such Extended Term Loans in occupancy addition to or in lieu of any increased margins contemplated by the entire Premises; preceding clause (A), in each case, to the extent provided in the applicable Extension Amendment and (iiz) there has been no material adverse change notwithstanding anything to the contrary in Tenant’s financial position from such position as of this Section 2.15 or otherwise, Extended Term Loans may be optionally prepaid prior to the date on which the Existing Term Loan Class from which they were converted is repaid in full. No Lender shall have any obligation to agree to have any of execution its Term Loans of any Existing Term Loan Class converted into Extended Term Loans pursuant to any Extension Request. Any Extended Term Loans of any Extension Series shall constitute a separate Class of Term Loans from the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of Existing Term Loan Class from which shall be delivered to Landlord with Tenants written notice exercising its right hereunderthey were converted. (b) Tenant’s election The Borrower may at any time and from time to time request that all or a portion of the Revolving Credit Commitments, any Extended Revolving Credit Commitments and/or any New Revolving Credit Commitments, each existing at the time of such request (each, an “Existing Revolving Credit Commitment” and any related revolving credit loans thereunder, “Existing Revolving Credit Loans”; each Existing Revolving Credit Commitment and related Existing Revolving Credit Loans together being referred to as an “Existing Revolving Credit Class”) be converted to extend the termination date thereof and the scheduled maturity date(s) of any payment of principal with respect to all or a portion of any principal amount of Loans related to such Existing Revolving Credit Commitments (any such Existing Revolving Credit Commitments which have been so extended, “Extended Revolving Credit Commitments” and any related Loans, “Extended Revolving Credit Loans”) and to provide for other terms consistent with this Section 2.15. In order to establish any Extended Revolving Credit Commitments, the Borrower shall provide a notice to the Administrative Agent (who shall provide a copy of such notice to each of the Lenders of the applicable Class of Existing Revolving Credit Commitments) (a “Revolving Credit Extension Request”) setting forth the proposed terms of the Extended Revolving Credit Commitments to be established, which terms shall be identical to those applicable to the Existing Revolving Credit Commitments from which they are to be extended (the “Election NoticeSpecified Existing Revolving Credit Commitment”) except (x) all or any of the final maturity dates of such Extended Revolving Credit Commitments may be delayed to exercise the Option To Extend must be given to Landlord in writing no earlier later dates than the date which is twelve months final maturity dates of the Specified Existing Revolving Credit Commitments, (12y) (A) months before the Expiration Date and no later interest margins with respect to the Extended Revolving Credit Commitments may be higher or lower than the date which is nine interest margins for the Specified Existing Revolving Credit Commitments and/or (9B) months before additional fees may be payable to the Expiration Date. If Tenant either fails Lenders providing such Extended Revolving Credit Commitments in addition to or elects not in lieu of any increased margins contemplated by the preceding clause (A) and (z) the revolving credit commitment fee rate with respect to exercise its Option the Extended Revolving Credit Commitments may be higher or lower than the Revolving Credit Commitment Fee Rate for the Specified Existing Revolving Credit Commitment, in each case, to Extend by not timely giving its Election Noticethe extent provided in the applicable Extension Amendment; provided that, then notwithstanding anything to the Option contrary in this Section 2.15 or otherwise, (1) the borrowing and repayment (other than in connection with a permanent repayment and termination of commitments) of Loans with respect to Extend any Existing Revolving Credit Commitments shall be null made on a pro rata basis with all other Extended Revolving Credit Commitments and void(2) assignments and participations of Extended Revolving Credit Commitments and Extended Revolving Credit Loans shall be governed by the same assignment and participation provisions applicable to Revolving Credit Commitments and the Revolving Credit Loans related to such Commitments set forth in Section 14.6. Any Extended Revolving Credit Commitments of any Extension Series shall constitute a separate Class of revolving credit commitments from the Specified Existing Revolving Credit Commitments and from any other Existing Revolving Credit Commitments (together with any other Extended Revolving Credit Commitments so established on such date). (c) The Option Borrower shall provide the applicable Extension Request at least five (5) Business Days prior to the date on which Lenders under the applicable Existing Class or Existing Classes are requested to respond. Any Lender (an “Extending Lender”) wishing to have all or a portion of its Term shall commence immediately after the expiration Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment, as applicable, of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and Existing Class or Existing Classes subject to such Extension Request converted into Extended Term Loans or Extended Revolving Credit Commitments, as applicable, shall notify the same terms and conditions contained in the Lease except that Administrative Agent (ian “Extension Election”) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant on or prior to the Lease (date specified in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) such Extension Request of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlordits Term Loans, Tenant may elect to revoke and rescind the exercise Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the option by giving written notice thereof Existing Class or Existing Classes subject to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option such Extension Request that it has elected to Extend is personal to Codex’s Inc. and may not be used byconvert into Extended Term Loans or Extended Revolving Credit Commitments, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be curedas applicable. In the event that the aggregate amount of Landlord’s termination Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment of the Option Existing Class or Existing Classes subject to Extend Extension Elections exceeds the amount of Extended Term Loans or Extended Revolving Credit Commitments, as applicable, requested pursuant to this Sectionthe Extension Request, Tenant Term Loans or Revolving Credit Commitments, New Revolving Credit Commitments or Extended Revolving Credit Commitments of the Existing Class or Existing Classes subject to Extension Elections shall reimburse Landlord be converted to Extended Term Loans or Extended Revolving Credit Commitments, as applicable, on a pro rata basis based on the amount of Term Loans, Revolving Credit Commitments, New Revolving Credit Commitment or Extended Revolving Credit Commitment included in each such Extension Election. Notwithstanding the conversion of any Existing Revolving Credit Commitment into an Extended Revolving Credit Commitment, such Extended Revolving Credit Commitment shall be treated identically to all other Revolving Credit Commitments for all costs purposes of the obligations of a Revolving Credit Lender in respect of Swingline Loans under Section 2.1(e) and expenses Landlord incurs Letters of Credit under Article 3, except that the applicable Extension Amendment may provide that the Swingline Maturity Date may be extended and the related obligations to make Swingline Loans may be continued so long as the Swingline Lender has consented to such extensions in its sole discretion (it being understood that no consent of any other Lender shall be required in connection with Tenants exercise any such extension). Notwithstanding the foregoing, for the avoidance of doubt, the Letter of Credit Commitments shall not be extended unless the prior written consent of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making applicable Letter of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingCredit Issuer is obtained. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Credit Agreement (Laureate Education, Inc.)

Option to Extend. (a) Landlord hereby grants Subject to the provisions of this Paragraph 3.4, the originally named Tenant a single herein (the "Original Tenant") shall have the one (1) option to extend the initial Lease Term of the Lease for an one (1) additional period term of five (5) years (such period may be referred to as the "Option Term"), as by delivering written notice to Landlord ("Tenant's Option Notice") not more than two hundred seventy (270) days and not less than one hundred eighty (180) days prior to the entire Premises expiration of the initial Lease Term, stating that Tenant is exercising its option to extend the Lease Term. If Tenant exercises such right in accordance with this Paragraph 3.4, the term of this Lease shall be extended for five (5) years commencing on the eighth (8th) anniversary of the Commencement Date and, unless sooner terminated as it may then existprovided in this Lease, upon and ending five (5) years thereafter. The Lease shall be extended subject to the terms agreements, covenants, conditions, and conditions provisions set forth in this Lease, except that Tenant shall have no further option to extend the term of this Section (Lease and the Base Rent payable by Tenant for the first year of the Option To Extend”)Term shall be equal to the then prevailing Fair Market Rental Rate of the Premises as determined in Paragraph 3.4(b) below and as thereafter increased pursuant to Paragraph 4.3 below. If Tenant fails to exercise such right in accordance with this Paragraph 3.4, and such right shall terminate. The option shall be exercisable by Tenant provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution delivery of such notice, Tenant is not in default under this Lease and Tenant has not previously been in default under this Lease more than once (unless any such default has been timely cured to Landlord's reasonable satisfaction). The rights contained in this Paragraph 3.4 shall be personal to the Original Tenant and may only be exercised by the Original Tenant (and not any assignee, subtenant or other transferee of Tenant's interest in this Lease) if the Original Tenant occupies the entire Premises, provided that the option may be exercised by any corporation or other entity into which Tenant merges or consolidates, or which merges or consolidates with Tenant, or which acquires substantially all of the Leasecapital stock or assets of Tenant, as certified by or which otherwise controls, is under common control with, or is controlled by, Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (Landlord shall determine the “Election Notice”) to exercise the Option To Extend must be given to Fair Market Rental Rate by using its good faith judgment. Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration provide written notice of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased such amount within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; later than twenty (iii20) days) after receipt of Tenant's Option Notice. Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within have thirty (30) days ("Tenant's Review Period") after Tenant’s exercise receipt of Landlord's notice of the Option To Extendnew rental within which to accept such rental or to reasonably object thereto in writing. In the event Tenant objects, Landlord and Tenant shall notify Tenant of Landlord’s determination of Option Term Rent for the Premisesattempt to agree upon such Fair Market Rental Rate, using their best good faith efforts. If Landlord’s Landlord and Tenant fail to reach agreement within fifteen (15) days following Tenant's Review Period ("Outside Agreement Date"), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be submitted to arbitration in accordance with subsections (i) through (v) below. Failure of Prevailing Tenant to so elect in writing within Tenant's Review Period shall conclusively be deemed its disapproval of the Fair Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent Rental Rate determined by Landlord, Tenant may elect . In the event that Landlord fails to revoke and rescind timely generate the exercise of the option by giving initial written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any 's opinion of the following eventsFair Market Rental Rate which triggers the negotiation period of this Paragraph 3.4(b), then Tenant may commence such negotiations by providing the initial notice, in which event Landlord shall have the option, exercisable at any time prior to commencement fifteen (15) days ("Landlord's Review Period") after receipt of Tenant's notice of the Option Termnew rental within which to accept such rental. In the event Landlord fails to accept in writing such rental proposed by Tenant, then such proposal shall be deemed rejected, and Landlord and Tenant shall attempt in good faith to terminate all agree upon such Fair Market Rental Rate, using their best good faith efforts. If Landlord and Tenant fail to reach agreement within fifteen (15) days following Landlord's Review Period (which shall be, in such event, the "Outside Agreement Date" in lieu of the provisions above definition of this Section such date), then each party shall place in a separate sealed envelope their final proposal as to Fair Market Rental Rate and such determination shall be submitted to arbitration in accordance with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect:subsections (i) through (v) below. (i) Tenant’s failure to timely exercise the Option to Extend in accordance Landlord and Tenant shall meet with the provisions of this Section. each other within five (ii5) The existence at the time Tenant exercises the Option to Extend or at the commencement business days of the Option Term Outside Agreement Date and exchange the sealed envelopes and then open such envelopes in each other's presence. If Landlord and Tenant do not mutually agree upon the Fair Market Rental Rate within one (1) business day of any default the exchange and opening of envelopes, then, within ten (10) business days of the exchange and opening of envelopes Landlord and Tenant shall agree upon and jointly appoint a single arbitrator who shall by profession be a real estate lawyer or broker who shall have been active over the five (5) year period ending on the part date of such appointment in the leasing of comparable commercial properties in the vicinity of the Building. Neither Landlord nor Tenant under the Lease shall consult with such broker or of any state of facts which with the passage of time lawyer as to his or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease her opinion as to Fair Market Rental Rate prior to the commencement appointment. The determination of the Option Term, notwithstanding that all such defaults may subsequently arbitrator shall be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect limited solely to the designissue of whether Landlord's or Tenant's submitted Fair Market Rental Rate for the Premises is the closer to the actual Fair Market Rental Rate for the Premises as determined by the arbitrator, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of taking into account the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions requirements of this SectionParagraph 3.

Appears in 1 contract

Sources: Lease (Therma Wave Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option to extend the initial Term of the Lease for an one (1) additional period of five (5) years (such period may be referred to as the Option Extension Term”), as to commencing the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately day after the expiration of the initial Term of Initial Term, and ending on the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except fifth (5th) anniversary thereof, provided that (ia) the Monthly Base Rent, plus payment Tenant shall give Landlord notice of Tenant’s Share exercise of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within such option no more than fifteen (15) days after months and no less than twelve (12) months prior to the Prevailing Market Rent has been determined to equal one hundred percent (100%) expiration of the highest monthly installment Initial Term, (b) Tenant has not assigned this Lease or sublet more than 25% of Monthly Base Rent thereunderthe Premises (in either case other than as part of a Permitted Transaction), but in no event shall the Security Deposit be decreased; and (iiic) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable in default beyond any applicable notice or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence cure periods at the time Tenant exercises the Option to Extend of giving such notice or at the commencement of the Option Extension Term in the performance or observance of any default of the terms and provisions of this Lease on the part of the Tenant under to be performed or observed. Prior to the exercise by Tenant of such option, the expression “Term” shall mean the Initial Term, and after the exercise by Tenant of such option, the expression “Term” shall mean the Term as it has been then extended. All of the terms, covenants, conditions, provisions and agreements in this Lease or contained shall be applicable to the then extended Term, except as hereinafter set forth. If Tenant shall give notice of any state its exercise of facts which with this option to extend in the passage of manner and within the time or period provided aforesaid, the Term shall be extended upon the giving of notice, such notice without the requirement of any further action on the part of either Landlord or both, would constitute such a default. (iii) Tenants third default under the Lease prior Tenant. If Tenant shall fail to the commencement give timely notice of the Option Term, notwithstanding that all exercise of such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Sectionoption as aforesaid, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise have no right to extend the Term of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the this Lease, time shall be being of the essence with respect to all of the provisions foregoing provisions. The Basic Rent payable during each Extension Term shall be the greater of (a) 100% of the Basic Rent for the last year of the Initial Term, or (b) the Fair Market Rent determined in accordance with Section 15.1 above. This option shall be personal to Tenant and its Affiliates or to any party that acquired the interest of Tenant under this SectionLease as part of a Permitted Transaction, and shall not be exercisable by any other party.

Appears in 1 contract

Sources: Lease Agreement (TechTarget Inc)

Option to Extend. Borrower shall have the Option to Extend the term of the Loan from the Original Maturity Date to the First Extended Maturity Date, the First Extended Maturity Date to the Second Extended Maturity Date and the Second Extended Maturity Date to the Third Extended Maturity Date, upon satisfaction of each and every one of the following conditions precedent: (a) Landlord hereby grants Tenant Borrower shall provide Administrative Agent with written notice of Borrower’s request to exercise the applicable Option to Extend not less than forty-five (45) days and not more than one hundred twenty (120) days prior to the then applicable Maturity Date. (b) As of the date of Borrower’s delivery of notice of request to exercise the applicable Option to Extend, and as of the applicable Maturity Date, no Default shall exist, and Borrower shall so certify in writing. (c) To the extent Borrower has commenced construction of the Expansion, lien free Completion of the Expansion. (d) Borrower and Operating Lessee shall execute or cause the execution of all customary documents reasonably required by Administrative Agent to exercise the applicable Option to Extend. (e) As of the applicable Maturity Date, there shall exist no material “default” or “event of default” under any of the Project Documents. (f) At Borrower’s sole cost and expense, the issuance by the Title Company, and Administrative Agent’s receipt, of any endorsements deemed necessary by Administrative Agent and available in Colorado (with respect to properties similar to the Property) for attachment to the Title Policy, insuring the priority and validity of the Security Instrument, or such other evidence of satisfactory title as required by Administrative Agent. (g) Borrower shall have delivered evidence (in the form of the certificate required pursuant to Section 9.33) satisfactory to Administrative Agent that as of the applicable DSCR Test Date, the Property has achieved a single DSCR of at least (i) with respect to the First Option to Extend, 1.3125 to 1.00, and (ii) with respect to the Second Option to Extend and the Third Option to Extend, 1.375 to 1.00; provided, however, in the event such required minimum DSCR is not achieved, then Borrower shall have the option to extend pay down the initial Term outstanding principal balance of the Lease Loan in an amount such that the applicable minimum DSCR is achieved (such amount necessary to achieve the applicable minimum DSCR, the “DSCR Shortfall”). Any principal balance reduction shall reduce the aggregate Commitments by a like amount and may not be re-borrowed. (h) Administrative Agent shall have received, at Borrower’s sole cost and expense, an updated Appraisal confirming to the reasonable satisfaction of Administrative Agent that the Loan-to-Value Percentage, as of the then applicable Maturity Date, does not exceed sixty-five percent (65.00%); provided, however, in the event such fair market value is not adequate to meet the required Loan-to-Value Percentage, then Borrower shall have the option to pay down the outstanding principal balance of the Loan in an amount such that said Loan-to-Value Percentage is achieved (such amount necessary to achieve the minimum Loan-to-Value Percentage, the “LTV Shortfall”). The valuation date of such updated Appraisal shall be within ninety (90) days of the then applicable Maturity Date. Any principal balance reduction shall reduce the aggregate Commitments by a like amount and may not be re-borrowed. (i) Within twenty-four (24) hours of the Effective Date, Borrower shall have provided evidence to Administrative Agent that Borrower has obtained one or more Interest Rate Protection Agreements in accordance with Section 9.16 hereof covering in the aggregate a notional amount of at least the outstanding principal balance of the Loan as of the then applicable Maturity Date and continuing for an additional a period of at least one (1) year (and in any case which shall terminate no sooner than the next applicable Maturity Date) and with a strike rate no greater than four and one-half percent (4.5%). (j) On or before the Original Maturity Date, the First Extended Maturity Date and the Second Extended Maturity Date, as applicable, Borrower shall pay to Administrative Agent for the ratable benefit of Lenders an extension fee in the amount of one quarter of one percent (0.25%) of the total outstanding Commitment amount of the Loan, as determined on the Original Maturity Date, the First Extended Maturity Date and the Second Extended Maturity Date, as applicable, in immediately available funds. (k) Borrower shall pay all other reasonable costs and expenses incurred by Administrative Agent in connection with the exercise of the applicable Option to Extend, including appraisal fees, environmental audit and reasonable attorneys’ fees incurred by Administrative Agent; all such costs and expenses incurred up to the time of Administrative Agent’s written agreement to the extension shall be due and payable upon Administrative Agent’s execution of that agreement (or if the proposed extension does not become effective, then upon demand by Administrative Agent), and any future failure to pay such amounts shall constitute a Default under the Loan Documents if such amounts are not paid within five (5) years (such period may days of notice from Administrative Agent. Any undisbursed Commitments of Lenders shall be referred cancelled on the Original Maturity Date and shall not be used to calculate the extension fee payable by Borrower. Except as modified by the applicable Option Term”)to Extend, as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section Agreement and the other Loan Documents as modified and approved by Administrative Agent (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Leaseor Requisite Lenders or Lenders, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses required pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligationterms of this Agreement) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project remain unmodified and in comparable buildings in the mid- Peninsula area, full force and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Renteffect. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Loan Agreement (Ryman Hospitality Properties, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single Lessee shall have the option to extend the initial Initial Term of the this Lease for an additional one (1) period of five (5) years years, commencing immediately following the expiration of the Initial Term (such period may be is referred to herein as the “Extended Term”, “Initial Term” and “Extended Term” are collectively referred to as the Option Term”), as to the entire Premises as it may then exist, upon on all provisions contained in this Lease (except for Base Rent and subject to the such other terms and conditions as are specifically or by their operation limited to the Initial Term only and except that Lessee shall have no further right or option to extend the term upon the expiration of this Section the Extended Term), by giving notice of exercise of the option (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise Lessor at any time during the Option To Extend must be given fifty-fourth (54th) month of the Initial Term. Lessor’s ability to Landlord plan for the orderly transaction of its rental business, to accommodate the needs of other existing and potential tenants, and to enjoy the benefits of increasing rentals at such times as Lessor is able to do so in writing its sole and absolute discretion, are fundamental elements of Lessor’s willingness to provide Lessee with the option to extend contained herein. Accordingly, Lessee hereby acknowledges that strict compliance with the notification provisions contained herein, and Lessee’s strict compliance with the time period for such notification contained herein, are material elements of the bargained for exchange between Lessor and Lessee and are material elements of Lessee’s consideration paid to Lessor in exchange for the grant of the option. Therefore, Lessee’s failure to adhere strictly and completely to the provisions and time frame contained in this provision shall render the option automatically null, void and of no earlier further force or effect, without notice, acknowledgement, or any action of any nature or sort, required of Lessor. Lessee acknowledges that no other act or notice, other than the date which express written notice set forth hereinabove, shall act to put Lessor on notice of Lessee’s intent to extend, and Lessee hereby waives any claims to the contrary, notwithstanding any other actions of Lessee during the Initial Term of this Lease or any statements, written or oral, of Lessee to Lessor to the contrary during the Initial Term of this Lease. Notwithstanding the foregoing, if Lessee is twelve months in default (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of any applicable period for cure pursuant to Article 22 below) on the initial Term date of the Lease. Tenant’s leasing of the Premises during giving the Option Term Notice, the Option Notice shall be upon and subject to totally ineffective, or if Lessee is in default (after the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment expiration of Tenant’s Share of Operating Expenses any applicable period for cure pursuant to Article 22 below) on the Lease (date the Extended Term is to commence, in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary paymentsremedies available to Lessor under this Lease, escalations and triple net payables by Tenantat Lessor’s election, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof shall be deemed null and void, the Extended Term shall not commence, and this Lease shall expire at the end of the Initial Term. The option to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend extend granted pursuant hereto is personal to Codex’s Inc. original Lessee signatory to this Lease and may cannot be used byassigned, and shall not be transferable transferred or assignable (voluntarily conveyed to, or involuntarily) to exercised for the benefit of, any other person or entity except for a Tenant Affiliate. (fvoluntarily, involuntarily, by operation of law or otherwise) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ feesassignee or subtenant permitted under Article 13, and with respect to except in the design, construction or making event of any tenant improvements, repairs or renovation or with respect to any payment a “Permitted Transfer” (as defined in Article 13). All of all or part of any allowance for any Lessee’s rights under this Article 3.b. shall terminate upon the expiration of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions Initial Term or sooner termination of this SectionLease.

Appears in 1 contract

Sources: Net Office Lease (SourceForge, Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single one (1) option to ---------------- extend the initial Term term of the Lease (the "Initial Term"), for an additional period of five (5) years (such period may be referred to as the "Option Term"), as to all (but not part) of the entire Premises as it such may then exist, upon and subject to the terms and conditions of set forth in this Section 39 (the "Option To Extend"), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the LeaseInitial Term. Tenant’s leasing 's hiring of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (ia) the Monthly Base Annual Rent shall be equal to the "Option Term Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”", defined and determined in the manner set forth in the immediately following Subsection; below, (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iiib) Tenant shall accept the Premises Premises, Building and Park in its “AS-IS” an "As Is" condition without any obligation ----- of Landlord to repaint, remodel, repair, improve or alter the Premises Premises, Building or Park or to provide Tenant any allowance therefor; for any of the foregoing and (ivc) there shall be no further option or right to extend the term Term of the Lease. If Tenant timely and properly exercises the an Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the applicable Option Term unless the context clearly requires otherwise. . Tenant's election to exercise the Option To Extend must be given to Landlord in writing no later than ninety (d90) The Option Term Rent shall mean days prior to the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month expiration of the initial Initial Term. Notwithstanding anything to the contrary contained herein, plus payment all rights of Tenant’s Share of Operating Expenses Tenant pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments Option To Extend shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent automatically terminate without notice and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction of no further force and effect, whether or adjustment for “not Tenant Concessions” (as defined below)has timely exercised the option granted herein, if any, being offered to prospective new tenants (a) at the time of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant Extend or at the time of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extendthere exists a default, with the effect of canceling and voiding or any prior act or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default omission on the part of Tenant under the Lease or of any state of facts which which, with the passage of time or the giving of notice, or both, would constitute such a default. , or (iiib) Tenants third Landlord has given Tenant three (3) or more notices of the existence of a default, during the Initial Term, whether or not such default under is subsequently cured, or (c) a late charge has become payable three (3) or more times during any calendar year, or (d) Tenant does not occupy all of the Lease prior to Premises at the time of exercise of an Option To Extend or at the time of commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination Tenant terminated for any of the Option to Extend pursuant to reasons set forth in this Sectionparagraph, Tenant shall reimburse Landlord for all costs cost and expenses expense Landlord incurs in connection with Tenants Tenant's exercise of the Option to Extend To Extend, including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoingcommissions. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease (Business Objects Sa)

Option to Extend. (a) Landlord hereby grants Tenant a single Borrower shall have the option to extend the initial Term term of the Lease for an additional period Loan from the Original Maturity Date to the Extended Maturity Date, upon satisfaction of five each of the following conditions precedent: (5a) years Borrower shall provide Lender with written notice of Borrower's request to exercise the Option to Extend not less than thirty (such period may be referred 30) days prior to the Original Maturity Date; and (b) As of the date of Borrower's delivery of notice of request to exercise the Option to Extend, and as of the Original Maturity Date, no Default shall have occurred which is continuing, and no event or condition which, with the giving of notice or the passage of time or both, would constitute a Default shall have occurred which is continuing, and Borrower shall so certify in writing; and (c) Borrower shall execute or cause the execution of all documents reasonably required by Lender to exercise the Option Term”)to Extend; and (d) There shall have occurred no material adverse change, as determined by Lender in its sole discretion, in the financial condition of Borrower from that which existed as of the later of: (A) the date hereof; or (B) the date upon which the financial condition of such party was first represented to Lender; and (e) The commitment amount of the entire Premises Loan shall not exceed Ten Million Dollars ($10,000,000). Borrower shall have the right to repay a portion of the outstanding principal amount of the Loan, or cancel any undisbursed commitment amount, or some combination of the foregoing, in order to satisfy the foregoing condition. Any amounts repaid may not be reborrowed; and (f) On or before the Original Maturity Date, Borrower shall pay to Lender an extension fee in the amount of one-quarter of one percent (0.25%) of the outstanding principal amount of the Loan. Except as it may then existmodified by this Option to Extend, upon and subject to the terms and conditions of this Section (Agreement and the “Option To Extend”), other Loan Documents as modified and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified approved by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Lender shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project remain unmodified and in comparable buildings in the mid- Peninsula area, full force and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Renteffect. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Loan Agreement (KBS Legacy Partners Apartment REIT, Inc.)

Option to Extend. Provided that, at the time of the exercise of an Extension Option (a) Landlord hereby grants defined below),Tenant is not in breach of its obligations under this Lease beyond any applicable notice and cure periods provided in this Lease, Tenant a single shall have an option to extend the initial Term on three (3) occasions (each such right, an “Extension Option”), as follows: (a) The first extension of the Lease Term shall be for an additional a period of ten (10) years. The second extension of the Term shall be for a period of nine (9) years (each such period of time, an “Option Term”).‌ (b) Written notification to Landlord exercising each such option to extend the Term must be delivered to Landlord at least one (1) year, but not more than five (5) years (such years, prior to the expiration of the Term. Provided Tenant has properly and timely exercised an Extension Option, the Term of this Lease shall be extended for the period may be referred to as of the applicable Option Term”), as to the entire Premises as it may then existand all terms, upon and subject to the terms covenants and conditions of this Section (Lease shall remain unmodified and in full force and effect, except that the “Option To Extend”)Base Rent shall be modified as set forth below. Promptly following each such exercise of an Extension Option, and provided that Tenant, at its election, may prepare a notice of the time of exercise of such right: (I) Tenant must be in occupancy Extension Option and of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as extension of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon in recordable form and subject to cause the same terms and conditions contained to be recorded in the Lease except that (i) Official Records of the Monthly Base RentCounty of Alameda, plus payment of Tenant’s Share of Operating Expenses pursuant California. If Landlord is required to the Lease (execute and have acknowledged such notice in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue order for such notice to be Tenant’s obligation) so recorded, Landlord shall be amended promptly take all acts necessary to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue cause such notice to be Tenant’s obligation) executed, acknowledged and recorded (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) obligated to incur any person or entity except third-party fees and/or costs in connection therewith unless such fees and/or costs are agreed to be paid for a Tenant Affiliate. (f) Upon the occurrence of any of the following eventsby Tenant; provided, Landlord shall have the option, exercisable at any time prior to commencement of the Option Termhowever, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling extent that such fees and/or costs are not reasonable or normally and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs customarily incurred in connection with Tenants such matter, such fees and/or costs shall be paid by Landlord). Any failure to prepare, execute and/or deliver such notice(s), shall not affect the exercise by Tenant of an Extension Option and the commensurate extension of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.Term.‌

Appears in 1 contract

Sources: Ground Lease Agreement

Option to Extend. (a) Landlord hereby grants Tenant a single shall have the right and option, which said option and right shall not be severed from this Lease or separately assigned, mortgaged or transferred, to extend the initial Term term of the this Lease for an two (2) additional period consecutive periods of five (5) years each (such period may be hereinafter referred to respectively as the “Option TermFirst Extension Period” and the “Second Extension Period” and sometimes individually as an “Extension Period”), as provided that (a) Tenant shall give Landlord notice of Tenant’s exercise of such option at least twelve (12) full calendar months prior to the entire Premises as it may then exist, upon and subject expiration of (i) the Original Term in the case of the option with respect to the terms First Extension Period and conditions (ii) the First Extension Period in the case of this Section the option with respect to the Second Extension Period and (the “Option To Extend”)b) no Event of Default (after expiration of applicable notice and cure periods, and provided that if any) shall exist at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; giving each applicable notice and (ii) there has been no material adverse change in Tenant’s financial position from such position as of on the date of execution the commencement of the Lease, as certified by Tenant’s independent certified public accountants, each respective Extension Period and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration original Tenant named in this Lease or its Affiliate is itself occupying the entire Premises both at the time of giving the applicable notice and at the time of commencement of the initial Term applicable Extension Period. Except for the amount of Annual Fixed Rent (which is to be determined as hereinafter provided) all the Lease. Tenant’s leasing of the Premises during the Option Term shall be upon terms, covenants, conditions, provisions and subject to the same terms and conditions contained agreements in the Lease contained shall be applicable to the additional period through which the Term of this Lease shall be extended as aforesaid, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further options to extend the Term of this Lease beyond the Second Extension Period, nor shall Landlord be obligated to make or pay for any improvements to the Premises nor pay any inducement payments of any kind or nature. If Tenant shall give notice of its exercise of each such option to extend in the manner and within the time period provided aforesaid, the Term of this Lease shall be extended upon the giving of each such notice without the requirement of any further attention on the part of either Landlord or Tenant except to the extent necessary to determine the Annual Fixed Rent as hereafter set forth. Landlord hereby reserves the right, exercisable by Landlord in its sole discretion, to waive (in writing) any condition precedent set forth in clauses (a), (b) or (c) above. If Tenant shall fail to give timely notice of the exercise of any such option as aforesaid or if any of the conditions set forth above are not satisfied as and when specified herein, Tenant shall have no right to extend the term Original Term of this Lease, time being of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month essence of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant foregoing provisions. Failure to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith timely exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the its option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) First Extension Period shall terminate Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and rights with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance option for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions Second Extension Period. Any termination of this SectionLease Agreement shall terminate the rights hereby granted Tenant.

Appears in 1 contract

Sources: Lease Agreement (GTC Biotherapeutics Inc)

Option to Extend. (a) Landlord hereby grants So long as Biolase, Inc. is the Tenant a single hereunder and occupies the entirety of the Leased Premises (subject to the assignment provisions contained in Article 7 herein), and subject to the conditions set forth in clauses (i) and (ii) below of this subparagraph (a), Tenant shall have one (1) option to extend the initial Term term of this Lease with respect to the entirety of the Lease Leased Premises, for an additional a period of five (5) years from the expiration of the initial, unextended Lease Term (such period may be referred to as the “Option Extension Term”), as subject to the entire Premises as it may then existfollowing conditions: (i) The option to extend shall be exercised, if at all, by notice of exercise given to Landlord by Tenant not more than twelve (12) months nor less than nine (9) months prior to the expiration of the initial, unextended Lease Term; and (ii) Anything herein to the contrary notwithstanding, if Tenant is in default under any of the terms, covenants or conditions of this Lease, either at the time Tenant exercises the extension option or on the commencement date of the Extension Term, Landlord shall have, in addition to all of Landlord’s other rights and remedies provided in this Lease, the right to terminate the option to extend upon and subject notice to Tenant. (b) In the event the option is exercised in a timely fashion, the Lease shall be extended for the Extension Term upon all of the terms and conditions of this Section (the “Option To Extend”)Lease, and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of Base Monthly Rent for the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Extension Term shall be upon and subject to the same terms and conditions contained in “Fair Market Rent” for the Lease except that (i) Leased Premises. For purposes hereof, “Fair Market Rent” shall mean the Base Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses Rent determined pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwiseprocess described below. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Lease Agreement (Biolase, Inc)

Option to Extend. (a) Landlord hereby grants Tenant a single an option to extend the initial Term of (the Lease "Option to Extend") for an one (1) additional period of five four (54) years (such period may be referred to as the "Option Term"), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence commencing immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of the Premises during the Option Term shall be Term, upon and subject to the same terms and conditions contained in the Lease herein, except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant Rent for the Premises shall be increased to the Lease Fair Market Base Rent for the Premises (but in addition to all expenses paid directly by Tenant no event less than the Base Rent rate payable immediately prior to the utility or service providerexpiration of the initial Term, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; below, (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises as of the commencement of the Option Term in its “AS-IS” an "as is" condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; Premises, and (iviii) there shall be no further option or right options to extend the term Term. (1) Tena▇▇'▇ ▇xercise of the LeaseOption to Extend must be given to Landlord in writing no less than six (6) months and no earlier than nine (9) months prior to the expiration of the Term. If Tenant timely and properly exercises the Option To to Extend, references in the this Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires provides otherwise. (d) The . Notwithstanding anything to the contrary contained herein, the Option Term Rent to Extend shall mean the greater automatically terminate without notice and shall be of no further force and effect, whether or not Tenant has timely exercised an option granted herein, if (i) an event of default, beyond applicable cure periods, on the Monthly Base Rent payable by part of Tenant exists under this Lease calculated at the rate applicable for the last full month time of exercise of the initial Term, plus payment Option to Extend or at the time of Tenant’s Share commencement of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) Option Term or (ii) Landlord has given Tenant two or more notices respecting an Event of Default on the “Prevailing Market Rent”part of Tenant during the Term. (2) If Tenant properly exercises the Option to Extend, the Base Rent during the Option Term shall be determined in the following manner. As used in this Section Prevailing Market The Base Rent shall mean be increased to an amount equal to the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease Fair Market Base Rent for the Premises as of the commencement of the Option Term for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditionsTerm, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided as specified by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable notice to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within not less than thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, subject to terminate all Tenant's right of arbitration as set forth below. If Tena▇▇ ▇▇▇ieves that the provisions Fair Market Base Rent specified by Landlord exceeds the actual Fair Market Base Rent for the Premises as of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event then Tenant shall so notify Landlord within ten (10) days following receipt of Landlord’s termination 's notice. If Tenant fails to so notify Landlord within said ten (10) days, Landlord's determination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord Fair Market Base Rent for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Premises shall be final and binding upon the parties. If the parties are unable to agree upon the Fair Market Base Rent for the Premises within ten (10) days after Land▇▇▇▇'▇ ▇eceipt of the essence with respect to all notice of the provisions of this Section.Tena▇▇'▇

Appears in 1 contract

Sources: Lease Agreement (Garage Com)

Option to Extend. 28.1 Provided that on the Expiration Date and on the first day of the Extension Term (adefined below) Landlord hereby grants no Event of Default shall have occurred and be continuing, provided that an Event of Default shall not have occurred at any time after the fifth (5th) anniversary of the Rent Commencement Date, and provided that the Tenant a single named herein or any Affiliate of the named Tenant is in direct occupancy of not less than 100% of the entire usable area of the Premises, the Tenant named herein or any Affiliate thereof only shall have the option to extend the initial Term for one (1), five (5)-year period only (the “Extension Term”). The Extension Term shall commence on the day after the Expiration Date and shall expire on the last day of the calendar month in which the day immediately prior to the fifth (5th) anniversary of the Expiration Date shall occur unless the Extension Term shall sooner end pursuant to any of the terms, covenants or conditions of this Lease for an additional period or pursuant to law. Tenant shall give Landlord written notice (“Tenant’s Extension Notice”) of five Tenant’s intention to exercise such option at least fifteen (515) years months prior to the Expiration Date, the time of exercise being of the essence (such period may be referred the date that is fifteen (15) months prior to the Expiration Date hereinafter known as the “Option TermExercise Date”), and upon the giving of such notice, this Lease and the Term shall be extended without execution or delivery of any other or further documents, with the same force and effect as if the Extension Term had originally been included in the Term, and the Expiration Date shall thereupon be deemed to be the entire Premises as it may then existlast day of the Extension Term. All of the terms, upon and subject to the terms covenants and conditions of this Lease shall continue in full force and effect during the Extension Term, including items of Additional Rent and escalation which shall remain payable on the terms herein set forth (but excluding, in relation to the Extension Term, the provisions for rent concession set forth in Section (the “Option To Extend”4.1 and for Landlord’s Contribution), and provided except that at the time of exercise of such right: (I) Tenant must be in occupancy of Base Rent for the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which Extension Term shall be delivered as determined in accordance with Section 28.2 and Tenant shall have no further right to Landlord with Tenants written notice exercising its right hereunderextend the Term. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Date. If 28.2 The Base Rent payable by Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing of for the Premises during the Option Extension Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base then-existing escalated gross Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or hereunder; and (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease fair market rental value of the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels as of the Premises; day immediately preceding the type and quality of tenant improvements (including Tenant’s Improvements); age and location commencement of the Project; quality of construction of Extension Term (“FMRV”), based on the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases fair market rental value of space comparable to the Premises in midtown Manhattan, taking into account all relevant factors such as free rent, build out, brokerage commissions, tax and operating expense base years (which shall be adjusted during the Project and in comparable buildings in the mid- Peninsula area, Extension Term) and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent market conditions. The FMRV shall be determined without reduction or adjustment for “as follows: (a) Promptly after the delivery to Landlord of Tenant’s Extension Notice, Landlord and Tenant Concessions” (as defined below), if any, being offered shall use good faith efforts to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based agree upon the foregoing criteria FMRV. In the event that Landlord and Tenant agree upon the FMRV, such agreed value shall be made by Landlord, in deemed to be the good faith exercise of Landlord’s business judgmentFMRV. Within thirty (30) days after Tenant’s exercise of In the Option To Extend, event Landlord shall notify and Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord cannot reach agreement within thirty (30) days after notice the delivery of Tenant’s Extension Notice, Landlord and Tenant shall each select a reputable qualified, licensed real estate broker having an office in New York County with at least ten (10) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (respectively, “Landlord’s Broker” and “Tenant’s Broker”) who shall confer promptly after their selection by Landlord and Tenant and shall attempt to agree upon the FMRV. If Landlord’s Broker and Tenant’s Broker cannot reach agreement within sixty (60) days after their selection, then within thirty (30) days after the lapse of such sixty (60) day period, they shall designate a third reputable, licensed real estate broker having an office in New York County with at least ten (10) years’ experience in evaluating midtown Manhattan commercial property and who is familiar with the rentals then being charged in the Building and in comparable buildings and areas (the “Independent Broker”). Upon the failure of Landlord’s Broker and Tenant’s Broker to timely agree upon the designation of the Independent Broker, then the Independent Broker shall be appointed by the President of the Real Estate Board of New York. The Independent Broker shall not be an individual who had represented Landlord or Tenant as a broker nor been employed by either Landlord or Tenant within the two (2) year period prior to appointment of the Independent Broker, nor shall the Independent Broker be an individual who had represented Landlord or Tenant in the determination of Prevailing Market Rentfair market rental value in the two (2) year period prior to appointment of Independent Broker. Concurrently with such appointment, Landlord’s Broker and Tenant’s Broker shall each submit a letter to the Independent Broker, with a copy to Landlord and Tenant, setting forth such broker’s estimate of the FMRV, taking into consideration the duration of the Extension Term and all other terms and conditions of this Lease which are applicable to the Extension Term (respectively, “Landlord’s Broker’s Letter” and “Tenant’s Broker’s Letter”). (eb) This Option The Independent Broker shall conduct such investigations and hearings as he or she may deem appropriate and shall, within sixty (60) days after the date of his or her designation, choose either the rental set forth in Landlord’s Broker’s Letter or Tenant’s Broker’s Letter to Extend is personal to Codex’s Inc. be the FMRV during the Extension Term and may not such choice shall be used by, binding upon Landlord and Tenant. Landlord and Tenant shall not each pay the fees and expenses of its respective broker. The fees and expenses of the Independent Broker shall be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliateshared equally by Landlord and Tenant. (f) Upon 28.3 In the occurrence of any event the Extension Term shall commence prior to a determination of the following eventsBase Rent during the Extension Term as herein provided, then the Base Rent to be paid by Tenant to Landlord until such determination has been made shall have be the option, exercisable at any time prior to Base Rent for the twelve (12) month period immediately preceding the commencement of the Option Extension Term plus all escalations and Additional Rent payable under this Lease for such period. After such determination has been made for the Base Rent during the Extension Term, any excess rental for the Extension Term theretofore paid by Tenant to terminate all Landlord shall be credited by Landlord against the next ensuing monthly Base Rent payable by Tenant to Landlord and any deficiency in Base Rent due from Tenant to Landlord during the Extension Term shall be immediately paid to Landlord. 28.4 Promptly after the Base Rent has been determined, Landlord and Tenant shall execute, acknowledge and deliver an agreement setting forth the Base Rent for the Extension Term, as finally determined, provided the failure of the provisions of this Section with respect parties to do so shall not affect their respective rights and obligations hereunder. 28.5 Anything herein to the Option to Extendcontrary notwithstanding, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise Extension Notice shall not be valid or effective if, at the Option to Extend in accordance with the provisions time Tenant’s Extension Notice is given, any Event of this Section. Default shall have occurred and/or shall be continuing and (ii) The existence at Tenant’s Extension Notice, if effectively given, shall be voidable by Landlord if any Event of Default shall have occurred and/or shall be continuing on the time Tenant exercises the Option to Extend or at the commencement first day of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a defaultExtension Term. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Office Lease (Cra International, Inc.)

Option to Extend. (a) Landlord hereby grants Tenant a single Subtenant shall have the right and option to extend the initial Term of the Lease for an additional period of five two (52) years (such period may be referred to as the “Option Term”), as to the entire Premises as it may then exist, upon and subject to the terms and conditions of this Section (the “Option To Extend”), and provided that at the time of exercise of such right: (I) Tenant must be in occupancy of the entire Premises; and (ii) there has been no material adverse change in Tenant’s financial position from such position as of the date of execution of the Lease, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered to Landlord with Tenants written notice exercising its right hereunder. (b) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before until September 30, 2005 (the Expiration Date. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c"Extension Term") The Option Term shall commence immediately after commencing upon the expiration of the initial original Term referred to in Section 2.2 (the "Original Term"), provided that Subtenant shall give Sublandlord notice of Subtenant's irrevocable exercise of such option at least ninety (90) days prior to the expiration of the Lease. Tenant’s leasing Original Term and provided further that Subtenant shall not be in default at either the time of giving such notice or at the time of the Premises during commencement of the Option Extension Term in the performance or observance of any of the terms and provisions of this Sublease on the part of Subtenant to be performed or observed. Prior to the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term, and after the exercise by Subtenant of such option, the expression "Term" shall mean the Original Term as it has been extended by the Extension Term. Except as expressly otherwise provided in the following paragraph, all the terms, covenants, conditions, provisions and agreements in the Sublease contained shall be applicable to the Extension Term. If Subtenant shall give notice of its exercise of such option to extend in the manner and within the time period provided aforesaid, the Term shall be extended upon and subject the giving of such notice without the requirement of any further action on the part of either Subtenant or Sublandlord. If Subtenant shall fail to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) give timely notice of the highest monthly installment exercise of Monthly Base Rent thereundersuch option as aforesaid, but in Subtenant shall have no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant any allowance therefor; and (iv) there shall be no further option or right to extend the term Term of this Sublease, time being of the Leaseessence of the foregoing provisions. If Tenant timely and properly exercises The Monthly Fixed Rent payable during the Option To Extend, references in the Lease to the Extension Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Fixed Rent payable by Tenant under this Lease calculated at the rate applicable in effect for the last full month year immediately preceding the commencement of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) Extension Term or (ii) the “Prevailing Fair Market Rent”Rent for the Premises, as determined below, as of the commencement of the Extension Term. As used in this Section Prevailing If for any reason the Monthly Fixed Rent payable during the Extension Term has not been determined as of the commencement of the Extension Term, Subtenant shall pay the Monthly Fixed Rent payable during the immediately preceding year until the Monthly Fixed Rent for the Extension Term is determined, at which time, an appropriate adjustment, if any, shall be made. For purposes hereof, the Fair Market Rent shall mean the fair rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease for the Premises for a term equal to as of the Option commencement of the Extension Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing conditions then existing. Fair Market Rent shall be determined without reduction by agreement between Sublandlord and Subtenant, but if Sublandlord and Subtenant are unable to agree upon the Fair Market Rent at least two (2) months prior to the date upon which the Fair Market Rent is to take effect, then the Fair Market Rent shall be determined by appraisal made as hereinafter provided by a board of three (3) reputable independent commercial real estate consultants, appraisers, or adjustment for “Tenant Concessions” brokers, each of whom shall have at least ten (10) years of experience in the Westboro office rental market and each of whom is hereinafter referred to as defined below), if any, being offered to prospective new tenants "Appraiser". Subtenant and Sublandlord shall each appoint one such Appraiser and the two (2) Appraisers so appointed shall appoint the third Appraiser. The cost and expenses of comparable spaceeach Appraiser appointed separately by Subtenant and Sublandlord shall be borne by the party who appointed the Appraiser. For purposes The cost and expense of the preceding sentence, Third Appraiser shall be shared equally by Subtenant and Sublandlord. Sublandlord and Subtenant shall appoint their respective Appraisers at least fifty-five (55) days prior to commencement of the term’ “Tenant Concessions” Extension Term and shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeoversdesignate the Appraisers so appointed by notice to the other party. The determination two Appraisers so appointed and designated shall appoint the third Appraiser at least forty-five (45) days prior to the commencement of Prevailing the Extension Term and shall designate such Appraiser by notice to Sublandlord and Subtenant. The board of three (3) Appraisers shall determine the Fair Market Rent based upon of the foregoing criteria Premises as of the commencement of the Extension Term and shall be made by Landlord, in the good faith exercise notify Sublandlord and Subtenant of Landlord’s business judgment. Within their determinations at least thirty (30) days after Tenant’s exercise prior to the commencement of the Option To Extend, Landlord shall notify Tenant of Landlord’s Extension Term. If the determination of Option Term the Fair Market Rent for of any two (2) or all three (3) Appraisers shall be identical in amount, said amount shall be deemed to be the Fair Market Rent of the Premises. If Landlord’s the determination of Prevailing all three (3) Appraisers shall be different in amount, the average of the two (2) values nearest in amount shall be deemed the Fair Market Rent is greater than of the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Premises. The Fair Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for a Tenant Affiliate. (f) Upon the occurrence of any of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend Premises determined in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease prior to the commencement of the Option Term, notwithstanding that all such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend pursuant to this Section, Tenant shall reimburse Landlord for all costs and expenses Landlord incurs in connection with Tenants exercise of the Option to Extend including, without limitation, costs and expenses with respect to any brokerage commissions and attorneys’ fees, and with respect to the design, construction or making of any tenant improvements, repairs or renovation or with respect to any payment of all or part of any allowance for any of the foregoing. (g) Without limiting the generality of any provision of the Lease, time Section shall be of the essence with respect to all of the provisions of this Sectionbinding and conclusive on Subtenant and Sublandlord.

Appears in 1 contract

Sources: Sublease (Switchboard Inc)

Option to Extend. Tenant shall have the option (“Extension Option”) to extend the Term of this Lease for one (1) additional period of three (3) years (“Extension Term”). The Extension Term shall commence on the day immediately following the last day of the Initial Term and shall end on the day immediately preceding the third (3rd) anniversary of the first day of such Extension Term. Notwithstanding any provision of this Section 3.2 to the contrary, the Extension Option shall be personal to Signal Genetics, Inc. or any Permitted Transferee (as that term is defined in Section 27.7 below). (a) Tenant shall exercise the Extension Option by giving written notice to Landlord hereby grants of its election to do so not earlier than nine (9) months and not later than six (6) months prior to the last day of the Initial Term. The giving of such notice of extension by Tenant a single shall automatically extend the Term of this Lease for such Extension Term, and no instrument of renewal or extension need be executed. In the event that Tenant fails to give timely notice to Landlord, this Lease shall automatically terminate at the end of the Initial Term and Tenant shall have no further option to extend the initial Term of this Lease. The Extension Option shall be exercisable by Tenant only on the Lease for an additional period express condition that (i) at the time of five (5) years (such period may be referred to as the “Option Term”)exercise, as and at all times prior to the entire Premises as it may then existcommencement of the Extension Term, upon Tenant shall not be in monetary or material default beyond any applicable notice and subject to cure period under any of the provisions of this Lease, and (ii) Tenant shall not have been ten (10) or more days late in the payment of Basic Rent more than once during any twelve (12) consecutive month period during the Initial Term. (b) The Extension Term shall be on all the terms and conditions of this Section (the “Option To Extend”)Lease, and provided that at the time of exercise of such rightexcept that: (Ii) Tenant must be in occupancy of shall have no further right or option to extend the entire Premises; Term as provided by this Section 3.2 and (ii) there has been no material adverse change in Tenant’s financial position from such position as the Basic Rent for the Extension Term shall be equal to the Fair Market Rental Value of the date of execution of the LeasePremises for such Extension Term, as certified by Tenant’s independent certified public accountants, and as supported by Tenant’s certified financial statements, copies of which shall be delivered determined pursuant to Landlord with Tenants written notice exercising its right hereunder. (bSubsection 3.2(c) Tenant’s election (the “Election Notice”) to exercise the Option To Extend must be given to Landlord in writing no earlier than the date which is twelve months (12) months before the Expiration Date and no later than the date which is nine (9) months before the Expiration Datebelow. If Tenant either fails or elects not to exercise its Option to Extend by not timely giving its Election Notice, then the Option to Extend shall be null and void. (c) The Option Term shall commence immediately after the expiration of the initial Term of the Lease. Tenant’s leasing subleases any portion of the Premises during the Option Term shall be upon and subject to the same terms and conditions contained in the Lease except that (i) the Monthly Base Rent, plus payment of Tenant’s Share of Operating Expenses pursuant to the or assigns or otherwise transfers any interest under this Lease (in addition other than to all expenses paid directly by a Permitted Transferee), the Extension Option shall lapse. If Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) shall be amended to equal the “Option Term Rent”, defined and determined in the manner set forth in the immediately following Subsection; (ii) the Security Deposit, if any, shall be increased within fifteen (15) days after the Prevailing Market Rent has been determined to equal one hundred percent (100%) subleases any portion of the highest monthly installment of Monthly Base Rent thereunder, but in no event shall the Security Deposit be decreased; (iii) Tenant shall accept the Premises in its “AS-IS” condition without any obligation of Landlord to repaint, remodel, repair, improve or alter the Premises or to provide Tenant assigns or otherwise transfers any allowance therefor; and (iv) there shall be no further option or right to extend the term interest of the Lease. If Tenant timely and properly exercises the Option To Extend, references in the Lease to the Term shall be deemed to mean the initial Term as extended by the Option Term unless the context clearly requires otherwise. (d) The Option Term Rent shall mean the greater of (i) the Monthly Base Rent payable by Tenant under this Lease calculated at the rate applicable for the last full month of the initial Term, plus payment of Tenant’s Share of Operating Expenses pursuant to the Lease (in addition to all expenses paid directly by Tenant to the utility or service provider, which direct payments shall continue to be Tenant’s obligation) (collectively, “Preceding Rent”) or (ii) the “Prevailing Market Rent”. As used in this Section Prevailing Market Rent shall mean the rent and all other monetary payments, escalations and triple net payables by Tenant, including consumer price increases, that Landlord could obtain from a third party desiring to lease the Premises for a term equal to the Option Term and commencing when the Option Term is to commence under market leasing conditions, and taking Into account the following: the size, location and floor levels of the Premises; the type and quality of tenant improvements (including Tenant’s Improvements); age and location of the Project; quality of construction of the Project; services to be provided by Landlord or by tenant; the rent, all other monetary payments and escalations obtainable for new leases of space comparable to the Premises in the Project and in comparable buildings in the mid- Peninsula area, and other factors that would be relevant to such a third party in determining what such party would be willing to pay therefor, provided, however, that Prevailing Market Rent shall be determined without reduction or adjustment for “Tenant Concessions” (as defined below), if any, being offered to prospective new tenants of comparable space. For purposes of the preceding sentence, the term’ “Tenant Concessions” shall include, without limitation, so-called free rent, tenant improvement allowances and work, moving allowances, and lease takeovers. The determination of Prevailing Market Rent based upon the foregoing criteria shall be made by Landlord, in the good faith exercise of Landlord’s business judgment. Within thirty (30) days after Tenant’s exercise of the Option To Extend, Landlord shall notify Tenant of Landlord’s determination of Option Term Rent for the Premises. If Landlord’s determination of Prevailing Market Rent is greater than the Preceding Rent, and if Tenant, in Tenant’s sole discretion, disagrees with the amount of Prevailing Market Rent determined by Landlord, Tenant may elect to revoke and rescind the exercise of the option by giving written notice thereof to Landlord within thirty (30) days after notice of Landlord’s determination of Prevailing Market Rent. (e) This Option to Extend is personal to Codex’s Inc. and may not be used by, and shall not be transferable or assignable (voluntarily or involuntarily) to any person or entity except for (other than a Tenant Affiliate. (fPermitted Transferee) Upon after the occurrence of any exercise of the following events, Landlord shall have the option, exercisable at any time prior to commencement of the Extension Option Term, to terminate all of the provisions of this Section with respect to the Option to Extend, with the effect of canceling and voiding any prior or subsequent exercise so this Option to Extend is of no force or effect: (i) Tenant’s failure to timely exercise the Option to Extend in accordance with the provisions of this Section. (ii) The existence at the time Tenant exercises the Option to Extend or at the commencement of the Option Term of any default on the part of Tenant under the Lease or of any state of facts which with the passage of time or the giving of notice, or both, would constitute such a default. (iii) Tenants third default under the Lease but prior to the commencement of the Extension Term (whether with or without Landlord’s consent), the Extension Option shall lapse and the Term of this Lease shall expire as if the Extension Option was not exercised. (c) For the purposes hereof, “Fair Market Rental Value” of the Premises shall mean rent (including additional rent and considering any “base year” or “expense stop” applicable thereto), including all escalations, at which tenants, as of the commencement of the Extension Term are, pursuant to lease renewal transactions completed within the eighteen (18) months prior to the first day of the Extension Term, notwithstanding that all leasing non-sublease, non-encumbered, non-synthetic, non-equity space (unless such defaults may subsequently be cured. In the event of Landlord’s termination of the Option to Extend space was leased pursuant to a definition of “fair market” comparable to the definition of Fair Market Rental Value) comparable in size, location and quality to the Premises for a Comparable Term, as that term is defined in this SectionSubsection 3.2(c) (“Comparable Transactions”), Tenant which comparable space is located in the Comparable Buildings, as that term is defined in this Subsection 3.2(c), giving appropriate consideration to the annual rental rates per rentable square foot, the standard of measurement by which the rentable square footage is measured, the ratio of rentable square feet to usable square feet, and taking into consideration only, and granting only, the following concessions (provided that the rent payable in Comparable Transactions in which the terms of such Comparable Transactions are determined by use of a discounted fair market rate formula shall reimburse Landlord for all costs and expenses Landlord incurs be equitably increased in order that such Comparable Transactions will not reflect a discounted rate) (collectively, “Rent Concessions”): (a) rental abatement concessions or build-out periods, if any, being granted such tenants in connection with Tenants exercise such comparable spaces; (b) tenant improvements or allowances provided or to be provided for such comparable space; and (c) all other monetary concessions, if any, being granted such tenants in connection with such comparable space; provided, however, that notwithstanding anything to the contrary herein, no consideration shall be given to the fact that Landlord is or is not required to pay a real estate brokerage commission in connection with the applicable term or the fact that the Comparable Transactions do or do not involve the payment of real estate brokerage commissions. Notwithstanding anything to the contrary herein, the calculation of Fair Market Rental Value shall also take into consideration any rights, privileges or licenses relating to the use or occupancy of the Option Premises granted to Extend includingTenant. The term “Comparable Term” shall refer to the length of the lease term, without limitationconsideration of options to extend such term, costs and expenses with respect for the space in question. In addition, the determination of the Fair Market Rental Value shall include a determination as to any brokerage commissions and attorneys’ feeswhether, and if so to what extent, Tenant must provide Landlord with respect financial security, such as a letter of credit or guaranty, for Tenant’s rent obligations during the Extension Term. Such determination shall be made by reviewing the extent of financial security then generally being imposed in Comparable Transactions upon tenants of comparable financial condition and credit history to the design, then existing financial condition and credit history of Tenant (with appropriate adjustments to account for differences in the then-existing financial condition of Tenant and such other tenants). The term “Comparable Buildings” shall mean the Building and other office buildings which are comparable to the Building in terms of age (based upon the date of completion of construction or making of any tenant improvements, repairs or major renovation or with respect as to any payment of all or part of any allowance for any the building containing the portion of the foregoingPremises in question), quality of construction, level of services and amenities (including parking availability and parking rates), size and appearance, and are located in the Carlsbad Ranch submarket (“Comparable Area”). (g) Without limiting the generality of any provision of the Lease, time shall be of the essence with respect to all of the provisions of this Section.

Appears in 1 contract

Sources: Office Building Lease (Signal Genetics, Inc.)