Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than a default due to the acts or omissions of Tenant, as sublessee thereunder, and such termination occurs when Tenant occupies the Subleased Premises pursuant to the Sublease, in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this Section. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject to the provisions contained herein and (4) Tenant will be provided with the same parking spaces as granted to Tenant under the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute Premises”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis), but in no event shall Tenant be obligated to pay any rent or Operating Expenses in excess of the amount Tenant pays under the Lease for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default of the time of exercise or as of the date upon which the Subleased Premises is added to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building III.
Appears in 1 contract
Sources: Lease Agreement
Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than a default due to the acts or omissions of Tenant, (a) Effective as sublessee thereunder, and such termination occurs when Tenant occupies the Subleased Premises pursuant to the Sublease, in order to assure Tenant of the continuation of its use Effective Date, on and occupancy of the Subleased Premises without interruption, Landlord hereby grants subject to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section of the Lease which shall, subject to subparagraphs (e) and in (f) below, apply with equal force to Sublandlord’ s and Subtenant’s rights and obligations hereunder, Sublandlord hereby leases to Subtenant and Subtenant hereby leases from Sublandlord the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to Data Center Premises for the rights granted to Tenant in term, at the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminatedrental, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this Section. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms conditions set forth herein. From and conditions outlined in after the Effective Date, Subtenant shall comply, subject to subparagraph (e) below, with respect to the Data Center Premises, with all of its obligations under the Lease applicable with respect to the Leased Premises, including rental rateswithout limitation pursuant to paragraph 3 of the Third Amendment, except that Expense Rent for the Data Center Premises shall be payable in accordance with subparagraph (2b) below.
(b) Subtenant shall pay to Sublandlord, monthly in advance commencing on the Base RentEffective Date, at as Expense Rent for the Data Center Premises, the amount of $15,167 per rentable square foot month, which amount is calculated as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, Exhibit “B” hereto.
(3c) Tenant and Landlord reaffirm all other terms and conditions set forth in The Term of the Lease, as amended by this Fourth Amendment, to apply Sublease with respect to the Subleased Premises, Data Center Premises shall be co-terminous with the exception of the provisions set forth in Section 4 above related Lease Term; provided, however, upon written notice from Subtenant given to the Tenant Maintenance ServicesSublandlord, if at all, at least ninety (390) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject to the provisions contained herein and (4) Tenant will be provided with the same parking spaces as granted to Tenant under the Sublease. The parties shall enter into the Lease Amendment days prior to the Subtenant’s desired termination date of termination of the Master Lease. With respect or from Sublandlord to such relocationSubtenant given, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute Premises”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvementsif at all, at Landlordleast eleven (11) months prior to Sublandlord’s sole cost and expensedesired termination date (in whichever case, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis“Termination Notice”), but in no event shall Tenant be obligated to pay any rent or Operating Expenses in excess of either party may terminate the amount Tenant pays under the Lease for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default of the time of exercise or Sublease as of the date specified in the Termination Notice (which date, if Subtenant delivers the Termination Notice, must be at least ninety (90) days after such Termination Notice is given and, if Sublandlord delivers the Termination Notice, must be at least eleven (11) months after the Termination Notice is given, in order for such Termination Notice to be effective); provided, however, the Sublease shall terminate upon which the Subleased Premises is added any termination of Sublandlord’s lease with Master Landlord respect to the Data Center Premises (the “Master Lease”). It If a Termination Notice is expressly understood timely and properly given pursuant to the immediately preceding sentence (it being acknowledged and agreed that Subtenant may deliver a Termination Notice after Sublandlord delivers a Termination Notice, in which case Subtenant’s Termination Notice shall control if the option granted date specified for termination therein is earlier than the date specified in Sublandlord’ s Termination Notice), then the Sublease shall terminate at 11:59 p.m. on the day specified in Subtenant’s Termination Notice. Upon any early termination of the Sublease pursuant to Tenant under this subsection 7(asubparagraph, the same shall be surrendered on the early termination date in the same condition in which Subtenant is required to surrender the Leased Premises pursuant to Section 2.5 of the Lease, except that Subtenant shall not be required to repair or replace any stained or damaged ceiling tiles, wall coverings and floor coverings, unless such stain or damage to ceiling tiles, wall coverings or floor coverings were the result solely of Subtenant’s activities in the Data Center Premises or were caused by the removal of Subtenant’s equipment, trade fixtures, furniture, supplies, wall decorations and/or other personal property.
(d) shall apply only Notwithstanding anything to the contrary contained herein, if and when Subtenant uses the existing lease rights of Metavante Corporation (“Metavante”) cease Data Center Premises or fails to perform its obligations hereunder in Building III in a any manner which results would permit Master Landlord to charge Sublandlord any additional sums pursuant to the Master Lease, then Subtenant shall pay such additional charges directly to Sublandlord upon receipt of written notice thereof from Sublandlord and such additional charges shall be deemed Additional Rent.
(e) The provisions of Sections 1.1(w) and (y), 2.6, 5.3 and 9.2(a) and Article 16 of and Exhibit B (other than Exhibit A to the Fourth Amendment) to the Original Lease, the first sentences of Sections 2.3, 4.5, 4.10(e) of the Original Lease, the First Amendment, paragraph 2 of the Second Amendment, paragraph 4 of the Third Amendment and the Fifth Amendment shall have no application to the Sublease and/or the Data Center Premises. The following terms as used in the loss of Tenant’s possessory rights Lease shall have the meanings set forth below with respect to this Sublease:
(i) “Premises” and/or “Leased Premises” (and any references thereto in Building III.the Lease) means the Data Center Premises;
Appears in 1 contract
Sources: Sublease (Jazz Technologies, Inc.)
Subleased Premises. In Tenant intends to enter into a sublease (the event “Sublease”) with Central Industrial Supply Company (“CIS”), for that certain premises located ▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇, ▇▇▇ ▇▇▇▇▇▇ (the Master Lease “Subleased Premises”), which such Subleased Premises is terminated at any time during the Term hereof for any reason other than a default due adjacent to the acts or omissions Premises. Provided the terms of the Sublease require that Tenant, as sublessee thereundersubtenant under the Sublease, will pay the rent under the Sublease in the amounts set forth in that certain Standard Industrial Lease dated August 16, 2006 by and between Landlord, as landlord, and such CIS, as tenant (the “CIS Lease”), Landlord will agree that in the event Landlord elects to terminate the CIS Lease due to a default by CIS prior to the termination occurs when Tenant occupies of the Subleased Premises Sublease, the Sublease shall not terminate (even if the Sublease term has not commenced pursuant to the terms of the Sublease) and Tenant, as subtenant under the Sublease, in order shall attorn to assure Tenant of Landlord and recognize Landlord as the continuation of its use and occupancy of sublandlord under the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunderSublease, upon the terms and conditions set forth in this Section and at the rental rate specified in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminatedSublease, and that for the termination date will occur prior to the expiration of the current then remaining term of the Sublease, except that Landlord shall not be bound by any provision of the Sublease which in any way increases Landlord’s duties, obligations or liabilities to Tenant, as sublesee, beyond those owed to CIS under the CIS Lease. Tenant If the CIS Lease is terminated after the Sublease has been executed but prior to the commencement date of the Sublease term, Landlord will agree that (i) the Sublease term shall have ten commence upon the termination of the CIS Lease (10the “Early Sublease Commencement Date”) business days following its receipt and that Tenant, as subtenant, shall commence paying rent under the Sublease (at the rates set forth in the CIS Lease) upon the Early Sublease Commencement Date, and (ii) Tenant, as subtenant, shall not be responsible for any amounts due under the CIS Lease and unpaid by CIS for periods prior to the Early Sublease Commencement Date. The foregoing provisions of such written notice from Landlord within which to exercise this paragraph shall apply notwithstanding that, as a matter of law, the expansion option granted by this SectionSublease may otherwise terminate upon the termination of the CIS Lease. In the event Tenant exercises its expansion option granted pursuant of such an attornment, Landlord shall not (i) be liable to this Section Tenant, as sublessee, for any act, omission or breach of the Sublease by CIS, (ii) be subject to add the Subleased Premises any offsets or defenses which Tenant, as sublessee, might have against CIS, (iii) be bound by any rent or additional rent which Tenant, as sublessee, might have paid in advance to CIS, (iv) be bound to honor any rights of Tenant, as sublessee, in any security deposit made with CIS except to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith extent CIS has turned over such security deposit to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this SectionLandlord. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation the right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject reasonably review and consent to the provisions contained herein Sublease and (4) to require Tenant will be provided with the same parking spaces as granted and CIS to Tenant under the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute Premises”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at consent form provided by Landlord’s sole cost and expense, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis), but in no event shall Tenant be obligated to pay any rent or Operating Expenses in excess of the amount Tenant pays under the Lease for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default of the time of exercise or as of the date upon which the Subleased Premises is added to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building III.
Appears in 1 contract
Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than Seller has made available to Buyer a default due to the acts or omissions of Tenant, as sublessee thereunder, true and such termination occurs when Tenant occupies the Subleased Premises pursuant to the Sublease, in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this Section. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject to the provisions contained herein and (4) Tenant will be provided with the same parking spaces as granted to Tenant under the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination complete copy of the Master Lease. With respect to such relocationThe Master Lease is valid, such Lease Amendment shall provide for the following: binding, enforceable (i) The premises to which Tenant shall be relocated (“Substitute Premises”) shall be within Building III, in a size and configuration comparable subject to the Subleased Premises; (iiBankruptcy Exceptions) Prior to the obligation and in full force and effect, and Seller enjoys peaceful and undisturbed possession of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis), but in no event shall Tenant be obligated to pay any rent or Operating Expenses in excess of the amount Tenant pays under the Lease for the Subleased Premises. TenantSeller is not in breach or default under the Master Lease, and no event has occurred or circumstance exists which, with the delivery of notice, would constitute such a breach or default, and Seller has paid all rent due and payable under the Master Lease. Seller has not received nor given any notice of any default or event that with notice or lapse of time, or both, would constitute a default by Seller under the Master Lease and, to Seller’s Knowledge, no other party is in default thereof, and no party to the Master Lease has exercised any termination rights with respect thereto. Seller has not subleased, assigned or otherwise granted to any Person (other than Buyer) the right to exercise this option is conditioned upon Tenant not being use or occupy the Subleased Premises, and, except as set forth in default Section 3.24 of the time Disclosure Schedule, Seller has not pledged, mortgaged or otherwise granted an Encumbrance on its leasehold interest in the Subleased Premises. In the five (5) year period immediately prior to Closing: (a) Seller has not received any written notice of exercise (i) except as set forth in Section 3.24(a)(i) to the Disclosure Schedule, violations of building codes and/or zoning ordinances or as other governmental or regulatory Laws affecting the Subleased Premises, (ii) existing, pending or threatened condemnation proceedings affecting the Subleased Premises, or (iii) existing, pending or threatened zoning, building code or other moratorium proceedings, or similar matters which could reasonably be expected to adversely affect the ability of the date upon which Buyer to use the Subleased Premises as currently used by Seller; (b) neither the whole nor any material portion of any Subleased Premises has been damaged or destroyed by fire or other casualty; and (c) the Subleased Premises has not been contaminated with any hazardous or toxic materials (including asbestos, lead-containing materials, radon, radioactive materials, per- and poly-fluoroalkyl substances (PFAS), or other emerging contaminants). The Subleased Premises is added sufficient for the continued conduct of the Business after the Closing in substantially the same manner as conducted prior to the Lease. It is expressly understood Closing and agreed that constitutes all of the option granted real property necessary to Tenant under this subsection 7(a) shall apply only if and when conduct the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building IIIBusiness as currently conducted.
Appears in 1 contract
Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than a default due Sublandlord does hereby sublease to the acts or omissions of Tenant, as sublessee thereunderSubtenant, and such termination occurs when Tenant occupies Subtenant does hereby sublease and rent from Sublandlord, (i) the Space and (ii) all permanent improvements within the Space constructed by Landlord or by or on behalf of Sublandlord (collectively, the “Subleased Premises Premises”). Subtenant shall have the right to use in common with Original Sublandlord and others entitled thereto the common areas of the Project pursuant to the Sublease, in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this SectionLease. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building IIIaddition, subject to the provisions contained herein terms, covenants and conditions of this Sublease, Subtenant shall have the exclusive right to use during the Sublease Term (4) Tenant will be provided with defined below), free of charge, the same parking spaces as granted to Tenant under furniture, fixtures and equipment more particularly described on Schedule A annexed hereto and made a part hereof (the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute PremisesPersonal Property”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises located in the same Space. Subtenant shall have no obligation whatsoever to repair, replace or comparable condition as maintain the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocationPersonal Property, including, without limitation, all cost unless any damage thereto is caused by the negligence or willful misconduct of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials Subtenant. Provided that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance there is no change in the size of the Substitute Subleased Premises between the date of this Sublease and the Commencement Date (but not defined below) (e.g., there has been no change in the rate on a per square foot basissize of the Subleased Premises by reason of any damage or destruction to or condemnation of the Subleased Premises), but in no event the parties hereby (i) stipulate that the Space shall Tenant be obligated deemed to pay any rent or Operating Expenses in excess contain approximately 19,997 rentable square feet upon delivery of the amount Tenant Space by Sublandlord to Subtenant (the “Space Measurement”), (ii) agree that neither party shall have any right to dispute the Space Measurement and (iii) waive any claim in connection with the Space Measurement, regardless of whether the Space is found to have contained more or less than 19,997 rentable square feet upon delivery of the Space to Subtenant. Sublandlord represents and warrants for the benefit of Subtenant that the rentable square footage of the Space was not remeasured pursuant to Section 4 of the Second Amendment and that Sublandlord pays Base Rental for the Space under the Lease and Tenant’s Forecast Additional Rental and Tenant’s Additional Rental for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default Space under the Lease on the basis of the time Space consisting of exercise or as of the date upon which the Subleased Premises is added to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building III19,997 rentable square feet.
Appears in 1 contract
Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than a default due to the acts or omissions of Tenant, as sublessee thereunder, and such termination occurs when Tenant occupies the Subleased Premises pursuant to the Sublease, in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this Section. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject to the provisions contained herein and (4) Tenant will be provided with the same parking spaces as granted to Tenant under the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute Premises”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis), but in no event shall Tenant be obligated to pay any rent or Operating Expenses in excess of the amount Tenant pays under the Lease for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default of the time of exercise or as of the date upon which the Subleased Premises is added to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building III.such
Appears in 1 contract
Sources: Lease (Electronic Arts Inc.)
Subleased Premises. In the event that the Master Lease is terminated at any time during the Term hereof for any reason other than a default due Sublandlord does hereby sublease to the acts or omissions of Tenant, as sublessee thereunderSubtenant, and such termination occurs when Tenant occupies Subtenant does hereby sublease and rent from Sublandlord, (i) the Space and (ii) all permanent improvements within the Space constructed by Landlord or by or on behalf of Sublandlord (collectively, the “Subleased Premises Premises”). Subtenant shall have the right to use in common with Sublandlord and others entitled thereto the common areas of the Project pursuant to the Sublease, in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(a) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this SectionLease. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to the terms of an amendment to the Lease (the “Lease Amendment”) consistent with the terms of this Section. The Lease Amendment shall provide, among other provisions, that (1) the Subleased Premises shall be added to the “Leased Premises” under the Lease upon all of the terms and conditions outlined in the Lease applicable to the Leased Premises, including rental rates, (2) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building IIIaddition, subject to the provisions contained herein terms, covenants and conditions of this Sublease, Subtenant shall have the exclusive right to use during the Sublease Term (4) Tenant will be provided with defined below), free of charge, the same parking spaces as granted to Tenant under furniture, fixtures and equipment more particularly described on Schedule A annexed hereto and made a part hereof (the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute PremisesPersonal Property”) shall be within Building III, in a size and configuration comparable to the Subleased Premises; (ii) Prior to the obligation of Tenant to relocate to the Substitute Premises, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises located in the same Space. Subtenant shall have no obligation whatsoever to repair, replace or comparable condition as maintain the Subleased Premises; (iii) Landlord shall pay all reasonable costs associated with such relocationPersonal Property, including, without limitation, all cost unless any damage thereto is caused by the negligence or willful misconduct of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials Subtenant. Provided that reference the suite number and the cost of moving any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance there is no change in the size of the Substitute Subleased Premises between the date of this Sublease and the Commencement Date (but not defined below) (e.g., there has been no change in the rate on a per square foot basissize of the Subleased Premises by reason of any damage or destruction to or condemnation of the Subleased Premises), but in no event the parties hereby (i) stipulate that the Space shall Tenant be obligated deemed to pay any rent or Operating Expenses in excess contain approximately 19,997 rentable square feet upon delivery of the amount Tenant Space by Sublandlord to Subtenant (the “Space Measurement”), (ii) agree that neither party shall have any right to dispute the Space Measurement and (iii) waive any claim in connection with the Space Measurement, regardless of whether the Space is found to have contained more or less than 19,997 rentable square feet upon delivery of the Space to Subtenant. Sublandlord represents and warrants for the benefit of Subtenant that the rentable square footage of the Space was not remeasured pursuant to Section 4 of the Second Amendment and that Sublandlord pays Base Rental for the Space under the Lease and Tenant’s Forecast Additional Rental and Tenant’s Additional Rental for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default Space under the Lease on the basis of the time Space consisting of exercise or as of the date upon which the Subleased Premises is added to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building III19,997 rentable square feet.
Appears in 1 contract
Sources: Sublease Agreement (Looksmart LTD)
Subleased Premises. In With respect to any "Premises" described and defined as a "Subleased Premises" on the event that the Master Lease is terminated at any time during the Term hereof for any reason other than Addendum hereto, which Landlord does not own, but leases or subleases from a default due to the acts or omissions of Tenant, Lessor (as sublessee thereunder, and such termination occurs when Tenant occupies the Subleased Premises pursuant to the Sublease, defined in order to assure Tenant of the continuation of its use and occupancy of the Subleased Premises without interruption, Landlord hereby grants to Tenant an option to add the Subleased Premises to the Lease hereunder, upon the terms and conditions set forth in this Section and in the Consent. The provisions of this Section 7(aeach Addendum hereto) supplement and are intended to be in addition to the rights granted to Tenant in the Consent. Landlord shall give written notice to Tenant within seven (7) business days after Landlord sends to Sublessor, or receives from Sublessor, written notice that the Master Lease is terminated, or being terminated, and that the termination date will occur prior to the expiration of the current term of the Sublease. Tenant shall have ten (10) business days following its receipt of such written notice from Landlord within which to exercise the expansion option granted by this Section. In the event Tenant exercises its expansion option granted pursuant to this Section to add the Subleased Premises to the Leased Premises governed by the Lease, then Tenant and Landlord shall negotiate in good faith to agree to under the terms of an amendment to existing lease or sublease (each, a "MAIN LEASE"), this Lease shall be a sublease of such Premises. Each such Premises constitutes all or a portion of the Lease Demised Premises (the “Lease Amendment”as defined in each Addendum attached hereto) consistent with leased by Landlord, as lessee or sublessee, under the terms of this Sectionthe applicable Main Lease. The Tenant hereby assumes and agrees to pay and perform all of the obligations of Landlord, as lessee or sub-lessee, under the Main Leases; PROVIDED, HOWEVER, Tenant shall not be bound by those provisions of a Main Lease Amendment which may be specifically excepted in the "Special Provisions" section of the Addendum related to such Main Lease, if applicable. Tenant has received and reviewed, or shall providereceive and review, among other provisionsas appropriate, that (1) the Subleased Premises shall be added a copy of each Main Lease prior to the “Leased execution of the applicable Addendum hereto relating to such Main Lease. Tenant shall not commit or permit to be committed on any of the Premises which are subject to a Main Lease any act or omission which would violate any term or condition of the Main Lease covering such Premises” under the Lease upon all . All of the terms and conditions outlined contained in the Lease applicable Main Leases with respect to the Leased PremisesPremises covered thereby are incorporated herein as terms and conditions of this Lease (with each reference therein to lessor and lessee, including rental rateshowever denominated, to be deemed to refer to Landlord and Tenant). In the event of any conflict or dispute with regard to the rights or obligations of Landlord and Tenant under or arising out of this Lease and under the terms of any Main Lease, the terms and provisions of this Lease shall control. Notwithstanding anything to the contrary contained herein, in the event of any termination or any expiration of a Main Lease, howsoever brought about, (2i) the Base Rent, at the amount per rentable square foot as set forth in this Fourth Amendment, as applicable during such 10 O1037432.2 5/9/2014 lease year, Rent (3) Tenant and Landlord reaffirm all other terms and conditions set forth in the Lease, as amended by this Fourth Amendment, to apply to the Subleased Premises, with the exception of the provisions set forth in Section 4 above related to the Tenant Maintenance Services, (3) Landlord shall have a relocation right for the Subleased Premises, to allow Landlord to change the location of the Subleased Premises within Building III, subject to the provisions contained herein and (4) Tenant will be provided with the same parking spaces as granted to Tenant under the Sublease. The parties shall enter into the Lease Amendment prior to the date of termination of the Master Lease. With respect to such relocation, such Lease Amendment shall provide for the following: (i) The premises to which Tenant shall be relocated (“Substitute Premises”hereinafter defined) shall be within Building III, in a size and configuration comparable reduced by the Base Rent Component (hereinafter defined) attributable to the Subleased Premises; Premises covered thereby, (ii) Prior this Lease shall terminate with respect to the obligation of Tenant to relocate to the Substitute PremisesPremises covered thereby, the Landlord shall construct such tenant improvements, at Landlord’s sole cost and expense, as are necessary to render the Substitute Premises in the same or comparable condition as the Subleased Premises; (iii) neither Landlord nor Tenant shall pay all reasonable costs associated have any further rights or obligations under this Lease with such relocation, including, without limitation, all cost of the physical relocation of the Subleased Premises and new promotional materials, business cards, letterhead, signage and other business related materials that reference the suite number and the cost of moving respect thereto (except with respect to any phone and computers and installing related cabling; and (iv) An appropriate adjustment in the Base Rent and Tenant’s Pro Rata Share of any Operating Expenses based upon any variance in the size of the Substitute Premises (but not the rate on a per square foot basis), but in no event shall Tenant be obligated to pay any rent rights or Operating Expenses in excess of the amount Tenant pays under the Lease for the Subleased Premises. Tenant’s right to exercise this option is conditioned upon Tenant not being in default of the time of exercise or obligations accrued as of the date upon of such expiration or termination, and except for any claim for damages where the expiration or termination of the Main Lease was caused by the failure of Landlord or Tenant to pay or perform their respective obligations in regards to such Main Lease, or this Lease, all of which the Subleased Premises is added accrued rights and obligations and damage claims shall survive termination of this Lease with respect to the Lease. It is expressly understood and agreed that the option granted to Tenant under this subsection 7(a) shall apply only if and when the existing lease rights of Metavante Corporation (“Metavante”) cease in Building III in a manner which results in the loss of Tenant’s possessory rights in Building IIIsuch Premises).
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