Common use of Tenants Options Clause in Contracts

Tenants Options. (a) Provided that, at the time of such exercise, this Lease is still in full force and effect without an Event of Default by Tenant and Tenant occupies at least seventy-five percent (75%) of the Rentable Area of the Premises for its own business purposes, Tenant shall have the right and options (the "Extension Options") to extend the Term of this Lease for One (1) extended term of Three (3) years (an "Extended Term"). 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 third anniversary of the first day of such Extended Term. Tenant shall exercise its Extension Option for the Extended Term by giving written notice to Landlord of its desire to do so not later than six (6) months prior to the expiration date of the Initial Term. The giving of such notice by Tenant shall automatically extend the Term of this Lease for the Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails 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 be on all the terms and conditions of this Lease, except (i) during any Extended Term, the extension provisions of this Section to the extent already exercised shall not be effective, (ii) that the Basic Rent in effect for the Extended Term shall be at the greater of (a) the then current Basic Rent during the last lease Year of the Initial Term and (b) the anticipated fair market rental rate for comparable buildings in the Westborough area for the Premises Rentable Area during the Extended Term (the "Prevailing Fair Market Base Rental Rate") determined as follows. Within twenty (20) days of Tenant's exercise of its Extension Option, Landlord agrees to provide Tenant with Landlord's determination ("Landlord's Determination") of the Fair Market Base Rental Rate. Any determination of the Fair Market Base Rental Rate, whether by Landlord or Tenant, shall include a statement of the elements of rent included in such determination (whether tenant improvement allowances, free rent, common area cost allowances, or otherwise) sufficient to permit a calculation of the effective rent for the Premises. (b) If Tenant does not agree with Landlord's Determination, provide Landlord with notice of its determination of the Fair Market Base Rental Rate ("Tenant's Determination") within twenty (20) days of Tenant's receipt of Landlord's Determination; if Tenant fails to provide Landlord on a timely basis with Tenant's notice to terminate as aforesaid or Tenant's Determination as set forth herein, Tenant will be deemed to have agreed to Landlord's Determination which then shall constitute the basis for determining the Base Rent for the Extended Term. Except as set forth in subparagraph (c) below, if Landlord's Determination and Tenant's Determination are different and Landlord and Tenant are unable to agree upon the Fair Market Base Rental Rate within thirty (30) days of Landlord's receipt of Tenant's Determination, the parties shall within fifteen (15) days after the end of such 30-day period, together appoint a mutually acceptable arbitrator or, if they are unable to agree upon such an arbitrator, shall apply to the American Arbitration Association for the designation of an arbitrator located in the Boston, Massachusetts metropolitan area to render a final determination of the Fair Market Base Rental Rate (the "Arbitrator"). Unless otherwise agreed by the parties, the Arbitrator shall be a real estate appraiser or consultant who shall be a M.A.I. member and who shall have at least fifteen (15) years continuous experience in the business of appraising commercial office buildings in the greater Boston area. The Arbitrator shall conduct such hearings and investigations as the Arbitrator shall deem appropriate and shall, within sixty (60) days after having been appointed, choose either the Landlord's Determination or Tenant's Determination, and that choice by the Arbitrator shall be final and binding upon Landlord and Tenant. The party whose Determination is not chosen shall pay all the fees and expenses of the Arbitrator. The Arbitrator shall not have the power to add to, modify or change any of the provisions of this Lease. (c) In the event that the determination of the Fair Market Base Rental Rate set forth in the Landlord's Determination and Tenant's Determination shall differ by less than ten percent (10%) per rentable square foot per annum for each year during the Extended Term, then the Fair Market Base Rental Rate shall not be determined by arbitration, but, at Landlord’s election, shall instead be set by taking the average of the parties' Determinations. (d) If for any reason the Fair Market Base Rental Rate shall not have been determined prior to the commencement of the Extended Term, then, until the Fair Market Base Rental Rate shall have been finally determined, the Basic Rent shall remain the same as payable during the last year of the term immediately preceding such Extended Term. Upon final determination of the Fair Market Base Rental Rate, an appropriate adjustment to the Basic Rent shall be made reflecting such final determination and Landlord or Tenant, as the case may be, shall promptly refund or pay to the other any overpayment or deficiency, as the case may be, in the payment of Basic Rent from the commencement date of the Extended Term to the date of such final determination. (e) Time is of the essence of this Section 15. 1.

Tenants Options. (a) Provided that, at the time of such exercise, this Lease is still in full force and effect without an Event of Default by Tenant and Tenant occupies at least seventy-five percent (75%) of the Rentable Area of the Premises for its own business purposes, Tenant shall have the right and options option (the "Second Extension OptionsOption") to extend the Term of this Lease for One (1) extended term of Three (3) years (an "Second Extended Term"). The Second Extended Term shall commence on the day immediately succeeding the expiration date of the Initial Extended Term, and shall end on the day immediately preceding the third anniversary of the first day of such Extended Term. Tenant shall exercise its Second Extension Option for the Second Extended Term by giving written notice to Landlord of its desire to do so not later than six (6) months prior to the expiration date of the Initial Term. The giving of such notice by Tenant shall automatically extend the Term of this Lease for the Extended Term, and no an instrument of renewal need will be executed. In the event that Tenant fails to give such notice to Landlord this Lease shall automatically terminate at the end of the Initial Extended Term, and Tenant shall have no further option to extend the Term of this Lease. The Extended Term shall be on all the terms and conditions of this Lease, except (i) during any Second Extended Term, the extension provisions of this Section to the extent already exercised shall not be effective, (ii) that the Basic Rent in effect for the Extended Term shall be at the greater of (a) the then current Basic Rent during the last lease Year of the Initial Term and (b) the anticipated fair market rental rate for comparable buildings in the Westborough area for the Premises Rentable Area during the Extended Term (the "Prevailing Fair Market Base Rental Rate") determined as follows. Within twenty (20) days of Tenant's exercise of its Extension Option, Landlord agrees to provide Tenant with Landlord's determination ("Landlord's Determination") of the Fair Market Base Rental Rate. Any determination of the Fair Market Base Rental Rate, whether by Landlord or Tenant, shall include a statement of the elements of rent included in such determination (whether tenant improvement allowances, free rent, common area cost allowances, or otherwise) sufficient to permit a calculation of the effective rent for the Premises. (b) If Tenant does not agree with Landlord's Determination, provide Landlord with notice of its determination of the Fair Market Base Rental Rate ("Tenant's Determination") within twenty (20) days of Tenant's receipt of Landlord's Determination; if Tenant fails to provide Landlord on a timely basis with Tenant's notice to terminate as aforesaid or Tenant's Determination as set forth herein, Tenant will be deemed to have agreed to Landlord's Determination which then shall constitute the basis for determining the Base Rent for the Extended Term. Except as set forth in subparagraph (c) below, if Landlord's Determination and Tenant's Determination are different and Landlord and Tenant are unable to agree upon the Fair Market Base Rental Rate within thirty (30) days of Landlord's receipt of Tenant's Determination, the parties shall within fifteen (15) days after the end of such 30-day period, together appoint a mutually acceptable arbitrator or, if they are unable to agree upon such an arbitrator, shall apply to the American Arbitration Association for the designation of an arbitrator located in the Boston, Massachusetts metropolitan area to render a final determination of the Fair Market Base Rental Rate (the "Arbitrator"). Unless otherwise agreed by the parties, the Arbitrator shall be a real estate appraiser or consultant who shall be a M.A.I. member and who shall have at least fifteen (15) years continuous experience in the business of appraising commercial office buildings in the greater Boston area. The Arbitrator shall conduct such hearings and investigations as the Arbitrator shall deem appropriate and shall, within sixty (60) days after having been appointed, choose either the Landlord's Determination or Tenant's Determination, and that choice by the Arbitrator shall be final and binding upon Landlord and Tenant. The party whose Determination is not chosen shall pay all the fees and expenses of the Arbitrator. The Arbitrator shall not have the power to add to, modify or change any of the provisions of this Lease. (c) In the event that the determination of the Fair Market Base Rental Rate set forth in the Landlord's Determination and Tenant's Determination shall differ by less than ten percent (10%) per rentable square foot per annum for each year during the Extended Term, then the Fair Market Base Rental Rate shall not be determined by arbitration, but, at Landlord’s election, shall instead be set by taking the average of the parties' Determinations. (d) If for any reason the Fair Market Base Rental Rate shall not have been determined prior to the commencement of the Second Extended Term, then, until the Fair Market Base Rental Rate shall have been finally determined, the Basic Rent shall remain the same as payable during the last year of the term immediately preceding such Second Extended Term. Upon final determination of the Fair Market Base Rental Rate, an appropriate adjustment to the Basic Rent shall be made reflecting such final determination and Landlord or Tenant, as the case may be, shall promptly refund or pay to the other any overpayment or deficiency, as the case may be, in the payment of Basic Rent from the commencement date of the Second Extended Term to the date of such final determination. (e) Time is of the essence of this Section 15. 1.

Tenants Options. (a) Provided that, that at the time of each such exerciseexercise and upon the commencement of the applicable Extended Term (i) there then exists no Event of Default (or any monetary default of which Landlord has given Tenant notice), (ii) this Lease is still then in full force and effect without an Event and (iii) Original Tenant (together with any Space Occupants) is in actual occupancy of Default by Tenant and Tenant occupies at least seventy-five percent (75%) of the Rentable Area Premises and is not then listing, advertising or otherwise marketing for sublease such portion(s) of the Premises for its own business purposesas would cause Original Tenant (together with any Space Occupants) to occupy less than seventy-five (75%) percent of the Premises (the condition set forth in this clause (iii) being hereinafter referred to as the “Occupancy Requirement”), Original Tenant shall have the right and options option (the "each, an “Extension Options"Option”) to extend the Lease Term of this Lease for One two (12) extended term terms of Three five (35) years each (each, an "“Extended Term"”). The Each Extended Term shall commence on the day immediately succeeding the expiration date Expiration Date of the Initial initial Lease Term or the prior Extended Term, as the case may be, and shall end on the day immediately preceding the third fifth (5th) anniversary of the first (1st) day of such Extended Term. Original Tenant shall exercise its each Extension Option for the Extended Term by giving written notice to Landlord of its desire to do so not later than six nineteen (619) months prior to the expiration date Expiration Date of the Initial initial Lease Term or the expiration of the then current Extended Term, as the case may be. The Provided the conditions set forth in the foregoing clauses (i), (ii) and (iii) shall have been satisfied, the giving of such notice by Original Tenant shall automatically extend the Lease Term of this Lease for the applicable Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord Landlord, this Lease shall automatically terminate at upon the end expiration of the Initial TermTerm then in effect, and Tenant shall have no further option to extend the Term Lease Term, it being agreed that time is of this Leasethe essence with respect to the giving of such notice. The Notwithstanding the foregoing, Landlord may waive any or all of the conditions set forth in the foregoing clauses (i) and (iii) with respect to any Extended Term, at its election and in its sole and absolute discretion, by written notice to Tenant at any time prior to the Expiration Date. Each Extended Term shall be on all the terms and conditions of this Lease, except that (iA) during any the first (1st) Extended Term, Tenant shall have only one (1) further option to extend the extension provisions of this Section to the extent already exercised shall not be effectiveLease Term, (iiB) that during the Basic Rent in effect second (2nd) Extended Term, Tenant shall have no further option to extend the Lease Term, and (C) the rent for the each Extended Term shall be at determined as provided below. In no event or under any circumstance shall the greater of Extension Options provided in this Article be interpreted to give Tenant the option to extend beyond that point in time which is ten (a10) years following the then current Basic Rent during the last lease Year Expiration Date of the Initial Term and (b) the anticipated fair market rental rate for comparable buildings in the Westborough area for the Premises Rentable Area during the Extended Term (the "Prevailing Fair Market Base Rental Rate") determined as follows. Within twenty (20) days of Tenant's exercise of its Extension Option, Landlord agrees to provide Tenant with Landlord's determination ("Landlord's Determination") of the Fair Market Base Rental Rate. Any determination of the Fair Market Base Rental Rate, whether by Landlord or Tenant, shall include a statement of the elements of rent included in such determination (whether tenant improvement allowances, free rent, common area cost allowances, or otherwise) sufficient to permit a calculation of the effective rent for the Premises. (b) If Tenant does not agree with Landlord's Determination, provide Landlord with notice of its determination of the Fair Market Base Rental Rate ("Tenant's Determination") within twenty (20) days of Tenant's receipt of Landlord's Determination; if Tenant fails to provide Landlord on a timely basis with Tenant's notice to terminate as aforesaid or Tenant's Determination as set forth herein, Tenant will be deemed to have agreed to Landlord's Determination which then shall constitute the basis for determining the Base Rent for the Extended initial Lease Term. Except as set forth in subparagraph (c) below, if Landlord's Determination The Extension Options are personal to Original Tenant and Tenant's Determination are different and Landlord and Tenant are unable to agree upon the Fair Market Base Rental Rate within thirty (30) days of Landlord's receipt of Tenant's Determination, the parties shall within fifteen (15) days after the end of such 30-day period, together appoint a mutually acceptable arbitrator or, if they are unable to agree upon such an arbitrator, shall apply to the American Arbitration Association for the designation of an arbitrator located in the Boston, Massachusetts metropolitan area to render a final determination of the Fair Market Base Rental Rate (the "Arbitrator"). Unless otherwise agreed by the parties, the Arbitrator shall be a real estate appraiser or consultant who shall be a M.A.I. member and who shall have at least fifteen (15) years continuous experience in the business of appraising commercial office buildings in the greater Boston area. The Arbitrator shall conduct such hearings and investigations as the Arbitrator shall deem appropriate and shall, within sixty (60) days after having been appointed, choose either the Landlord's Determination or Tenant's Determination, and that choice by the Arbitrator shall be final and binding upon Landlord and Tenant. The party whose Determination is not chosen shall pay all the fees and expenses of the Arbitrator. The Arbitrator shall not have the power to add to, modify or change any of the provisions of this Lease. (c) In the event that the determination of the Fair Market Base Rental Rate set forth in the Landlord's Determination and Tenant's Determination shall differ by less than ten percent (10%) per rentable square foot per annum for each year during the Extended Term, then the Fair Market Base Rental Rate shall not be determined transferred, assigned or exercised by arbitration, but, at Landlord’s election, shall instead be set by taking the average of the parties' Determinationsany other party. (d) If for any reason the Fair Market Base Rental Rate shall not have been determined prior to the commencement of the Extended Term, then, until the Fair Market Base Rental Rate shall have been finally determined, the Basic Rent shall remain the same as payable during the last year of the term immediately preceding such Extended Term. Upon final determination of the Fair Market Base Rental Rate, an appropriate adjustment to the Basic Rent shall be made reflecting such final determination and Landlord or Tenant, as the case may be, shall promptly refund or pay to the other any overpayment or deficiency, as the case may be, in the payment of Basic Rent from the commencement date of the Extended Term to the date of such final determination. (e) Time is of the essence of this Section 15. 1.

Tenants Options. (a) Provided that, that (1) Tenant is not in default under this Lease beyond any applicable notice and cure period either at the time date of such exercise, exercise or the date when the New Term would otherwise commerce and (2) Tenant or an assignee permitted without the consent of Landlord is the Tenant pursuant to this Lease is still in full force and effect without an Event of Default by Tenant and Tenant occupies at least seventy-five percent (75%) as of the Rentable Area commencement of the Premises for its own business purposesNew Term, Tenant shall have the right and options option to (A) expand the Premises by adding an additional 10,000 to 20,000 square feet of Rentable Area in the Center (the "Extension OptionsAdditional Space") to extend and (B) obtain a new term (the Term of this Lease for One (1) extended term of Three (3) years (an "Extended New Term")) of not less than thirty-six (36) months covering both the Premises and the Additional Space. The Extended Term Such option shall commence on the day immediately succeeding the expiration date of the Initial Termbe exercised, and shall end on the day immediately preceding the third anniversary of the first day of such Extended Term. Tenant shall exercise its Extension Option for the Extended Term if at all, by giving written notice to Landlord given during October, 2000, which notice shall specify, within the limits set forth above, the approximate size of its desire the Additional Space and the length of the New Term. The length of the New Term shall be subject to the mutual agreement of Landlord and Tenant, not to be unreasonably withheld and not to be less than 36 full calendar months. If Tenant is not entitled to exercise such option, or if Tenant is entitled to exercise such option but fails to do so in the manner and during the period herein specified, such option shall lapse and thereafter not later than six be exercisable by Tenant. The lapse of such option shall not affect the option set forth in subsection (6b) months prior below. If Tenant is entitled to exercise such option and timely and properly does so, then the following shall pertain: (i) Such option shall be subject to the expiration availability in the Center, as of the commencement date of the Initial Term. The giving of such notice by Tenant shall automatically extend the Term of this Lease for the Extended New Term, and no instrument of renewal need be executed. In the event that Tenant fails to give such notice to Landlord this Lease shall automatically terminate at the end an Additional Space of the Initial Termapproximate size specified in Tenant's notice of exercise. For this purpose, and Tenant shall have no further option to extend the Term commencement date of this Lease. The Extended the New Term shall be on all March 1, 2001, and space availability in the terms and conditions of this Lease, except (i) during Center shall take into account any Extended Term, other pre-existing space rights held by other tenants in the extension provisions of this Section to the extent already exercised shall not be effective, Center. (ii) that the Basic Rent in effect for the Extended Term shall be at the greater of Within fifteen (a) the then current Basic Rent during the last lease Year of the Initial Term and (b) the anticipated fair market rental rate for comparable buildings in the Westborough area for the Premises Rentable Area during the Extended Term (the "Prevailing Fair Market Base Rental Rate") determined as follows. Within twenty (2015) days of Tenant's exercise of its Extension Option, Landlord agrees to provide Tenant with Landlord's determination ("Landlord's Determination") of the Fair Market Base Rental Rate. Any determination of the Fair Market Base Rental Rate, whether by Landlord or Tenant, shall include a statement of the elements of rent included in such determination (whether tenant improvement allowances, free rent, common area cost allowances, or otherwise) sufficient to permit a calculation of the effective rent for the Premises. (b) If Tenant does not agree with Landlord's Determination, provide Landlord with notice of its determination of the Fair Market Base Rental Rate ("Tenant's Determination") within twenty (20) days of Tenant's receipt of Landlord's Determination; if Tenant fails to provide Landlord on a timely basis with Tenant's notice to terminate as aforesaid or Tenant's Determination as set forth herein, Tenant will be deemed to have agreed to Landlord's Determination which then shall constitute the basis for determining the Base Rent for the Extended Term. Except as set forth in subparagraph (c) below, if Landlord's Determination and Tenant's Determination are different and Landlord and Tenant are unable to agree upon the Fair Market Base Rental Rate within thirty (30) days of after Landlord's receipt of Tenant's Determinationnotice of exercise, the parties Landlord shall within fifteen (15) days after the end of such 30-day period, together appoint a mutually acceptable arbitrator or, if they are unable to agree upon such an arbitrator, shall apply to the American Arbitration Association for the designation of an arbitrator located notify Tenant in the Boston, Massachusetts metropolitan area to render a final determination of the Fair Market Base Rental Rate (the "Arbitrator"). Unless otherwise agreed by the parties, the Arbitrator shall be a real estate appraiser or consultant who shall be a M.A.I. member and who shall have at least fifteen (15) years continuous experience in the business of appraising commercial office buildings in the greater Boston area. The Arbitrator shall conduct such hearings and investigations as the Arbitrator shall deem appropriate and shall, within sixty (60) days after having been appointed, choose either the Landlord's Determination or Tenant's Determination, and that choice by the Arbitrator shall be final and binding upon Landlord and Tenant. The party whose Determination is not chosen shall pay all the fees and expenses of the Arbitrator. The Arbitrator shall not have the power to add to, modify or change any of the provisions of this Lease. (c) In the event that the determination of the Fair Market Base Rental Rate set forth in the Landlord's Determination and Tenant's Determination shall differ by less than ten percent (10%) per rentable square foot per annum for each year during the Extended Term, then the Fair Market Base Rental Rate shall not be determined by arbitration, but, at Landlord’s election, shall instead be set by taking the average of the parties' Determinations. (d) If for any reason the Fair Market Base Rental Rate shall not have been determined prior to the commencement of the Extended Term, then, until the Fair Market Base Rental Rate shall have been finally determined, the Basic Rent shall remain the same as payable during the last year of the term immediately preceding such Extended Term. Upon final determination of the Fair Market Base Rental Rate, an appropriate adjustment to the Basic Rent shall be made reflecting such final determination and Landlord or Tenantwriting whether there is, as the case may be, shall promptly refund or pay to the other any overpayment or deficiency, as the case may be, in the payment of Basic Rent from the commencement date of the Extended Term to New Term, an available Additional Space in the date of such final determination. (e) Time is Center of the essence approximate size specified by Tenant and, if so, shall identify the available Additional Space and the Rentable Area thereof. For the purposes of this Section 15subsection, "approximate" shall mean within 1,000 square feet of the Rentable Area specified by Tenant in its notice of exercise. If there is no such available Additional Space of the approximate size specified by Tenant in the Center at March 1, 2001, the option contained in this subsection shall lapse.

Tenants Options. (a) Provided that, at the time of such exercise, this Lease is still in full force and effect without an Event of Default by Tenant and Tenant occupies at least seventy-five percent (75%) of the Rentable Area of the Premises for its own business purposes, Tenant shall have the right and options (the "Extension Options") to extend the Term of this Lease for One (1) extended term of Three (3) years (an "Extended Term"). 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 third anniversary of the first day of such Extended Term. Tenant shall exercise its Extension Option for the Extended Term by giving written notice to Landlord of its desire to do so not later than six (6) months prior to the expiration date of the Initial Term. The giving of such notice by Tenant shall automatically extend the Term of this Lease for the Extended Term, and no instrument of renewal need be executed. In the event that Tenant fails 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 be on all the terms and conditions of this Lease, except (i) during any Extended Term, the extension provisions of this Section to the extent already exercised shall not be effective, (ii) that the Basic Rent in effect for the Extended Term shall be at the greater of (a) the then current Basic Rent during the last lease Year of the Initial Term and (b) the anticipated fair market rental rate for comparable buildings in the Westborough area for the Premises Rentable Area during the Extended Term (the "Prevailing Fair Market Base Rental Rate") determined as follows. Within twenty (20) days of Tenant's exercise of its Extension Option, Landlord agrees to provide Tenant with Landlord's determination ("Landlord's Determination") of the Fair Market Base Rental Rate. Any determination of the Fair Market Base Rental Rate, whether by Landlord or Tenant, shall include a statement of the elements of rent included in such determination (whether tenant improvement allowances, free rent, common area cost allowances, or otherwise) sufficient to permit a calculation of the effective rent for the Premises. (b) If Tenant does not agree with Landlord's Determination, provide Landlord with notice of its determination of the Fair Market Base Rental Rate ("Tenant's Determination") within twenty (20) days of Tenant's receipt of Landlord's Determination; if Tenant fails to provide Landlord on a timely basis with Tenant's notice to terminate as aforesaid or Tenant's Determination as set forth herein, Tenant will be deemed to have agreed to Landlord's Determination which then shall constitute the basis for determining the Base Rent for the Extended Term. Except as set forth in subparagraph (c) below, if Landlord's Determination and Tenant's Determination are different and Landlord and Tenant are unable to agree upon the Fair Market Base Rental Rate within thirty (30) days of Landlord's receipt of Tenant's Determination, the parties shall within fifteen (15) days after the end of such 30-day period, together appoint a mutually acceptable arbitrator or, if they are unable to agree upon such an arbitrator, shall apply to the American Arbitration Association for the designation of an arbitrator located in the Boston, Massachusetts metropolitan area to render a final determination of the Fair Market Base Rental Rate (the 30 "Arbitrator"). Unless otherwise agreed by the parties, the Arbitrator shall be a real estate appraiser or consultant who shall be a M.A.I. member and who shall have at least fifteen (15) years continuous experience in the business of appraising commercial office buildings in the greater Boston area. The Arbitrator shall conduct such hearings and investigations as the Arbitrator shall deem appropriate and shall, within sixty (60) days after having been appointed, choose either the Landlord's Determination or Tenant's Determination, and that choice by the Arbitrator shall be final and binding upon Landlord and Tenant. The party whose Determination is not chosen shall pay all the fees and expenses of the Arbitrator. The Arbitrator shall not have the power to add to, modify or change any of the provisions of this Lease. (c) In the event that the determination of the Fair Market Base Rental Rate set forth in the Landlord's Determination and Tenant's Determination shall differ by less than ten percent (10%) per rentable square foot per annum for each year during the Extended Term, then the Fair Market Base Rental Rate shall not be determined by arbitration, but, at Landlord’s 's election, shall instead be set by taking the average of the parties' Determinations. (d) If for any reason the Fair Market Base Rental Rate shall not have been determined prior to the commencement of the Extended Term, then, until the Fair Market Base Rental Rate shall have been finally determined, the Basic Rent shall remain the same as payable during the last year of the term immediately preceding such Extended Term. Upon final determination of the Fair Market Base Rental Rate, an appropriate adjustment to the Basic Rent shall be made reflecting such final determination and Landlord or Tenant, as the case may be, shall promptly refund or pay to the other any overpayment or deficiency, as the case may be, in the payment of Basic Rent from the commencement date of the Extended Term to the date of such final determination. (e) Time is of the essence of this Section 15. 1.