Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment. (b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date. (c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation. (d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36). (e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 2 contracts
Samples: Lease (Covisint Corp), Lease (Covisint Corp)
Contraction Option. Tenant shall have the option ("Contraction Option"), provided there is then no uncured Event of Default under this Lease, to reduce the size of the Leased Premises by one (1) full floor, which floor shall, at Tenant's option, be either floor 13 or the lowest full floor of the Leased Premises (excluding floors 9 and 10), such reduction to be effective on a date ("Contraction Date") during the sixth Lease Year (between March 1, 2003 and February 28, 2004) provided (a) Tenant delivers to Landlord at least twelve (12) months prior written notice ("Contraction Notice") of its election to exercise the Contraction Option and the Contraction Date, and (b) Tenant pays to Landlord at the time of the delivery of its Contraction Notice a reduction fee equal to the Termination Payment that would have been payable as of the Contraction Date under Article IV of this Exhibit B as if the Termination Date had been the Contraction Date provided such fee shall be the amount of the Termination Payment allocable to the floor eliminated from the Leased Premises based on its relative number of square feet of Net Rentable Area and such reduction fee shall be discounted back from the Contraction Date to the date of payment using a discount rate of ten percent (10%) per annum. If Tenant fails to timely exercise the Contraction Option (by delivering written notice by February 28, 2003) the Contraction Option shall terminate automatically and Tenant shall have waived forever its right to exercise the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of . If Tenant timely exercises the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) providedbut fails to timely pay the Termination Payment allocable to such floor simultaneously with the delivery of its Contraction Notice, however, that the effectiveness of the exercise of the Contraction Option by Tenant shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising null and void and the Contraction Option (the “Contraction Option Notice”) not later than the conclusion Lease shall remain in full force and effect for all of the fifth (5th) Lease Year Leased Premises. EXHIBIT C AIR CONDITIONING AND HEATING SERVICES Subject to the provisions of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and Section 3.1.1 (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” Lease, Landlord will furnish Building standard air conditioning and heating (as hereinafter definedspecified below) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent between 7:00 a.m. and 6:00 p.m. from Monday through Friday (8%) interest ratewithout request), and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises 8:00 a.m. and the denominator is the rentable area of the Demised Premises 1:00 p.m. on Saturdays (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment upon request made in accordance with this paragraph shall render this Contraction Option void the rules and regulations for the Building), excluding Holidays, Upon request of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply Tenant, made in accordance with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition rules and otherwise in the condition required by the Lease regulations for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender PremisesBuilding, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and will furnish air conditioning systems. and heating at other times (that is, at times other than the times specified above) in which event Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.furnishing such services at the rates set forth on Schedule II attached hereto and incorporated herein. The following dates shall constitute "Holidays" as said term is used in this Lease:
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).1. New Year's Day; 2. Good Friday;
Appears in 1 contract
Samples: Office Space Lease Agreement (FSP Phoenix Tower Corp)
Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises an ongoing right (the “Contraction OptionRight”) to reduce by up to but not exceeding 10,135 an aggregate of 34,605 rentable square feet (measured in accordance with Section 2.2 hereof)the amount of Office Space leased by Tenant pursuant to the H&P Lease at any time after February 1, comprised of a portion 2015. That part of the Demised Premises provided that such portion Office Space eliminated from the H&P Lease as a result of Tenant’s exercise of the Contraction Right shall be contiguous and of a configuration so that is reasonably marketable referred to herein as the “Eliminated Space” and shall have reasonable and code compliant access and egress be determined as set forth on Exhibit “B” attached hereto. Should Tenant desire to exercise this Contraction Right, Tenant shall provide to Landlord six (the “Surrender Premises”6) effective at the end of the sixth (6th) full Lease Year, months prior written notice (the “Contraction Option DateNotice”) providedand shall pay to Landlord an amount equal to the “Contraction Fee,” as defined below, howeverat the time such Eliminated Space is vacated by Tenant. As used herein, that the effectiveness of the exercise of the term “Contraction Option Fee” shall be conditioned upon the sum of (i) Tenant delivering a Notice to Landlord exercising $7.25 per rentable square feet of Eliminated Space (as specified in the Contraction Option Notice and consistent with Exhibit “B”), plus (ii) the amount of “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial TermUnamortized TI,” as defined below, together with a floor plan identifying the attributable to that portion of the Demised Premises Eliminated Space which shall comprise is Expansion Space, plus (iii) the Surrender Premises; and (ii) Tenant’s payment amount of “Unrecouped Commission,” as defined below, attributable to Landlord, on or prior to the Contraction Option Date, that portion of the Eliminated Space. The “Contraction PaymentUnamortized TI” (shall be an amount, as hereinafter defined) of the date Tenant vacates the Eliminated Space, equal to the sum remaining unamortized balance of the unamortized Tenant Improvement Allowance attributable to that portion of the Lease CostsEliminated Space which is Expansion Space, as hereinafter definedset forth in Section 2(f)(i) below, calculated when amortized, using an eight percent (8%) % per annum interest rate, and multiplied by over the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises period from the balance of the Demised Premises includingTerm Commencement Date through January 31, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems2020. Tenant shall reimburse Landlord for the reasonable cost thereof within Within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract Term Commencement Date, the Demised Premises as provided hereunderparties shall prepare, Landlord attach and Tenant shall promptly execute an amendment to incorporate into this Lease reflecting First Amendment a new, mutually satisfactory Exhibit “C” which will show the surrender of amortization schedule for the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 Unamortized TI. The “Unrecouped Commission” shall be void and an amount, as of no effect unless on the date Tenant issues vacates the Contraction Option Notice Eliminated Space, equal to the remaining unrecouped balance of the leasing commissions payable with respect to the Eliminated Space, when allocated on a straight line basis over the period from the Term Commencement Date through January 31, 2020. Within thirty (30) days of the Term Commencement Date, the parties shall prepare, attach and incorporate into this First Amendment a new, mutually satisfactory Exhibit “D” which will show the amortization schedule for the Unrecouped Commission. Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above shall pay all commissions that may be waived by Landlord at any time in Landlord’s sole discretion)owing as a result of the execution of this First Amendment and shall indemnify and hold Tenant harmless therefrom.
Appears in 1 contract
Samples: Lease (Helmerich & Payne Inc)
Contraction Option. (a) If Tenant does not exercise the Swap Option under Article 10 above, then Tenant shall have the one-time right, at its sole option, option (the “500 Contraction Option”) to surrender to Landlord a portion exclude the entire 18th Floor Space from the Leased Premises under the 500 Boylston Lease effective as of the Demised Premises end of day on February 28, 2007 (the “Contraction Date”). If Tenant wishes to exercise the 500 Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised Tenant shall deliver notice of a portion its exercise of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress 500 Contraction Option to the 500 Xxxxxxxx Xxxxxxxx xx or before December 31, 2005 (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “500 Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Exercise Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence in the timely exercise of delivery the 500 Contraction Option. If Tenant fails to timely exercise the 500 Contraction Option by such date strictly in accordance with this Section 12.02, then Tenant shall be deemed to have irrevocably waived the 500 Contraction Option and this Section 12.02 shall have no further force or effect. Tenant’s exercise of the 500 Contraction Option shall be irrevocable and unconditional. If Tenant provides an exercise notice that purports to condition the exercise of the 500 Contraction Option, to change the terms of the 500 Contraction Option as set forth herein, or to exercise the 500 Contraction Option only in part, such exercise notice shall be invalid and without force or effect. If Tenant shall timely and validly deliver the 500 Contraction Exercise Notice in accordance with this Section 12.02, effective as of the Contraction Option Notice Date the entire 18th Floor Space shall cease to be part of the Leased Premises under the 500 Boylston Lease for all purposes, and the Contraction Payment.
(b) In floor sheets for the event that Tenant 18th Floor Space shall give be deemed deleted from Exhibit A to the Contraction Option Notice 500 Boylston Lease. Such exclusion of the 18th Floor Space from the Leased Premises shall be self-operative without the need for further action by the parties, but in confirmation thereof the parties shall execute and shall otherwise comply with deliver an amendment to the conditions of Lease confirming the exercise of Tenant’s right the 500 Contraction Option and the adjustments to contract the Demised Leased Premises as provided hereunderfor herein. If the 500 Contraction Option is exercised, including, but not limited to, the payment of the Contraction Payment when due, then Tenant shall surrender and vacate the Surrender Premises 18th Floor Space to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required under Section 4.06 of the Lease. Any failure by Tenant to timely surrender and vacate the 18th Floor Space to Landlord on or before the Contraction Date shall constitute a holdover as to which the provisions of Section 8.01 of the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon shall apply as though such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything referred solely to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)18th Floor Space.
Appears in 1 contract
Samples: Lease (Houghton Mifflin Co)
Contraction Option. Provided that (ai) no Event of Default shall exist, (ii) this Lease shall be in full force and effect at all times mentioned below, and (iii) Tenant shall not have exercised an Offer Space Option for any Offer Space for which the applicable Anticipated Inclusion Date is less than two (2) years prior to the Contraction Option Effective Date (as hereinafter defined), Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises right (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance cancel this Lease with Section 2.2 hereof), comprised of a respect to the entire portion of the Demised Premises provided that such portion shall be contiguous and located on the twelfth (12th) floor of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress the Building (the “Surrender PremisesCancelled Floor”) ), effective at the end as of the sixth tenth (6th10th) full Lease Year, anniversary of the Rent Commencement Date applicable to the Twelfth Floor Premises (the “Contraction Option Effective Date”), provided that (A) providedTenant shall have given Landlord written notice of Tenant’s election to exercise the Contraction Option (the “Contraction Notice”), however, that the effectiveness effective as of the Contraction Option Effective Date, by no later than eighteen (18) months prior to the Contraction Option Effective Date, and (B) Tenant shall have paid Landlord, at the time of the giving of the Contraction Notice, as Additional Rent, an amount equal to one-half of the Contraction Payment and (C) Tenant shall have paid Landlord the second half of the Contraction Payment on the date that is at least 30 days prior to the Contraction Option Effective Date. The “Contraction Payment” shall mean (a) an amount equal to the unamortized costs (amortized over a 180 month period at an interest rate of 6%) incurred or paid by Landlord in connection with this Lease for (x) the brokerage commissions applicable to the Cancelled Floor, (y) the Work Allowance applicable to the Cancelled Floor, and (z) the so-called “free rent” applicable to the Cancelled Floor (consisting of the Base Rent which would have been payable for the Twelfth Floor Premises if the same were due during the period commencing on the Commencement Date applicable to the Twelfth Floor Premises and ending on the day immediately preceding the Rent Commencement Date applicable to the Twelfth Floor Premises, but excluding any free rent or rent credits due Tenant under Sections 2.04(b), 7.03, 11.05 and 17.03(b) hereof); and (b) an amount equal to six (6) monthly installments of Base Rent, Tenant’s Operating Payment and Tenant’s PILOT Payment as of the month in which the Contraction Option Effective Date will occur. Tenant may request from Landlord, at any time after the eighth (8th) anniversary of the Rent Commencement Date applicable to the Twelfth Floor Premises, Landlord’s calculation of the unamortized costs payable in accordance with clause (a) of this Section 37.01. Time is of the essence with respect to the giving of the Contraction Notice and the making of the Contraction Payment by the dates specified. If Tenant shall fail timely to deliver the Contraction Notice or shall timely deliver the Contraction Notice but shall fail to pay therewith the first half of the Contraction Payment, Tenant shall conclusively be deemed to have waived the Contraction Option. If Tenant timely delivers the Contraction Notice and the first half of the Contraction Payment, but shall fail timely to pay the second half of the Contraction Payment, then at Landlord’s option, exercisable by notice to Tenant, either (x) Tenant’s exercise of the Contraction Option shall be conditioned upon (i) null and void, the lease of the Cancelled Floor to Tenant delivering a Notice to Landlord exercising shall remain in full force and effect after the Contraction Option Effective Date as if the Contraction Notice had never been given and Tenant shall have no further rights under this Article 37 or (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (iiy) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time exercise of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by remain in effect and Tenant, (x) the aggregate dollar value ’s lease of the rental abatement granted Cancelled Floor shall end on the Contraction Option Effective Date in accordance with all of the provisions of this Article 37, and Landlord may exercise any and all rights and remedies available to Tenant Landlord for Tenant’s failure timely to pay the Demised Premises pursuant Contraction Payment as in the case of any failure to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with pay Rent due under this Lease. Failure of Tenant to make Upon the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery timely giving of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the timely payment of the Contraction Payment when duePayment, Tenant the Term of this Lease with respect to the Cancelled Floor shall surrender the Surrender Premises to Landlord expire on the Contraction Option Effective Date in broom clean condition and otherwise in with the condition required by the Lease for the surrender of the Demised Premises upon same effect as if such date were the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender portion of the Surrender Premises, Landlord and neither party shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, have any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred further rights or obligations under this Lease with respect to the Cancelled Floor, except for such rights and remains continuing beyond any applicable notice grace obligations which expressly survive the termination or cure periods, (iii) Tenant has not assigned expiration of the Term of this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)Lease.
Appears in 1 contract
Samples: Lease (KCG Holdings, Inc.)
Contraction Option. (a) Tenant shall shall, provided that all the Expansion Conditions are then satisfied, have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof)exclude from the Premises an area of one full floor of Premises designated by Tenant as hereinafter provided, comprised which contraction will be effective as of a portion of the Demised Premises provided that such portion shall be contiguous February 28, 2000, 2005, and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, 2010 (the “Contraction Option Date”). Space designated by Tenant to be excluded from the Premises (the “Contraction Space”) provided, however, that must be at a non-contiguous floor or the effectiveness upper [or lower] end of the exercise of the largest contiguous 2 block pace then leased by Tenant. The Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion exercised, of the fifth (5th) Lease Year of the initial Termessence, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment by notice given by tenant to Landlord, on or before twelve (12) months prior to any such Contraction Date identifying the Contraction Space (the “Contraction Notice”). Each time Tenant fails to timely deliver its Contraction Notice, Tenant will be deemed to have waived such Contraction Option for the applicable Lease year. If Tenant timely delivers its Contraction Notice, then as of the relevant Contraction Date: (1) Tenant shall vacate the Contraction Space and surrender possession thereof to Landlord in accordance with the requirements of this Lease; (ii) the Rentable Area of the Premises shall be reduced by the Rentable Area of the Contraction Space so surrendered; and (iii) Tenant’s Proportionate Share shall be reduced by a percentage derived by dividing the Rentable Area of the Contraction Space surrendered by the I Area of the Office Portion of the Building. If Tenant fails to completely vacate the Contraction Space and surrender possession thereof to Landlord in accordance with Paragraph 17 of the Lease on or before the Contraction Date, such failure shall be treated as a holding over by Tenant, and Landlord shall be entitled to all of its remedies thereof pursuant to Paragraph 18 of this Lease. Notwithstanding any such vacation and surrender, Tenant shall remain liable for the payment to Landlord of’ all rent and other sums due or accrued, and for the performance and keeping of all the covenants, agreements and obligations under this Lease to be performed, paid and kept by Tenant with respect to the Contraction Space prior to the Contraction Option Date. Promptly after Tenant’s exercise of its Contraction Option, Landlord shall prepare an amendment to the Lease in a form reasonably satisfactory to Landlord and Tenant to reflect the reduction to the size of the “Contraction Payment” (as hereinafter defined) equal Premises and Tenant’s Proportionate Share and any other appropriate terms, due to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time return of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systemsSpace. Tenant shall reimburse Landlord for execute and return such an amendment to the reasonable cost thereof Lease within thirty fifteen (3015) days after receipt of an invoice therefor, together with reasonable supporting documentationits submission to Tenant.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Agreement (Wells Real Estate Investment Trust Inc)
Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion eliminate the entire 46th floor of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress Building (the “Surrender PremisesContraction Space”) effective at from the end Premises by giving Landlord notice thereof on or before the fourth (4th) anniversary of the High-Rise Rent Commencement Date. Tenant’s right to exercise the Contraction Option is subject to the following terms and conditions (as applicable):
(i) Tenant shall designate in such written notice the date (the “Contraction Effective Date”) on which Tenant shall surrender possession of the Contraction Space to Landlord. Such Contraction Effective Date shall be the last day of a calendar month during the period commencing on the fifth (5th) anniversary of the High-Rise Rent Commencement Date and ending on the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness anniversary of the High-Rise Rent Commencement Date.
(ii) Any exercise by Tenant of the Contraction Option shall be conditioned upon null and void and of no force and effect if, on the date of such exercise, (ia) this Lease has been terminated, or (b) this Lease is not in full force and effect.
(iii) If Tenant properly exercises the Contraction Option, then,
(a) Tenant delivering shall pay to Landlord, within thirty days following receipt of a Notice to statement from Landlord exercising setting forth the amount of the Contraction Option Fee, an amount (the “Contraction Option NoticeFee”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of (i) the unamortized portion of the Lease CostsFit-Out Allowance allocable to the Contraction Space, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by same shall have been amortized on a straight line basis over the fraction where the numerator is the rentable area Initial Term of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises)this Lease, plus (ii) the amount which is equal Net Rent that would otherwise be due and payable by Tenant to three (3) months of Basic Rental payable Landlord but for the Surrender Premises at the time Tenant’s exercise of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereofone year period commencing on the Contraction Effective Date, plus (ziii) an amount equal to Tenant’s Pro Rata Share of Taxes and Operating Expenses for the aggregate dollar amount of all commissions paid to calendar year immediately preceding the Brokers calendar year in connection with this Lease. Failure of Tenant to make which the Contraction Payment in accordance with this paragraph Effective Date shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Paymentoccur.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment surrender possession of the Contraction Payment when dueSpace in accordance with the terms and provisions of Article 13 hereof. If Tenant fails to surrender possession of the Contraction Space on or before the Contraction Effective Date, Tenant shall surrender the Surrender Premises be deemed a holdover tenant in such Contraction Space, and shall be liable to Landlord on for all damages resulting from such holdover after the Contraction Option Effective Date. From and after the Contraction Effective Date in broom clean condition and otherwise in the condition required by the Lease for the surrender (or such later date on which Tenant actually surrenders possession of the Demised Premises upon Contraction Space), the Expiration Date Net Rent and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option DatePro Rata Share shall be appropriately adjusted.
(c) Upon such Tenant, notwithstanding its surrender of the Surrender PremisesContraction Space, Landlord shall perform remain liable for all work necessary Rent allocable to separate the Surrender Premises from Contraction Space which shall have accrued prior to the balance Contraction Effective Date (or such later date on which Tenant actually surrenders possession of the Demised Premises including, but not limited to, Contraction Space) irrespective of whether such amounts are ascertainable as of the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentationContraction Effective Date.
(d) In From and after the event that Contraction Effective Date, the Contraction Space shall no longer be deemed a part of the Premises, and
(e) From and after the Contraction Effective Date, neither Landlord nor Tenant shall give have any further rights or obligations under this Lease with respect to the Contraction Option Notice Space except to the extent provided in Article 35 hereof.
(iv) Following the Contraction Effective Date, and shall otherwise comply with within thirty days following written request by either Landlord or Tenant after either such date, as the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereundercase may be, Landlord and Tenant shall promptly execute an amendment enter into a mutually acceptable supplement to this Lease reflecting confirming the surrender deletion of the Surrender Contraction Space from the Premises and pursuant hereto. The failure or refusal by either party to do so, however, shall not affect the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following validity of the deletion of the Contraction Option Date (provided Tenant has otherwise complied with Space from the terms of this Section 36)Premises.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Office Lease (Hyatt Hotels Corp)
Contraction Option. Landlord grants Tenant the one-time right to contract the Premises during the Term of the Lease, as extended hereby (a) the "Contraction Option"), subject to and accordance with the following terms and conditions:
a. Provided Tenant is not in default under the Lease beyond any applicable notice and cure periods, Tenant shall have the one-time right, at its sole option, to surrender right by delivering written notice (the "Contraction Notice") to Landlord a portion of the Demised Premises on or before June 30, 2009 (the “"Contraction Option”Notice Deadline") up to but not exceeding 10,135 return possession of that certain space known as Suite 700 having eight thousand nine hundred ninety-six (8,996) rentable square feet and more particularly shown as "Suite 700" on Exhibit C-3 attached hereto and incorporated herein by this reference (measured in accordance with Section 2.2 hereof"Suite 700"), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the . This Contraction Option shall be conditioned upon applicable to the entire portion of Suite 700 and may only be exercised with respect to the entire portion of Suite 700.
b. As a condition precedent to any release of Suite 700 pursuant to the provisions of this Xxxxxxxxx 0, Xxxxxx must have delivered to Landlord, together with its Contraction Notice, a contraction payment in the amount of Five Hundred Thousand Three Hundred Eighty-Four and 41/100 Dollars ($589,384.41) in readily available U.S. funds (the "Contraction Payment"). Failure by Tenant to deliver the Contraction Notice (accompanied by payment of such Contraction Payment) on or before the Contraction Notice Deadline shall mean that Tenant shall have waived Tenant's right to release Suite 700 pursuant to this Paragraph 6.
c. If Tenant duly and timely delivers the Contraction Notice to Landlord, together with the Cancellation Payment, on or before the Contraction Notice Deadline, such contraction shall be effective as of December 31, 2009 (the "Release Date").
d. If Tenant duly and timely delivers the Contraction Notice, together with the Contraction Payment, then from and after the Release Date, (i) Tenant delivering a Notice all references in the Lease to Landlord exercising the Contraction Option ("Premises" shall be deemed to refer to the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial TermPremises, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and as contracted, (ii) Tenant’s payment Landlord and Tenant shall account between themselves for all Monthly Rental, additional rental and other charges as provided for in the Lease with respect to LandlordSuite 700, (iii) Tenant shall have no further rights or obligations arising out of or related to the Lease with respect to Suite 700, except those that by their express terms survive the expiration or sooner termination of the Lease, and (iv) Suite 700 shall be released from the Lease.
e. Tenant shall surrender Suite 700 to Landlord in accordance with the terms and provisions therefor set forth in the Lease on or before the Release Date, the same as if the Release Date were the Expiration Date of the Term of the Lease with respect to Suite 700. Thereafter, Tenant shall have no further right, claim or interest with respect to Suite 700 and shall remove all its equipment and property therefrom. Any property not removed prior to the Contraction Option DateRelease Date shall be deemed abandoned, of the “Contraction Payment” (as hereinafter defined) equal and Landlord shall be authorized to the sum of the unamortized retain such property, or any portion of the Lease Coststhereof, as hereinafter definedLandlord's own property or to dispose of such property in any manner Landlord deems appropriate, calculated using an eight percent (8%) interest rate, in Landlord's sole discretion. Tenant shall remain liable for any and multiplied by the fraction where the numerator is the rentable area all cost relating to any removal or disposition of the Surrender Premises any such property and the denominator is the rentable area releases Landlord of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of any and all commissions paid to the Brokers liability in connection therewith. Tenant acknowledges that Landlord has relied and will rely on Tenant's covenants set forth in this subparagraph in entering into a new lease with this Leasea third party with respect to Suite 700 and in performing Landlord's obligations under such new lease. Failure of If Tenant fails to make vacate Suite 700 on or before the Release Date after providing a Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when dueNotice, Tenant shall surrender be required to pay rental for Suite 700 at a rate of one hundred ten percent (110%) of the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise Rent provided for in the condition required by the Lease for the surrender as of the Demised Premises upon Release Date for each calendar month that Tenant remains in occupancy of Suite 700. Notwithstanding anything in this Third Amendment to the Expiration Date and contrary, Tenant acknowledges and recognizes that Time is Of the Essence shall remain obligated to pay Rent with respect to Tenant’s obligation Suite 700 for the period prior to vacate the Surrender Premises on the Contraction Option Release Date.
(c) Upon such surrender f. Tenant's Share shall be adjusted to reflect the release of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within Suite 700.
g. At least thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In before the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunderRelease Date, Landlord and Tenant shall promptly execute agree to enter into an amendment to this the Lease reflecting to document the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms exercise of this Section 36)Contraction Option.
(e) h. Notwithstanding anything in this Paragraph 6 to the contrary contained hereincontrary, any Tenant shall have no right to exercise by Tenant of its this Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: Paragraph 6 at any time after which either (i) this a default occurs with respect to Tenant under the Lease and remains uncured beyond any applicable notice and cure periods under the Lease or (ii) the Lease is not in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Agreement (Simmons Co)
Contraction Option. Tenant shall have the option ("CONTRACTION OPTION"), provided there is then no uncured Event of Default under this Lease, to reduce the size of the Leased Premises by one (1) full floor, which floor shall, at Tenant's option, be either floor 13 or the lowest full floor of the Leased Premises (excluding floors 9 and 10), such reduction to be effective on a date ("Contraction Date") during the sixth Lease Year (between March 1, 2003 and February 28, 2004) provided (a) Tenant delivers to Landlord at least twelve (12) months prior written notice ("CONTRACTION NOTICE") of its election to exercise the Contraction Option and the Contraction Date, and (b) Tenant pays to Landlord at the time of the delivery of its Contraction Notice a reduction fee equal to the Termination Payment that would have been payable as of the Contraction Date under Article IV of this EXHIBIT B as if the Termination Date had been the Contraction Date provided such fee shall be the amount of the Termination Payment allocable to the floor eliminated from the Leased Premises based on its relative number of square feet of Net Rentable Area and such reduction fee shall be discounted back from the Contraction Date to the date of payment using a discount rate of ten percent (10%) per annum. If Tenant fails to timely exercise the Contraction Option (by delivering written notice by February 28, 2003) the Contraction Option shall terminate automatically and Tenant shall have waived forever its right to exercise the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of . If Tenant timely exercises the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) providedbut fails to timely pay the Termination Payment allocable to such floor simultaneously with the delivery of its Contraction Notice, however, that the effectiveness of the exercise of the Contraction Option by Tenant shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising null and void and the Contraction Option (the “Contraction Option Notice”) not later than the conclusion Lease shall remain in full force and effect for all of the fifth (5th) Lease Year Leased Premises. EXHIBIT C AIR CONDITIONING AND HEATING SERVICES Subject to the provisions of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and Section 3.1.1 (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” Lease, Landlord will furnish Building standard air conditioning and heating (as hereinafter definedspecified below) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent between 7:00 a.m. and 6:00 p.m. from Monday through Friday (8%) interest ratewithout request), and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises 8:00 a.m. and the denominator is the rentable area of the Demised Premises 1:00 p.m. on Saturdays (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment upon request made in accordance with this paragraph shall render this Contraction Option void the rules and regulations for the Building), excluding Holidays, . Upon request of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply Tenant, made in accordance with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition rules and otherwise in the condition required by the Lease regulations for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender PremisesBuilding, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and will furnish air conditioning systems. and heating at other times (that is, at times other than the times specified above) in which event Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentationfurnishing such services at the rates set forth on SCHEDULE II attached hereto and incorporated herein. The following dates shall constitute "HOLIDAYS" as said term is used in this Lease:
1. New Year's Day; 2. Good Friday; 3.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Contraction Option. Provided PMA Capital Insurance Company or its affiliate (aas defined in the Lease) or corporate successor remains the “Tenant” under the Lease at the time of Tenant’s exercise of the option herein granted, Tenant shall have the option to reduce the Premises by one-time right, at its sole option, half (1/2) of a full floor on the following terms and conditions.
8.1 Landlord hereby grants to surrender Tenant a single option to Landlord a portion terminate this Lease solely with respect to one half (1/2) of the Demised Rentable Area contained on either the uppermost or the lowermost floor on which the Premises (exclusive of the P-2 Space) is located at the time of Tenant’s exercise of such option (the “Contraction OptionSpace”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion subject to Landlord’s approval (not to be unreasonably withheld) of the Demised Premises provided that such portion shall be contiguous location and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth Contraction Space on the floor in question in order to insure the reasonable marketability thereof to third parties for office purposes. Provided no Event of Default then exists under the Lease, by written notice to Landlord on or before December 31, 2014 Tenant may terminate this Lease with respect to the Contraction Space effective twelve (6th12) full Lease Year, months after the date on which Landlord receives such notice (the “Contraction Option Date”) provided, however, that the effectiveness ). Any such exercise by Tenant of the exercise option herein contained shall be irrevocable and shall be absolutely subject to satisfaction of the Contraction Option shall following terms and conditions:
8.1.1 As a condition to the validity of Tenant’s notice of contraction, such notice must be conditioned upon (i) Tenant delivering a Notice accompanied by Tenant’s good bank check or other payment acceptable to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) in an amount equal to the sum derived by multiplying the then unamortized Landlord’s Cost of the unamortized portion of the Lease Costs, as Leasing (hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time as of the Contraction Option Date (assuming straight line amortization at a rate of 10% per annum over the “Contraction Payment”entire Extended Term, except with regard to the Refurbishment Allowance (defined in Section 11.1 hereof). For the purposes hereof, Lease Costs which shall be defined as amortized over that period of the Extended Term commencing on January 1, 2011 and ending on the Contraction Date), by the percentage derived by dividing the Rentable Square Footage of the Contraction Space by the Rentable Square Footage of the entire Premises (exclusive of the P-2 Space) prior to such termination. The term “Landlord’s Cost of Leasing”shall mean the sum ofof the following: (wi) the Tenant Improvement Allowance, as hereinafter defined, or 2003 Allowance to the portion thereof so utilized by Tenantextent advanced under Section 6, (xii) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all leasing commissions paid to the Brokers by Landlord in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periodsAmendment, (iii) Tenant has not assigned Landlord’s reasonable legal costs incurred and paid in negotiating and preparing this Lease or sublet the Premises other than to a Tenant AffiliateAmendment, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant the Refurbishment Allowance, to the extent theretofore advanced under Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)11 hereof.
Appears in 1 contract
Samples: Office Lease (Pma Capital Corp)
Contraction Option. Subject to and in accordance with the terms and provisions set forth in this Article 9, and provided that American Express Travel Related Services Company, Inc. (aor an “affiliate” thereof, as defined in Article 20 of the Lease) is the Tenant under this Lease, Tenant shall have the one-time right, at its sole option, right to surrender terminate this Lease with respect to Landlord a portion of the Demised Premises and thereby contract the Demised Premises by not less than 5,000 and not more than 10,000 rentable square feet (hereafter, the “Contraction Premises”), said contraction to be effective, at Tenant’s sole option, as of February 28, 2011 (which would be the first Contraction Option) or as of February 28, 2013 (which would be the second Contraction Option) (either being herein referenced to as a “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that . Either such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice effective by providing Landlord with written notice of Tenant’s election to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of so contract the Demised Premises which shall comprise the Surrender Premises; and at least twelve (ii12) Tenant’s payment to Landlord, on or months prior to the Contraction Option Date, applicable proposed date of contraction and by paying to Landlord the “Early Contraction Payment” (as hereinafter defined) equal within thirty days after agreement by the parties with respect to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, size and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time location of the Contraction Option Date (Premises. Tenant may not exercise the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right option to contract the Demised Premises as provided hereunderherein if any event of default by Tenant under the Lease has occurred and is continuing beyond the applicable period for notice and cure. The Early Contraction Payment under this Paragraph 9 shall be in the amount which is equal to (i) the aggregate of the unamortized balances, includingas of the effective date of the proposed contraction, but not limited toof the Refurbishment and Build Out Allowance amount and brokerage commission amounts incurred by Landlord with respect to the extension of the Lease Term under this Second Amendment which are proportionately attributable to the Contraction Premises (i.e. allocated on a square foot basis over the entire Demised Premises), amortized on a straight-line basis over the period from the Effective Date through February 28, 2016, assuming that such amounts bear interest at the rate of 10.0% per annum, with the unamortized balance calculated with respect to the period following the effective date of contraction, plus (ii) an amount equal to (a) four (4) times the Base Rental proportionately attributable to the Contraction Premises which is due for the month of February, 2011, if the first Contraction Option is exercised by Tenant, or (b) two (2) times the Base Rental proportionately attributable to the Contraction Premises which is due for the month of February, 2013, if the second Contraction Option is exercised by Tenant. Upon the giving of a valid contraction notice in accordance with this Article 9 and the timely payment to Landlord of the Early Contraction Payment, the payment Contraction Premises shall cease to be leased by Tenant as of the effective date of contraction as if the same were the date herein originally fixed for the expiration of the Lease Term with respect thereto, and Tenant and Landlord shall remain liable for all of their respective obligations and undertakings with respect to the Contraction Premises through such early contraction date as though such early contraction date were the natural expiration date of the Lease Term. The exact size and location of the Contraction Payment when due, Premises shall be initially proposed by Tenant shall surrender the Surrender Premises in Tenant’s written notice of its election to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of contract the Demised Premises upon and shall be subject to Landlord’s prior approval, not to be unreasonably withheld, conditioned or delayed. In determining the Expiration Date acceptability of the size and Tenant acknowledges and recognizes that Time is Of location of the Essence with respect to Tenant’s obligation to vacate proposed Contraction Premises, the Surrender Premises on following standards shall apply:
(i) the Contraction Option Date.Premises shall be internally contiguous;
(cii) Upon such surrender to the extent possible, after the removal of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Contraction Premises from the balance Demised Premises, the remaining Demised Premises shall be internally contiguous;
(iii) the Contraction Premises shall be on the first floor only, shall be of a configuration which is marketable as office space on commercially reasonable terms, and it shall have access to the restrooms and fire stairs on the first floor, it shall have an approximately proportionate share of the Demised Premises including, but not limited to, exterior window walls on the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishesfirst floor, and floor finishes using building standard materials), and it shall have direct exposure to the separation elevator lobby on the first floor; and
(iv) no contraction shall leave Tenant with less than 3,000 square feet of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systemsRentable Floor Area on the first floor. Landlord shall notify Tenant shall reimburse Landlord for of its approval or disapproval of the reasonable cost thereof proposed Contraction Premises within thirty ten (3010) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) Tenant’s written notice thereof. In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise Landlord disapproves of Tenant’s location of the proposed Contraction Premises, then Landlord shall within five (5) business days thereafter, provide Tenant with a floor plan showing a revised location which is acceptable to Landlord and the estimated square footage thereof, which shall not vary by more than 3% of that originally proposed by Tenant. Tenant shall have ten (10) business days after receipt thereof in which to notify Landlord of its approval or disapproval thereof or any proposed modification to such floor plan. Failure to so notify Landlord within such ten (10) business day period as aforesaid shall constitute acceptance of Landlord’s revised location. In the event Tenant timely notifies Landlord of its rejection of such revised location of the Contraction Premises, then the parties shall continue, in good faith, to reach agreement upon the same, applying again the aforesaid standards and time periods. In the event Tenant shall exercise such right to contract reduce the size of the Demised Premises as provided hereunderherein, Landlord and the parties thereafter fail to come to agreement with respect to the size and location of the Contraction Premises, then Tenant shall promptly execute an amendment have the right to this Lease reflecting the surrender revoke its notice of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms exercise of this Section 36)contraction via written notice to Landlord.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Contraction Option. (aSections 30(c), 30(d), 30(e), 30(f), 30(g) and the last paragraph of Article 30 of the Lease shall be deleted in their entirety and the following provisions shall be inserted in its place:
2.4.1 Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Third Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a contract the portion of the Demised Premises provided that such portion shall be contiguous and consisting of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress the entire eighth (8th) floor (the “Surrender PremisesThird Contraction Space”) ), effective at December 31, 2014. If Tenant elects to exercise the end Third Contraction Option, Tenant shall notify Landlord of the sixth (6th) full Lease Year, its intent to do so (the “Tenant’s Third Contraction Option DateNotice”) providedno less than twelve (12) months prior to the effective date thereof. Tenant shall pay Landlord a sum equal to two (2) years of the then-escalated gross rent which would next become due in connection with the Third Contraction Space after the effective date set forth in Tenant’s Third Contraction Notice (the “Third Contraction Payment”). Tenant shall pay the Third Contraction Payment one-half ( 1/2) upon delivery of Tenant’s Third Contraction Notice and one-half ( 1/2) thirty (30) days prior to the effective date.
2.4.2 Tenant shall also have the option (the “Fourth Contraction Option”) to contract the portion of the Premises consisting of the entire seventh (7th) floor (the “Fourth Contraction Space”), howevereffective December 31, that 2017. If Tenant elects to exercise the effectiveness Fourth Contraction Option, Tenant shall notify Landlord of its intent to do so (the “Tenant’s Fourth Contraction Notice”) no less than twelve (12) months prior to the effective date thereof. Tenant shall pay Landlord a sum equal to two (2) years of the then-escalated gross rent which would next become due in connection with the Fourth Contraction Space after the effective date set forth in Tenant’s Fourth Contraction Notice (the “Fourth Contraction Payment”). Tenant shall pay the Fourth Contraction Payment one-half ( 1/2) upon delivery of Tenant’s Fourth Contraction Notice and one-half ( 1/2) thirty (30) days prior to the effective date.
2.4.3 It shall be a condition to Tenant’s exercise of any of the Contraction Options that, both at the time of the exercise of the Contraction Option shall be conditioned upon (i) and at the effective date thereof, Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) is not later than the conclusion in Default under this Lease. All of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; terms and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion provisions of the Lease Costsshall be applicable to any of the Contraction Space, as hereinafter defined, calculated using an eight percent except (8%1) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and shall be decreased as of the denominator is effective date of such contraction by the rentable area of such Contraction Space, (2) Tenant’s Share shall be decreased as of the Demised Premises (including effective date of such contraction to reflect the Surrender removal of such Contraction Space from the Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at Monthly Base Rent due under the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as decreased by an amount equal to the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, product of (x) the aggregate dollar value rentable square feet of such Contraction Space and (y) the then-escalated Monthly Base Rent rate for the Premises in effect, as of the rental abatement granted effective date of such contraction.
2.4.4 Tenant’s failure to Tenant for strictly comply with the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make provisions regarding the Contraction Payment in accordance with this paragraph Options shall render this Contraction Option void and of no effect. Time is of the essence of delivery nullify any attempted exercise of the Contraction Option Notice and the Contraction PaymentOptions by Tenant.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) 2.4.5 Notwithstanding anything to the contrary contained hereinin this Lease, Tenant’s rights to exercise any of the Contraction Options shall not be affected by any sublease of the Premises entered into pursuant to the terms of this Lease, but in no event shall any sublessee have any rights to exercise by Tenant any of its said Contraction Option under this Section 36 Options. In addition, the right to exercise any of the Contraction Options shall be void and of no effect unless on automatically transferred to an Assignee who leases the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the entire Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any the terms of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)this Lease.
Appears in 1 contract
Samples: Office Lease (Northern Trust Corp)
Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “"First Contraction Option”") up to but not exceeding 10,135 contract its premises by 8,000 to 10,000 rentable square feet (measured in accordance with Section 2.2 hereof)the "First Contraction Space") effective any time during the year 2006. If Tenant elects to exercise the First Contraction Option, comprised Tenant shall notify Landlord of its intent to do so (the "Tenant's First Contraction Notice") no less than twelve (12) months prior to the effective date thereof. Tenant shall pay Landlord a portion sum equal to two (2) years of the Demised Premises provided that such portion then-escalated gross rent which would next become due in connection with the First Contraction Space after the effective date set forth in Tenant's First Contraction Notice (the "First Contraction Payment"). Tenant shall pay the First Contraction Payment one-half (1/2) upon delivery of Tenant's First Contraction Notice and one-half (1/2) thirty (30) days prior to the effective date.
(b) Tenant shall also have the option (the "Second Contraction Option") to contract its premises by 10,000 to 20,000 rentable square feet (the "Second Contraction Space") effective any time during the year 2008. If Tenant elects to exercise the Second Contraction Option, Tenant shall notify Landlord of its intent to do so (the "Tenant's Second Contraction Notice") no less than twelve (12) months prior to the effective date thereof. Tenant shall pay Landlord a sum equal to two (2) years of the then-escalated gross rent which would next become due in connection with the Second Contraction Space after the effective date set forth in Tenant's Second Contraction Notice (the "Second Contraction Payment"). Tenant shall pay the Second Contraction Payment one-half (1/2) upon delivery of Tenant's Second Contraction Notice and one-half (1/2) thirty (30) days prior to the effective date.
(c) Tenant shall also have the option (the "Third Contraction Option") to contract its premises by 10,000 to 20,000 rentable square feet (the "Third Contraction Space") effective any time during the year 2012. If Tenant elects to exercise the Third Contraction Option, Tenant shall notify Landlord of its intent to do so (the "Tenant's Third Contraction Notice") no less than twelve (12) months prior to the effective date thereof. Tenant shall pay Landlord a sum equal to two (2) years of the then-escalated gross rent which would next become due in connection with the Third Contraction Space after the effective date set forth in Tenant's Third Contraction Notice (the "Third Contraction Payment"). Tenant shall pay the Third Contraction Payment one-half (1/2) upon delivery of Tenant's Third Contraction Notice and one-half (1/2) thirty (30) days prior to the effective date.
(d) The First Contraction Option, the Second Contraction Option and the Third Contraction Option are herein collectively referred to as the "Contraction Options".
(e) It shall be contiguous and a condition to Tenant's exercise of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (any of the “Surrender Premises”) effective Contraction Options that, both at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness time of the exercise of the Contraction Option shall be conditioned upon and at the effective date thereof, Tenant is not in Default under this Lease.
(if) Tenant delivering a Notice shall use commercially reasonable efforts to deliver to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later space consisting of no less than the conclusion 5,000 square feet of the fifth (5th) Lease Year Rentable Area of the initial Term, together a commercially leaseable configuration with a proportional window to floor plan identifying the portion of the Demised Premises which ratio. If Tenant shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time exercise any of the Contraction Options set forth in this Article Twenty-Nine, the next effective Expansion or Subordinate Expansion Option Date (the “Contraction Payment”). For the purposes hereof, provided for in this Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized waived by Tenant, .
(xg) Tenant's failure to strictly comply with the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make provisions regarding the Contraction Payment in accordance with this paragraph Options shall render this Contraction Option void and of no effect. Time is of the essence of delivery nullify any attempted exercise of the Contraction Option Notice and Options by Xxxxxx. Except as set forth below, the Contraction Payment.
(b) In the event that Options may be exercised only by and is personal to Tenant shall give the Contraction Option Notice or an Affiliate and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but may not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required be exercised by the Lease or for the surrender benefit of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systemsany other party. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained hereinin this Lease, Tenant's rights to exercise any of the Contraction Options shall not be affected by any sublease of the Premises entered into pursuant to the terms of this Lease, but in no event shall any sublessee have any rights to exercise by Tenant any of its said Contraction Option under this Section 36 Options. In addition, the right to exercise any of the Contraction Options shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice automatically transferred to Landlord and on the Contraction Option Date: (i) an Assignee who leases the entire Premises pursuant to the terms of this Lease is in full force and effect, or (ii) no Event to any Assignee pursuant to an Assignment of Default has occurred under this Lease and remains continuing beyond for more than 25% of Tenant's then leased space in the Building, but shall not be transferred to any applicable notice grace or cure periods, (iii) Tenant has not assigned Assignee pursuant to an Assignment of this Lease or sublet for less than 25% of Tenant's then leased space in the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)Building.
Appears in 1 contract
Samples: Office Lease (Northern Trust Corp)
Contraction Option. In addition to the reduction option set forth in Paragraph 4 of the Twenty-First Amendment to Office Lease to which this Rider No. 5 is attached (a) the “Amendment”), Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised surrender all or part of a that portion of the Demised Premises located on floor 15 of the Building (each, a “Contraction Space”), up to three successive instances on, at Tenant’s option, either the last day of the 36th, 48th and/or 60th calendar month following the commencement of the First Extension Period (each, a “Contraction Date”), provided that such portion shall be contiguous and of (a) Tenant gives written notice (each, a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) thereof to Landlord not later less than eight (8) months prior to the conclusion applicable Contraction Date, (b) Tenant is not in default under the Lease beyond any applicable notice or cure period at the time of the fifth (5th) Lease Year giving of the initial Termapplicable Contraction Notice or on the applicable Contraction Date, together with a floor plan identifying and (c) the portion of the Demised Premises which shall comprise floor 15 space not then being surrendered by Tenant is in a configuration that is, in the Surrender Premises; and (ii) reasonable judgment of Landlord, leasable to third parties. Additionally, Tenant’s right to contract hereunder is conditioned upon the payment to Landlordin full by Tenant, on or prior to before the applicable Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) a cash amount equal to the sum of the following: (i) all Rent due by Tenant under the Lease respecting the applicable Contraction Space through and including the applicable Contraction Date, and (ii) the unamortized portion costs incurred by Landlord under the terms of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, Amendment and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid applicable to the Brokers in connection with this Lease. Failure of Tenant to make the applicable Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunderSpace, including, but not limited to, the payment Reimbursement Allowance, any other tenant improvement allowances, all Rent abatement, and all leasing commissions paid or incurred by Landlord, all amortized at ten percent (10%) per annum (collectively, the “Contraction Payment”). Tenant shall continue to comply with all the terms and provisions of the Lease and shall remain liable for all of Tenant’s obligations which accrue under the Lease with respect to the applicable Contraction Payment when dueSpace up to and including the applicable Contraction Date. This contraction right is personal to Tenant, Tenant shall surrender the Surrender Premises to Landlord on the and thus this Contraction Option Date shall terminate upon assignment of the Lease or subletting of more than 50% of the Premises, except in broom clean condition the case of a Permitted Transfer. Further, after Landlord’s receipt of the applicable Contraction Payment, and otherwise so long as Tenant has surrendered the applicable Contraction Space in the condition required by under the Lease, neither party shall have any rights, liabilities or obligations under the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on applicable Contraction Space for the period accruing after the applicable Contraction Option Date.
(c) Upon such surrender , except those which, by the provisions of the Surrender PremisesLease, Landlord shall perform all work necessary to separate expressly survive the Surrender Premises from the balance termination of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systemsLease. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event agrees that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions time is of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment essence with respect to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36)Rider No. 5.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained hereinin this Lease, Tenant shall have the right to request to terminate the Lease as to any exercise portion of the Premises of 1,000 square feet or more (the “Contraction Space”) by Tenant giving Landlord prior written notice (the “Contraction Notice”) of its election to do so at least sixty (60) days for any Contraction Option under this Section 36 Space in the Office Space and at least one hundred twenty (120) days for any Contraction Space in the Fab Space or Lab Space. The Contraction Notice shall state the date on which Tenant will surrender the Contraction Space (the “Contraction Date”), which shall in no event be earlier than the required period of prior written notice set forth in the preceding sentence.
(ii) Landlord shall have the right to reject Tenant’s Contraction Notice if the Contraction Space, in Landlord’s reasonable opinion, is not in a configuration marketable to other tenants or not subject to reasonable separation from the Remaining Premises. Within ten (10) business days after the Contraction Notice, Landlord will provide Tenant with notice of whether or not Landlord will accept the surrender of the Contraction Space. If Landlord accepts such surrender, Landlord at the same time shall provide Tenant with an estimate (a “Separation Estimate”) of the cost of the work necessary to separate the Contraction Space from the balance of the Premises (the “Remaining Premises”), including, without limitation, the properly distributed HVAC, sprinkler, telephone and cabling of the Contraction Space. Tenant shall have ten (10) business days after receipt of the Separation Estimate to confirm in writing whether or not Tenant wishes to proceed with the surrender of the Contraction Space. Tenant’s failure to timely provide such written confirmation that it wishes to proceed with the surrender of the Contraction Space shall be void and deemed Tenant’s election to waive surrender of no effect unless on the date Tenant issues the Contraction Option Notice Space and to continue leasing such Contraction Space pursuant to the terms of this Lease.
(iii) If Tenant agrees to proceed with the surrender of the Contraction Space, Tenant shall (a) surrender the Contraction Space to Landlord and on the Contraction Option Date: (i) Date in the condition required pursuant to this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant AffiliateLease, and (ivb) Tenant has not exercised its Right pay Landlord the reasonable cost of First Refusal for any First Refusal separating the Contraction Space pursuant to Section 42 hereof from the Remaining Premises as set forth in the Separation Estimate within ten (any of which conditions described in clauses (i), (ii), (iii), or 10) days before the Contraction Date.
(iv) above may Landlord shall prepare a lease amendment confirming: (a) the Contraction Date; (b) the Remaining Premises; (c) the Fixed Rent; (d) the cost paid by Tenant pursuant to the Separation Estimate; and (e) any other matter that varies with the size of the Premises. The Fixed Rent will be waived a pro rata share of the Fixed Rent, reduced by that proportion that the Contraction Space bears to the Premises. Landlord at any time in Landlord’s sole discretion)and Tenant will execute the amendment prior to the Contraction Date.
Appears in 1 contract
Contraction Option. (a) Landlord hereby grants to Tenant shall have the one-time right, at its sole option, to surrender exercisable by written notice to Landlord a portion (the “Exclusion Notice”), to reduce the size of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of on the Demised Premises provided that such portion shall be contiguous terms and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the conditions set forth below. Tenant’s exercise of the Contraction Option shall be conditioned upon effective on the day preceding the September 30, 2013 (i) the “Exclusion Date”). Tenant delivering a shall deliver the Exclusion Notice to Landlord exercising no later than nine (9) full calendar months before the Exclusion Date (“Exclusion Exercise Date”), time being of the essence. If Tenant exercises the Contraction Option Option, the area to be deleted from the Premises (the “Contraction Option NoticeExcluded Premises”) not later than the conclusion shall consist of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which currently located on the eleventh (11th) floor of the Building containing 5,865 square feet of rentable area.
(a) If Tenant exercises the Contraction Option, the Term shall comprise terminate (except as otherwise provided herein) as to the Surrender Excluded Premises as of the Exclusion Date, as if the Lease had expired by lapse of time, and the remainder of the Premises shall be the Premises under the Lease (“Remainder Leased Premises; ”). Tenant shall vacate and (ii) deliver possession of the Excluded Premises to Landlord on the Exclusion Date in the manner set forth in the Lease for surrender of the Premises. Any retention of possession by Tenant of all or part of the Excluded Premises after the Exclusion Date shall be deemed a holding over under the Lease without the consent of Landlord, and shall be subject to the terms and conditions of this Lease with respect to such retention of possession. Effective as of the Exclusion Date, the number of square feet of rentable area in the Premises, Base Rent provided to be paid pursuant to the Lease for the Excluded Premises and Tenant’s payment to Landlord, on or prior Share shall be reduced based upon the number of square feet of rentable area in the Remainder Leased Premises.
(b) As a condition to the Contraction Option Date, effective exercise of the “Contraction Payment” Option, Tenant shall pay Landlord the Contraction Fee (as hereinafter defined) concurrently with Tenant’s delivery of the Exclusion Notice to Landlord. The term “Contraction Fee” shall mean $49,655.05, which amount is equal to the sum unamortized balance of the unamortized portion Excluded Premises Leasing Costs (hereinafter defined) as of the Lease Costs, Exclusion Date had the Excluded Premises Leasing Costs been loaned to Tenant as hereinafter defined, calculated using an of the Surrender Date at the interest rate of eight percent (8%) per annum and had such loaned amount been repaid in equally monthly installments commencing on the Surrender Date in amounts sufficient to fully amortize such loaned amount and the imputed interest rate, and multiplied by thereon on the fraction where Extension Term Expiration Date. The term “Excluded Premises Leasing Costs” shall mean the numerator is the rentable area sum of the Surrender Premises and the denominator is the rentable area product of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof0.19, plus and (zy) the aggregate dollar amount of all commissions paid to the Brokers (i) total brokerage commission payable by Landlord in connection with this LeaseAmendment, and (ii) the actual amount of the Allowance applied against Base Rent or against the cost of Landlord’s Work pursuant to this Amendment. Failure of If Tenant elects to make exercise the Contraction Payment in accordance Option, then Tenant thereby waives and releases any and all defenses, whether known or unknown and whether by way of defense, offset, repayment, recoupment, or otherwise, that it may have with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of regard to its obligation to pay the Contraction Option Notice Fee, and that nothing that may occur after Tenant’s election shall in any way discharge, modify or suspend its obligation to pay the Contraction Payment.
(b) In Fee. Landlord shall have the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the same remedies for non-payment of the Contraction Payment when due, Fee as for Rent. Tenant shall surrender the Surrender Premises to Landlord on acknowledges that the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender Fee constitutes a non-refundable prepayment of Rent, notwithstanding any subsequent leasing of the Demised Excluded Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Dateby Landlord.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Amendment (Mesa Air Group Inc)
Contraction Option. Provided Tenant is not in an Event of Default hereunder in excess of the Default Threshold at the time of the delivery of the Contraction Space Notice (a) as defined herein), Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet reduce the Rentable Area of the Leased Premises by excluding therefrom one (measured in accordance with Section 2.2 hereof1) or two (2) full floors of the Building (such floor(s), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (as determined, being the “Surrender PremisesContraction Space”) ), effective at the end as of the sixth (6th) full Lease YearJune 30, 2021 (the “Contraction Option Space Termination Date”). Such Contraction Option shall be subject to the following terms and conditions:
(a) providedTenant shall exercise the Contraction Option by providing Landlord with written notice thereof not later than July 1, however2020 (the “Contraction Space Notice”), that including specificity as to the effectiveness location of the Contraction Space. If Tenant fails to timely exercise the Contraction Option, it shall lapse unexercised and Tenant shall have no further right to reduce the Rentable Area of the Leased Premises pursuant hereto.
(b) Within fifteen (15) business days after Tenant’s exercise of the Contraction Option hereunder and the transmittal of a draft amendment by Landlord to Tenant, Landlord and Tenant agree to use good faith reasonable efforts to negotiate and enter into an amendment to this Lease to document such exercise, which amendment, in addition to the matters outlined above, shall adjust the Rentable Area of the Premises, Tenant’s Proportionate Share and all other provisions of this Lease which are affected by a contraction in the size of the Premises. Tenant shall continue to be conditioned upon (i) Tenant delivering a Notice liable for its obligations under this Lease to Landlord exercising and through the Contraction Option Space Termination Date, including, without limitation, any reconciliation of Tenant’s Proportionate Share of the amount of Landlord’s Taxes and Tenant’s Proportionate Share of the amount of Operating Costs with respect to the Contraction Space.
(c) As a condition precedent to Tenant’s exercise of its Contraction Option, Tenant must have delivered to Landlord, no later than the Contraction Space Termination Date, an amount as a contraction fee (the “Contraction Option NoticeFee”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of (i) six (6) months of then current Basic Rent and Additional Rent with respect to the Contraction Space, plus (ii) an amount equal to the unamortized portion (amortized over 180 months at eight percent [8%] per annum) of the Lease CostsAllowance (i.e., as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area $83.50 per square foot of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time Rentable Area of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined Space or such lesser amount as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized was actually used by Tenant), the Abatement (x) i.e., not including the aggregate dollar value Beneficial Occupancy Period), and leasing commissions applicable to the Contraction Space. It is hereby acknowledged that the Contraction Fee is not a penalty but is a reasonable pre-estimate of the rental abatement granted damages that will be incurred by Landlord as a result of such contraction (which damages are impossible to Tenant for the Demised Premises pursuant to Section 1(gcalculate more precisely) hereofand, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunderregard, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence constitutes liquidated damages with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Datesuch loss.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Agreement (Carters Inc)
Contraction Option. Subject to the terms and conditions of this Section 36, in the event of a Material Change, which for purposes of this Section 36 only shall also include the outsourcing of functions performed from the Leased Premises such that the number of people working from the Leased Premises is one hundred thirty (a130) or less for two (2) consecutive calendar quarters, Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet eliminate from the Leased Premises one (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”1) effective at the end of full Floor comprising either the sixth (6th) full Lease YearFloor or the seventh (7th) Floor (the “Contraction Space”), effective as of April 30, 2012 (the “Contraction Option Effective Date”). In addition, as of the Contraction Option Effective Date, the number of Parking Spaces provided to Tenant under Section 29 shall reduce to twenty (20). The Contraction Option shall be subject to and conditioned upon Tenant giving written notice (the “Contraction Notice”) provided, however, that to Landlord of such election no later than nine (9) months following the effectiveness Lease Commencement Date. In the event of the exercise of the Contraction Option Option, Tenant shall pay the Contraction Fee (as defined below) to Landlord. Landlord shall notify Tenant of the amount of the Contraction Fee within thirty (30) days of Landlord’s receipt of the Contraction Notice and the Contraction Fee shall be conditioned upon due and payable (i) one-half within fifteen (15) days after Landlord delivers to Tenant delivering a Notice to Landlord exercising statement of the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial TermFee, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) one-half by the Contraction Option Effective Date. The failure of Tenant to make any payment of the Contraction Fee as and when due shall render Tenant’s payment to exercise of the Contraction Option void. The “Contraction Fee” shall equal the unamortized amount of Landlord, on or prior ’s transaction costs allocable to the Contraction Space, including, without limitation, brokerage and leasing commissions, and Landlord’s reasonable attorneys’ fees and expenses, as of the Contraction Option Effective Date, as amortized over a ten (10) year period, at an interest rate of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate). Any disputes with regard to the Contraction Fee shall not delay the due dates therefore but shall ultimately be resolved, and multiplied upon written request of either party, by arbitration under Section 28 hereof. In the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises)event Tenant prevails in such arbitration, plus the amount which is equal Landlord shall pay to three (3) months of Basic Rental payable for the Surrender Premises at the time Tenant any overpayment of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof Fee within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that determination by the arbiter. If Tenant shall give effectively exercise the Contraction Option Notice and as set forth in this Section 36, Tenant shall otherwise comply with surrender to Landlord the conditions Contraction Space as of the exercise of Tenant’s right to contract Contraction Option Effective Date in the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to condition required under this Lease reflecting for the surrender of the Surrender Leased Premises and the associated proportionate reduction in Basic Rental and Tenant’s ShareTenant shall, which shall become effective immediately following on or before the Contraction Option Date Effective Date, at Tenant’s sole cost and expense, remove the internal staircase between the sixth (provided Tenant has otherwise complied with the terms of this Section 36).
6th) and seventh (e7th) Notwithstanding anything Floors and repair any and all damage caused thereby, all to the contrary contained herein, any exercise by Tenant reasonable satisfaction of its Landlord. Tenant’s failure to timely surrender the Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues Space to Landlord upon the Contraction Option Notice Effective Date shall subject Tenant to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event holdover provisions of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than Section 27 with respect to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)such space.
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Contraction Option. (a) If Tenant does not exercise the Swap Option under Paragraph 2 above, then if and only if Tenant shall have timely exercised the one-time right, at its sole option, contraction option under Section 12.02 of the 500 Boylston Lease to surrender to Landlord a portion the 18th Floor of the Demised 000 Xxxxxxxx Xxxxxxxx, Xxxxxx shall have the option (the “222 Contraction Option”) to exclude the entire 11th Floor from the Leased Premises under the 222 Berkeley Lease effective as of the end of day on February 28, 2007 (the “Contraction Date”). If Tenant wishes to exercise the 222 Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised Tenant shall deliver notice of a portion its exercise of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress 222 Contraction Option to the 222 Berkeley Landlord on or before December 31, 2005 (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “222 Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Exercise Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence in the timely exercise of delivery the 222 Contraction Option. If Tenant fails to timely exercise the 222 Contraction Option by such date strictly in accordance with this Paragraph 4, then Tenant shall be deemed to have irrevocably waived the 222 Contraction Option and this Paragraph 4 shall have no further force or effect. Tenant’s exercise of the 222 Contraction Option shall be irrevocable and unconditional. If Tenant provides an exercise notice that purports to condition the exercise of the 222 Contraction Option, to change the terms of the 222 Contraction Option as set forth herein, or to exercise the 222 Contraction Option only in part, such exercise notice shall be invalid and without force or effect. If Tenant shall timely and validly deliver the 222 Contraction Exercise Notice in accordance with this Paragraph 4, effective as of the Contraction Option Notice Date the entire 11th Floor shall cease to be part of the Leased Premises under the 222 Berkeley Lease for all purposes, and the Contraction Payment.
(b) In floor sheets for the event that Tenant 11th Floor shall give be deemed deleted from Exhibit A to the Contraction Option Notice 222 Berkeley Lease. Such exclusion of the 11th Floor from the Leased Premises shall be self-operative without the need for further action by the parties, but in confirmation thereof the parties shall execute and shall otherwise comply with deliver an amendment to the conditions of Lease confirming the exercise of Tenant’s right the 222 Contraction Option and the adjustments to contract the Demised Leased Premises as provided hereunderfor herein. Such amendment shall contain an updated Exhibit E to the Lease, includingreflecting the foregoing change in the Leased Premises. If the 222 Contraction Option is exercised, but not limited to, the payment of the Contraction Payment when due, then Tenant shall surrender and vacate the Surrender Premises 11th Floor to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required under Section 4.06 of the Lease. Any failure by Tenant to timely surrender and vacate the 11th Floor to Landlord on or before the Contraction Date shall constitute a holdover as to which the provisions of Section 8.01 of the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon shall apply as though such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything referred solely to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)11th Floor.
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Samples: Lease (Houghton Mifflin Co)
Contraction Option. (a) Notwithstanding anything in this Lease to the contrary, Tenant shall have the one-time right, exercisable at its Tenant’s sole option, to surrender to Landlord a portion terminate this Lease, effective as of the Demised last day of the seventh (7th) Lease Year or the last day of the ninth (9th) Lease Year, with respect to up to two (2) floors in the Premises (such space with respect to which Tenant elects to terminate this Lease is hereinafter referred to as the “Contraction Space”). Tenant may exercise such right by delivering notice thereof (the “Contraction OptionNotice”) up to but Landlord, which Contraction Notice shall set forth a date of termination (the “Contraction Date”) which is specified to be the last day the seventh (7th) Lease Year or the last day of the ninth (9th) Lease Year, and which notice shall be given, if at all, not exceeding 10,135 rentable square feet later than sixteen (measured 16) months prior to the Contraction Date specified in accordance the Contraction Notice. The Contraction Space shall (i) be located on the upper-most floors of the Building on which the Premises is located or on the lower-most floors of the Building on which the Premises is located, (ii) be contiguous space and (iii) with Section 2.2 hereof), comprised of a respect to any portion of the Demised Contraction Space located on a floor upon which Tenant shall retain space as part of the Premises provided that following the Contraction Date, the portion of the Premises which is not part of the Contraction Space located on such portion floor shall be contiguous and of in a configuration so location that is reasonably marketable and shall have reasonable and code compliant access and egress (following the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise deduction of the Contraction Option Space. In the event that Tenant exercises its contraction option under this Section 50, (A) this Lease shall continue in full force and effect with respect to the Contraction Space until the Contraction Date, whereupon Tenant shall surrender possession of the Contraction Space in accordance with the provisions of this Lease, (B) this Lease shall terminate with respect to only the Contraction Space as if the Contraction Date were, as to the Contraction Space, the Lease Expiration Date set forth herein, and (C) all Rent pursuant to Section 5 hereof with respect to the Contraction Space shall be conditioned upon (i) prorated as of the Contraction Date, and neither party shall have any obligations hereunder accruing after the Contraction Date with respect to the Contraction Space. In the event Tenant delivering a Notice exercises its contraction option under this Section 50, then Tenant shall pay to Landlord exercising on the Contraction Option date which occurs sixty (the “Contraction Option Notice”60) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or days prior to the Contraction Option Date, of the following amounts:
(I) with respect to the Premises initially demised under this Lease (the “Contraction Payment” Initial Premises”), but not any Expansion Space, First Refusal Space or Available Space which is leased by Tenant (hereinafter collectively referred to as hereinafter defined) “Future Leased Space”), an amount equal to the sum of (a) the then unamortized portion sum (i.e., amortized over the initial twelve (12) year Term of this Lease, at the Lease Costs, as hereinafter defined, calculated using an rate of eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area per annum) of the Surrender Premises and the denominator is the rentable area Pro Rata Portion (as hereinafter defined) of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (wi) the Tenant Improvement AllowanceAllowance (as defined in Exhibit C) as to the Initial Premises paid by Landlord to Tenant, (ii) all reasonable brokerage commissions paid by Landlord with respect to this Lease and any amendments hereto which relate to the Initial Premises, excluding amendments which relate to Future Leased Space, and (iii) all reasonable attorneys’ fees paid by Landlord in connection with the preparation and negotiation of this Lease (which attorneys’ fees shall not exceed Twenty-Five Thousand Dollars ($25,000.00)) with respect to this Lease); and
(II) with respect to all Future Leased Space, an amount equal to the sum of (a) the then unamortized sum [i.e., amortized over the term of this Lease with respect to the particular portion of the Future Leased Space at issue, at the rate of eight percent (8%) per annum] of the Pro Rata Portion (as hereinafter defined, or the portion thereof so utilized ) of (i) any tenant allowance with respect to such Future Leased Space paid by Landlord to Tenant, (xii) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all reasonable brokerage commissions paid by Landlord with respect to the Brokers such Future Leased Space, and (iii) all reasonable attorneys’ fees paid by Landlord in connection with this Lease. Failure the preparation and negotiation of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an any amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date with respect to such Future Leased Space; together with (provided Tenant has otherwise complied with the terms of this Section 36).
(eb) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this the amount of two (2) times the amount of the Monthly Base Rent for the seventh (7th) Lease Year) allocable to the Contraction Space in the event the Contraction Date is in full force and effectthe last day of the seventh (7th) Lease Year, or (ii) no Event the amount of Default has occurred under this the Monthly Base Rent for one month for the ninth (9th) Lease and remains continuing beyond any applicable notice grace or cure periods, Year allocable to the Contraction Space if the Contraction Date is the last day of the ninth (iii9th) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, Year and (ivc) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), ) in the event that the Contraction Date is the last day of the seventh (ii), (iii), or (iv7th) above may be waived by Landlord at any time in Landlord’s sole discretion).Lease
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Contraction Option. (a) Tenant shall have the one-time rightProvided, at its sole option, to surrender to Landlord a portion as of the Demised Premises (date on which the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that Contract Notice is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon delivered: (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion there is no Event of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; Default and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, Tenant has the right to terminate this Lease with respect to the Contraction Premises effective at 11:59 p.m. on the Contraction Date, in accordance with and subject to each of the following terms and conditions (“Contraction Option”). The “Contraction Date” means the date designated as such by Tenant in its Contraction Notice, provided such date is either the last day of the 36th, 72nd, or 108th full calendar month after the Fixed Rent Start Date. The “Contraction Premises” means, as designated by Tenant in its Contraction Notice, either all of Suite 1100 or a portion of Suite 1100 mutually agreed to by Landlord and Tenant. Notwithstanding the foregoing, if the Contraction Notice is silent as to the designation of the Contraction Premises, then Tenant shall be deemed to have designated all of Suite 1100 to be the Contraction Premises. If Tenant desires to exercise the Contraction Option, Tenant must give to Landlord irrevocable written notice of Tenant’s exercise of the Contraction Option (“Contraction Notice”), and pay Landlord the Contraction Payment (as defined below) as and when required below. The Contraction Notice and the Contraction Payment must be received by Landlord no later than the date that is 12 months prior to the Contraction Date (“Contraction Notice/Payment Due Date”), failing which the Contraction Option is deemed waived (provided Landlord reserves the right to waive in writing the requirement that Tenant fully and/or timely pay the Contraction Payment). The “Contraction Payment” means the sum of the unamortized (amortized on a straight-line basis with interest at 7% per annum) amount as of the Contraction Date of the following with respect to the Contraction Premises in connection with this Lease and any amendment to this Lease: (i) brokerage commissions paid by Landlord; and (ii) any and all allowances paid to Tenant, including without limitation the Improvement Allowance (as defined in Exhibit C). Tenant’s payment of the Contraction Payment is a condition precedent to the termination of this Lease with respect to the Contraction Premises on the Contraction Date, and such obligation survives the Expiration Date. Tenant acknowledges and agrees that the Contraction Payment is not a penalty and is fair and reasonable compensation to Landlord for the loss of expected rentals from Tenant. The Contraction Payment is payable only by wire transfer or cashier’s check. Notwithstanding anything to the contrary herein, if Tenant exercises the Contraction Option and the internal staircase between Suite 1000 and Suite 1100 is located within the Contraction Premises, then Tenant shall be solely responsible for removing such staircase at Tenant’s sole cost and expense by no Event later than the Contraction Date. Time is of Default has occurred under the essence with respect to the dates and deadlines set forth herein. If Tenant timely and properly exercises the Contraction Option in accordance with this paragraph, this Lease and remains continuing beyond any applicable notice grace or cure periodsthe Term shall come to an end on the Contraction Date with respect to the Contraction Premises only, (iii) Tenant has not assigned this Lease or sublet with the same force and effect as if the Term with respect to the Contraction Premises other than were fixed to a Tenant Affiliateexpire on such date, the Expiration Date with respect to the Contraction Premises shall be the Contraction Date, and (iv) the terms and provisions of Section 18 shall apply to the Contraction Premises. Upon Tenant’s request after the Commencement Date, Landlord shall notify Tenant has not exercised of its Right calculation of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described the Contraction Payment. If Tenant requests in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in writing Landlord’s sole discretion)calculation of the Contraction Payment at least 30 days prior to the applicable Contraction Notice/Payment Due Date, and Landlord fails to provide the calculation of the Contraction Payment on or prior to the date which is five (5) business days prior to applicable Contraction Notice/Payment Due Date, then Tenant shall have until the date that is five (5) business days after Landlord provides the calculation of the Contraction Payment to deliver the Contraction Notice and Contraction Payment to Landlord.
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Contraction Option. Borrower shall have the right to decrease the Commitment as described below; provided such decrease of the Commitment is a result of either Borrower’s (i) sale of a Mortgaged Property to a third party as reasonably determined by Lender; or (ii) refinancing of the Mortgaged Property in connection with a Permanent Loan pursuant to the provisions of Section 2.15. Borrower shall exercise such right by (i) delivering to Lender (a) Tenant shall have sixty (60) days prior written notice of its intent to decrease the one-time rightCommitment, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion which notice shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress accompanied by (b) the “Surrender Premises”) effective at the end of the sixth (6th) full Lease YearPartial Termination Fee as set forth in Section 2.10, (the “Contraction Option Date”c) provided, however, all reasonable costs and expenses that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; Lender and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers Servicer incur in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereundersuch decrease, including, but not limited to, Attorneys’ Fees and Costs and (ii) by executing and where appropriate acknowledging (a) amendments to this Agreement, the payment Revolving Credit Note and any of the Contraction Payment when dueother Loan Documents, Tenant shall surrender in form and substance reasonably acceptable to Lender, as Lender deems reasonably necessary to evidence the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise decrease in the condition required Commitment, and (b) any other amendments or agreements deemed reasonably necessary by Lender. All amendments referred to in clause (ii)(a) of the preceding sentence shall be prepared by Lender’s counsel and delivered to Borrower within a reasonable time of Borrower’s notice to Lender under clause (i) of the preceding sentence. Upon Borrower’s compliance with all of the provisions of items (i) and (ii) above, the Commitment shall be decreased by an amount equal to the Allocated Loan Amount of the released Mortgaged Property in the event of a third party sale, or decreased by the Lease for the surrender amount of the Demised Premises upon Permanent Loan in the Expiration Date and Tenant acknowledges and recognizes that Time is Of event of a refinance pursuant to the Essence with respect provisions of Section 2.15. Once Borrower has elected to Tenant’s obligation to vacate decrease the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender Commitment any unexercised expansion of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises Commitment as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction set forth in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 2.1.2 shall be deemed null and void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full further force and effect. If Borrower elects not to decrease the Commitment, (ii) no Event then in the event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space an early termination pursuant to Section 42 hereof (any of which conditions described 2.13, Lender shall calculate the Early Termination Fee as set forth in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)Section 2.13.4.
Appears in 1 contract
Contraction Option. (a) Tenant shall have the one-time rightshall, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effecteffect and, provided further, Tenant is not then in Default under the Lease, have the right (“First Contraction Option”), upon (i) not less than twelve (12) months’ prior written notice to Landlord (“First Contraction Notice”) and (ii) payment of the First Contraction Payment (as hereinafter defined), to reduce the size of the Premises by up to one (1) floor (“First Contraction Premises”) as of 11:59 A.M. on the last day of the sixtieth (60th) month subsequent to the Commencement Date (the “First Contraction Date”). The First Contraction Payment shall be paid to Landlord on the First Contraction Date. The First Contraction Payment shall be in an amount equal to the unamortized cost to Landlord, as of the First Contraction Date, of a prorata portion of (i) the Tenant Improvement Allowance (as defined in the Work Letter), including any amounts either applied to Rent or held in escrow for future improvements, both pursuant to the Work Letter, (ii) no Event of Default has occurred under this Lease the Moving Allowance (as defined in the Work Letter), and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned leasing commissions incurred by Landlord on account of this Lease, items (i)-(iii) being amortized at nine percent (9%) per annum compounded from the date of this Lease or sublet to the First Contraction Date; plus an amount equal to four (4) month’s Base Rent and Rent Adjustments applicable to the First Contraction Premises, based upon the amount thereof applicable to the First Contraction Premises for the sixtieth month subsequent to the Commencement Date. Schedule 8 sets forth the calculation on a rentable square foot basis of that portion of the First Contraction Penalty attributable to the amortization of the Tenant Improvement Allowance, Moving Allowance, and lease commissions applicable to the First Contraction Premises. Landlord shall have the right, in its reasonable discretion, to approve the location of the First Contraction Premises if less than a full floor on the basis of marketability, which First Contraction Premises shall in all events be contiguous space. To the extent the First Contraction Premises is less than a full floor, and prior to the First Contraction Date Tenant occupied the entire floor on which the First Contraction Premises is located, the rentable square footage of that portion of the floor which contains the First Contraction Premises shall be recalculated on the basis of a multi-tenant floor (using a loss factor between usable and rentable of 1.1476). In addition to the First Contraction Payment, Tenant shall, to the extent the First Contraction Premises is less than a full floor and Tenant previously occupied such full floor prior to the First Contraction Date, pay to Landlord all reasonable costs incurred by Landlord to create a multi-tenant floor and demise that portion of the Premises other than remaining thereon from the balance of the floor. If Tenant exercises the First Contraction Option, Rent for the First Contraction Premises shall be paid through and including the First Contraction Date (in addition to a Tenant’s payment of the First Contraction Penalty). Tenant Affiliate, shall deliver the First Contraction Premises to Landlord on or before the First Contraction Date in accordance with the terms of this Lease in the same condition as if the First Contraction Date were the original date set forth in this Lease for expiration of the Term. The First Contraction Option shall automatically terminate and become null and void upon the earlier to occur of (ivA) Tenant has not exercised its Right the termination of First Refusal for any First Refusal Space pursuant Tenant’s right to Section 42 hereof (any possession of which conditions described in clauses (i), (ii), (iii)the Premises, or (ivB) above may be waived by Landlord at any time in Landlord’s sole discretion)the failure of Tenant to timely exercise the First Termination Option.
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Contraction Option. (a) Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant Tenant, by delivering a Notice notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date180th day after the date of this Lease, of shall have the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the one time of the Contraction Option Date option (the “South Contraction PaymentOption”). For ) to eliminate the purposes hereof, Lease Costs shall be defined as South Eighth Floor Premises from the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction PaymentOriginal Premises.
(b1) In the event that If Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right fails to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when duetimely deliver such written notice to Landlord, Tenant shall surrender be deemed to have elected not to exercise the Surrender South Contraction Option and shall forfeit all rights pursuant to this Paragraph 35(I)(i).
(2) If Tenant properly exercises the South Contraction Option, then, from and after the date of such exercise, the South Eighth Floor Premises shall no longer be deemed a part of the Original Premises.
(ii) Tenant, by delivering notice to Landlord on or prior to the 180 th day after the date of this Lease, shall have the one time option (the “Full Contraction Option Date in broom clean condition and otherwise in Option”) to eliminate the condition required by Eighth Floor Premises from the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option DateOriginal Premises.
(c1) Upon If Tenant fails to timely deliver such surrender of the Surrender Premiseswritten notice to Landlord, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for be deemed to have elected not to exercise the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentationFull Contraction Option and shall forfeit all rights pursuant to this Paragraph 35(I)(ii).
(d2) If Tenant properly exercises the Full Contraction Option, then, from and after the date of such exercise, the Eighth Floor Premises shall no longer be deemed a part of the Original Premises.
(iii) In no event shall Tenant be permitted to exercise both the event that Tenant shall give the South Contraction Option Notice and shall otherwise comply with the conditions Full Contraction Option.
(iv) Following exercise by Tenant of the exercise of South Contraction Option or the Full Contraction Option, and within thirty days following written request by either Landlord or Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment enter into a mutually acceptable supplement to this Lease reflecting confirming the surrender elimination of the Surrender South Eighth Floor Premises and or the associated proportionate reduction in Basic Rental and Tenant’s ShareEighth Floor Premises from the Original Premises pursuant hereto. The failure or refusal by either party to do so, which however, shall become effective immediately following not affect the Contraction Option Date (provided Tenant has otherwise complied with validity of the terms elimination of this Section 36)the South Eighth Floor Premises or the Eighth Floor Premises from the Original Premises.
(ev) Notwithstanding anything to If Tenant shall (A) exercise the contrary contained herein, any exercise by Tenant of its South Contraction Option under this Section 36 shall be void and of no effect unless on not exercise the date Tenant issues the South Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii)Rescission Option, or (ivB) above may exercise the Full Contraction Option and exercise the First Expansion Option with respect to the North Eighth Floor Premises only then, on or before the Substantial Completion Date, Landlord shall construct and finish in accordance with Building standards all corridors, elevator lobbies and other common areas on the 8th floor required for the same to be waived by Landlord at any time in Landlord’s sole discretionoccupied as a multi-tenant floor (the “8th Floor Division Work”).
Appears in 1 contract
Samples: Office Lease (Hyatt Hotels Corp)
Contraction Option. (a) Tenant shall have All options to contract or delete space from the one-time right, at its sole option, to surrender to Landlord a portion of Premises set forth in the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, execution of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunderTenth Addendum, including, but not limited to, the payment option to contract set forth in paragraph 5 of the Contraction Payment when dueEighth Addendum, are hereby superseded and deleted from the Lease. Landlord and Tenant agree that Tenant shall have the right and option to reduce or contract the area of the Premises subject the Lease (“Tenant’s Contraction Option”) subject to the following terms and conditions:
i. Tenant’s Contraction Option applies only to space within said Building number 2006;
ii. Tenant must give to Landlord written notice (a “Contraction Notice”) of its election to exercise Tenant’s Contraction Option;
iii. The Contraction Notice must specify the date as of which the contraction shall be effective (a “Contraction Date”), provided that the Contraction Date shall not be earlier than December 31, 2006;
iv. The Contraction Notice must be given no later than three (3) months prior to the Contraction Date;
v. The Contraction Notice must describe the area within said Building 2006, which may be all or any portion of said Building 2006, that Tenant wants to surrender to Landlord (the “Deleted Area”) and a commitment by Tenant to surrender the Surrender Premises Deleted Area to Landlord on the Contraction Option Date in broom clean condition Date;
vi. Concurrently with Tenant’s giving a Contraction Notice to Landlord, Tenant shall pay to Landlord the total amount of the unamortized portion of the brokerage commission, if any, payable to the Broker (defined below) under paragraph 12 of this Tenth Addendum and otherwise in proportionately attributable to the condition required by Deleted Area;
vii. If Tenant actually surrenders possession of a Deleted Area to Landlord, on or before the Contraction Date, then rent under the Lease for the surrender shall be proportionately abated, as of the Demised Premises upon Contraction Date, using the Expiration Date rent per rentable square foot then in effect;
viii. Tenant agrees to pay all out-of-pocket costs and Tenant acknowledges and recognizes expenses reasonably incurred by Landlord to cause each Deleted Area to become separate premises that Time is Of the Essence with respect can be demised to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premisesa separate tenant, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, compliance with legal requirements for ingress and egress and safety. Said payment by Tenant shall be made in one (1) or several installments as, and within ten (10) days after, Landlord presents to Tenant appropriate evidence of such costs or expenses either when incurred by Landlord or after they are owed or paid by Landlord, with copies of invoices from contractors and others who are doing the work and/or supplying the materials being deemed to be such appropriate evidence. Said costs and expenses reasonably incurred by Landlord shall include, but shall not be limited to, costs and expenses for construction of demising wallswalls and corridors, public corridors to service the Surrender Premises which may include fire walls as required by code (including lightinglaw, HVAC, electric, wall finishes, ceiling finishescausing electricity to be separately metered to the Deleted Area, and floor finishes using building installing standard materials), and the separation numbers of electrical circuitingoutlets and wiring in such demising and corridor walls, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant but shall reimburse Landlord in no event include improvement work commonly called “tenant improvements” designed specially for the reasonable cost thereof within thirty (30) days use and enjoyment of a particular tenant; and
ix. At the request of either Landlord or Tenant, they shall, after receipt of an invoice thereforany Contraction Date, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute enter into an amendment to this the Lease reflecting documenting the surrender facts arising from Tenant’s exercise of the Surrender Contraction Option, including, but not limited to, that the Deleted Area is no longer part of the Premises and what the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant current rent has otherwise complied with the terms of this Section 36)become.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease (Health Net Inc)
Contraction Option. (a) Tenant shall have may terminate this Lease as to the one-time right, at its sole option, to surrender to Landlord a portion part of the Demised Premises specified by Tenant, but subject to the qualifications in this Section 24 (the “Surrendered Space”), by giving Landlord at least 365 days written notice (the “Contraction OptionNotice”) up of its election to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion do so. Such termination shall be effective as of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end last day of the sixth (6th) full 84th Lease Year, Month (the “Contraction Option Effective Date”) provided). For purposes of clarification, however, that the effectiveness of the exercise of the Contraction Option shall Notice must be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) delivered not later than the conclusion last day of the fifth 72nd Lease Month.
(5thb) Lease Year The Surrendered Space must meet the following criteria: (i) the Surrendered Space must not contain any part of the initial Termoriginal Premises (i.e., together with a floor plan identifying the portion Surrendered Space may only be space that Tenant added to the definition of “Premises” after the Demised Premises which shall comprise the Surrender PremisesCommencement Date); and (ii) Tenant’s payment the Surrendered Space (1) must be contiguous, (2) must be in a location and size reasonably acceptable to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall must be defined in a configuration that is readily leasable as the sum of: (w) the Tenant Improvement Allowanceone or more suites, as hereinafter definedreasonably determined by Landlord, or the portion thereof so utilized by Tenant, and (x4) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise must comply with the conditions of the exercise of local exit separation requirements and all other laws, all at Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Dateexpense.
(c) Upon such surrender In connection with Tenant’s exercise of its contraction option pursuant to this Section 24, Tenant shall pay a Contraction Fee (defined below) to Landlord within 30 days following notice of the Surrender PremisesContraction Fee Calculation (defined below) from Landlord. As used herein, the “Contraction Fee” shall equal the sum of (i) the Rent-Based Contraction Penalty (defined below), and (ii) the amount that would be outstanding on a hypothetical loan on the date of the Contraction Notice assuming (1) an original principal balance equal to the Leasing Costs (defined below), (2) an interest rate of 8% per annum, (3) the loan is payable in equal monthly installments of principal and interest, beginning on the first day of the first full calendar month of the Term (as applicable to the Surrendered Space) and ending on the first day of the last scheduled month of the initial Term (as applicable to the Surrendered Space), and (d) all payments were made before the Contraction Notice. The term “Leasing Costs” means all costs incurred by Landlord in leasing the Surrendered Space to Tenant (including leasing commissions, allowances, other tenant inducements, and attorneys’ fees). The “Rent-Based Contraction Penalty” shall be calculated according to the chart below: Promptly following receipt of the Contraction Notice from Tenant, Landlord shall perform all work necessary to separate calculate the Surrender Premises from the balance Contraction Fee and deliver written notice of the Demised Premises including, but not limited to, Contraction Fee to Tenant (the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the “Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36Fee Calculation”).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Agreement (ReachLocal Inc)
Contraction Option. (a) A. Tenant shall have the one-time right, at its sole option, to surrender to Landlord a portion of the Demised Premises option (the “Contraction Option”) up to but reduce the size of the Premises demised under Lease by an amount not exceeding 10,135 to exceed 30,000 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, aggregate (the “Contraction Option Space”), effective on October 31, 2012 (the “Contraction Date”) provided), however, that the effectiveness of the exercise of the which Contraction Option shall be conditioned upon exercised by Tenant as follows:
(i1) Tenant delivering a Notice to shall give Landlord exercising the Contraction Option binding written notice (the “Contraction Option Notice”) not of Tenant’s election to exercise the Contraction Option no later than nine (9) months prior to the conclusion effective Contraction Date. The Contraction Notice shall specify the total rentable square feet and the approximate location of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the that portion of the Demised Premises which that will be reduced from the Premises (“Contraction Premises”) on such date (the final area of such reduction shall comprise the Surrender Premises; be mutually agreed upon by Landlord and (ii) Tenant’s payment to Landlord, on or prior to and such reduction shall in all events leave the Contraction Option Date, of Space marketable in Landlord’s reasonable discretion).
(2) Tenant shall pay to Landlord a contraction fee (the “Contraction Payment” Fee”) in the amount of (as hereinafter definedi) equal to the sum of the unamortized portion of the rent abatement, allowances, all leasing commissions and all legal fees paid by Landlord with respect to the Contraction Space in connection with entering into this Lease Costs, as hereinafter defined, calculated using an (all of which costs shall be amortized at a rate of eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premisesper annum), plus the amount which is equal to (ii) three (3) months months’ of Basic Rental Rent (including Base Rent, Operating Cost Share Rent, Tax Share Rent, and Additional Rent) with respect to the Contraction Space at the then-prevailing amount of such Rent payable hereunder on such Contraction Date.
(3) The Contraction Fee shall be due and payable one hundred twenty (120) days prior to the Contraction Date as selected by Tenant, or at the option of Tenant, 25% concurrently with Tenant’s Contraction Notice and 75% no later than thirty (30) days prior to the Contraction Date.
B. The proposed size, location and configuration of the Contraction Space shall be determined by Tenant, but the location and configuration shall be subject to approval by Landlord, not to be unreasonably withheld, conditioned or delayed. In the event Tenant timely and properly exercises the Contraction Option, the Term with respect to the Contraction Space shall terminate effective as of the Contraction Date, Rent attributable to the Contraction Space shall cease to accrue as of the Contraction Date and Tenant’s Proportionate Share shall be reduced accordingly. Rent for the Surrender Premises Contraction Space shall be paid through and apportioned as of the Contraction Date, and neither Landlord nor Tenant shall have any rights, estates, liabilities or obligations first accruing under this Lease after the Contraction Date with respect to the Contraction Space, except such rights and liabilities which, by the terms of this Lease, are obligations which survive the expiration of the Lease, and Tenant shall pay to Landlord, upon demand, any and all reasonable costs and expenses incurred by Landlord in connection with separating and demising the Contraction Space from the balance of the Premises, including without limitation any demising walls, common corridor and other costs attributable to the floor on which such contraction occurs and incurred as a result of such contraction.
C. Any termination of this Lease or of Tenant’s right of possession hereunder shall terminate all of Tenant’s rights under this Section 33. Tenant’s exercise of its Contraction Option is further subject to the condition that Tenant is not in default beyond any applicable notice and cure period under any of the terms, covenants or conditions of this Lease at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, Notice or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make upon the Contraction Payment Date. Tenant shall deliver the Contraction Space to Landlord on or before the Contraction Date in accordance with the terms and conditions of this paragraph shall render this Lease, the same as if the Contraction Date were the original Termination Date hereof. The Contraction Option void is personal to United Stationers Supply Co. and of no effect. Time is of the essence of delivery of the Contraction Option Notice any Affiliate (as defined in Section 17.G. above) and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but may not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required be exercised by the Lease or for the surrender benefit of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Dateany other party.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Contraction Option. Tenant shall have the option to reduce the size of the Premises with respect to no more than the equivalent of one (1) full floor of the Office Tower Premises as of the last day of the sixtieth (60th) full calendar month of the Lease Term ("Contraction Date") upon the conditions stated below. This "Contraction Option" shall be void unless exercised according to these conditions:
(a) Tenant shall have the one-time right, at its sole option, to surrender exercise this Contraction Option by written notice ("Contraction Notice") to Landlord a identifying what portion of the Demised Premises Tenant intends to contract; such Contraction Notice must be received by Landlord at least nine (the “Contraction Option”9) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or months prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized . That portion of the Lease Costs, Premises which Tenant does not elect to retain as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by identified in Tenant's Contraction Notice shall be referred to herein as the fraction where "Contraction Space". The Contraction Space shall be located on the numerator is the rentable area top floor or floors of the Surrender Premises and Office Tower on which the denominator is the rentable area portions of the Demised Premises are located, except that if such top floor or floors of the Office Tower on which portions of the Premises are located includes Tenant's "chief" level executive offices, then the Contraction Space shall not be required to include such space; and
(including the Surrender Premises), plus the amount which is equal b) No Default shall have occurred and be continuing with respect to three (3) months of Basic Rental payable for the Surrender Premises Tenant at the time of the Contraction Option Date (Notice, and for the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value remainder of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make Term through the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.; and
(c) Upon such surrender The Contraction Space shall be contiguous space of a shape, size and location which Landlord, in Landlord's reasonable discretion, considers reasonably marketable. That portion of the Surrender Premises which Tenant elects to retain shall be contiguous to Tenant's Premises. In the event Landlord determines such Contraction Space is not reasonably marketable, Landlord shall perform all work necessary to separate the Surrender Premises from the balance notify Tenant within ten (10) business days of its receipt of the Demised Premises including, but not limited to, Contraction Notice and Tenant and Landlord shall thereafter cooperate in good faith to reconfigure the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.Contraction Space so that it is reasonably marketable; and
(d) In the event that Simultaneously with Tenant's Contraction Notice, Tenant shall give the Contraction pay Landlord a Termination Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right Fee equal to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) any unamortized Tenant Leasehold Improvement Allowance (as described in Exhibit B attached hereto) and leasing commissions attributable to the Contraction Space, which amortization for this Lease is in full force purpose shall be on a straight line basis over the initial term of the Lease; and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).six months Base Rent with
Appears in 1 contract
Contraction Option. (a) If Tenant has not exercised its Expansion Option granted in Paragraph 33 above, Tenant shall have the one-time right, at its sole option, option to surrender to Landlord a portion reduce the area of the Demised Premises by up to 20,000 rentable square feet located on the second floor of the Project (the “Turnback Space”) on January 31, 2010 upon the following conditions:
(a) Tenant shall give Landlord written notice of Tenant’s exercise of the contraction option on or before April 30, 2009 (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise include the Surrender Premises; and (ii) Tenant’s payment amount of space Tenant desires to turn back to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.;
(b) In the event that Tenant shall give the Contraction Option Notice The location and shall otherwise comply with the conditions configuration of the exercise of Tenant’s right to contract the Demised Premises as provided hereunderproposed Turnback Space shall be approved by Landlord, includingwhich approval shall not be unreasonably withheld, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.conditioned or delayed;
(c) Upon such surrender of Tenant shall pay the Surrender Premises, Landlord shall perform all work costs necessary to separate demise the Surrender Premises Turnback Space from the balance of the Demised Premises including, but not limited to, the including construction of demising wallspartitions, public corridors to service the Surrender Premises as entrances and similar work and, if required by code (including lightingapplicable codes, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation construction of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.corridors; and
(d) In the event that Tenant shall give pay a contraction fee (the “Contraction Fee”) to Landlord on the date Tenant turns back the Turnback Space to Landlord equal to Landlord’s unamortized transaction costs for the Additional Space which, for the purpose of this provision shall include Landlord’s contribution for the cost of Tenant Finish Improvements, real estate commissions, Tenant’s existing lease obligations and related costs. The amount of the Contraction Option Notice Fee shall vary depending on the date the Additional Premises are added to the Premises pursuant to Paragraph 1 of the Lease and shall otherwise comply with be determined by multiplying the conditions number of square feet of rentable area included in the exercise of Tenant’s right to contract Turnback Space by the Demised Premises as provided hereunder, per square foot amount for the applicable date set forth below. February 2007 $ 15.59 March 2007 16.35 April 2007 17.10 May 2007 17.84 June 2007 18.57 July 2007 19.30 August 2007 20.03 Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender confirming contraction following receipt of the Surrender Premises and the associated proportionate reduction in Basic Rental and Contraction Notice which shall be conditioned upon Tenant’s Share, which shall become effective immediately following payment of the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36)Fee.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease Agreement (Vital Images Inc)
Contraction Option. (a) Provided that Tenant is not then in default of its monetary or nonmonetary, material obligations under this Lease, Tenant shall have the oneoption to contract up to thirty-time right, at its sole option, to surrender to Landlord a portion five thousand (35,000) square feet of rentable area of the Demised Premises (at any point during their initial lease term provided the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon following conditions are met: (i) Tenant delivering a Notice shall give Landlord at least two hundred seventy (270) days prior written notice of its intent to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premisesexercise such contraction option; and (ii) Tenant’s payment to LandlordSuch contraction space shall be in a mutually agreeable location in the Building, on or but in any event shall be in a location having a prominent lobby entrance; (iii) Tenant shall, no later than six (6) months prior to the Contraction Option Date, effective date of the “Contraction Payment” (as hereinafter defined) contraction, pay a lump sum lease termination fee to equal to the sum of the unamortized portion tenant improvements, free rent, and brokerage commissions equal to the proportionate share of such contraction space, as well as reasonable costs to demise the subject space (amortized over months 7 through 126 of the initial term of this Lease). Such interest rate to be utilized for the amortization calculations shall be nine percent (9%) per annum, except for the Additional Allowance (as defined in Section 4.2 of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender PremisesImprovement Agreement), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date be amortized at ten percent (provided Tenant has otherwise complied with the terms of this Section 3610%) per annum).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and ; (iv) Tenant has not exercised its Right shall deliver the contraction space to Landlord in the same condition as received at lease commencement, normal wear and tear excepted, and in clean and sanitary condition; and (v) all Rent obligations of First Refusal Tenant under this Lease for any First Refusal Space pursuant such contraction space are paid through the date of contraction. Landlord shall cause the contraction space to be separately metered for electricity following the effective date of such contraction, and Tenant shall thereafter have no responsibility for such electricity costs. Notwithstanding the foregoing, Tenant shall still be obligated for reconciliation of Operating Expenses and Excess Utilities Payments under this Lease for the for the contraction space until such contraction was effective. Tenant agrees that, should the contraction result in the addition of extra corridors or other nonleasable areas, the Load Factor (as defined in Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv1(b) above above) may be waived increased, it being the parties’ intention that the Tenant’s exercise of the contraction option shall not result in a reduction in the area of the Building on which Landlord may collect Rent. If the contraction space is connected to Tenant’s security system, Tenant shall, at Tenant’s option, either remove that system from the contraction space or make whatever changes to the system are necessary to permit its use by the next occupant of the contraction space (in no event, however, shall Tenant have any liability to Landlord at or any time in Landlord’s sole discretionoccupant of the contraction space by reason of failure of such security system).
Appears in 1 contract
Samples: Lease Agreement (Health Net Inc)
Contraction Option. Provided the Premises at all times during the Term contain at least the entire 3rd and 4th floors of the Building (a) containing 61,904 square feet of Agreed Rentable Area), Tenant shall have the one-time right to reduce the Agreed Rentable Area of the Premises in an amount not to exceed the rentable area of a full floor of space within the Premises (provided that the Premises remaining after such space reduction will contain the entire 3rd and 4th floors of the Building and at least 61,904 square feet of Agreed Rentable Area), subject to the following terms and conditions:
(a) Tenant shall exercise such contraction right, if at its sole optionall, by delivering Landlord written notice (a “Contraction Notice”) designating (i) the amount of space (in rentable area) that Tenant desires to surrender give back (not to Landlord a portion exceed 30,000 square feet of Agreed Rentable Area, and provided that the remainder of the Demised Premises following such space reduction will contain at least 61,904 square feet of Agreed Rentable Area), (ii) the effective date of such contraction (the “Contraction OptionDate”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised and (iii) Tenant’s desired location of a portion such give-back space; provided that the location of the Demised Premises provided that such portion give-back space shall be contiguous and determined in the following order of a configuration so that is reasonably marketable and priority: (1) Tenant shall have reasonable and code compliant access and egress (not be entitled to exclude any space on any full floors contained within the “Surrender Premises”) effective at the end Premises unless it has excluded all portions of the sixth Premises located on any multi-tenant floors; (6th2) full such give-back space shall be located on the highest floor on which Tenant then leases space; (3) such give-back space shall be a single block of contiguous space on each floor on which such space is located; and (4) such contraction shall not cause any space remaining within the Premises to become non-contiguous to any other remaining space on the affected floor. The Contraction Date shall be at least nine (9) months after the date on which Landlord receives the Contraction Notice, but in no event shall the Contraction Date occur prior to the last day of the 36th Lease Year, (the “Contraction Option Date”) Month; provided, however, that if Tenant has exercised the effectiveness Second Expansion Option and any Expansion Space Commencement Date related thereto occurs after the last day of the exercise 24th Lease Month, then the Contraction Date shall not occur prior to the last day of the Extended Contraction Option Period. The term “Extended Contraction Period” shall mean the period commencing on the latest applicable Expansion Space Commencement Date and ending on the last day of the calendar month thereafter in which Landlord has received 36 full payments of Basic Monthly Rent, excluding any months in which Basic Monthly Rent is $0 (e.g., Lease Months 61-66). Within fifteen (15) days after Landlord’s receipt a Contraction Notice, Landlord shall deliver written notice (any such notice, a “Contraction Response”) to Tenant either approving or objecting to the location of the give-back space as identified by Tenant. Landlord shall be conditioned upon entitled to object to such location only if such give-back space is not Reasonably Leasable (i) as defined below), in Landlord’s reasonable opinion (in which event Tenant delivering a Notice shall be required to revise the configuration of the give-back space and the foregoing notice and approval process shall be repeated as required). The space ultimately selected by Tenant and approved by Landlord exercising for exclusion from the Contraction Option (Premises shall be the “Contraction Option NoticeSpace”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior to the Contraction Option Date, of the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Office Lease Agreement (Pfsweb Inc)
Contraction Option. (a) During the Third Extension Term Tenant shall have the one-one time right, at its sole option, to surrender to Landlord a portion of the Demised Premises right (the “Contraction Option”) up to but not exceeding 10,135 rentable contract the Premises by the approximately 29,394 square feet (measured in accordance with Section 2.2 hereof), comprised of a Rentable Area portion thereof located on the 4th floor of the Demised Premises provided that such portion shall be contiguous Tower (identified in the Fourth Amendment as the Fourth Floor Expansion Space and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (herein as the “Surrender Premises”Contraction Space” and depicted on Exhibit D attached hereto) effective at the end of the sixth (6th) full Lease Yearon November 1, 2023 (the “Contraction Option Date”) provided). Tenant must exercise the Contraction Option, howeverif at all, that the effectiveness by delivering a written notice of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial TermOctober 31, together 2022, and including with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s such notice payment to Landlord, on or prior to the Contraction Option Date, Landlord in immediately available good funds of the “Contraction PaymentFee” (as hereinafter defined) in an amount equal to the sum of (i) the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, 9.57% of all brokerage fees and multiplied legal costs payable by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of Landlord through the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure Amendment, together with five percent (5%) interest, amortized over the Third Extension Term, plus (ii) six (6) months of Tenant to make Base Rent and Tenant’s Additional Rent for the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of Space (based upon the essence of delivery of amounts which Tenant would have been obligated to pay Landlord for the six (6) month period following the Contraction Option Notice Date), which sum the parties stipulate to be $761,000.00, based upon Tenant’s current Additional Rent plus a 3% annual inflation escalator, and Tenant shall continue to pay all rentals and other charges under the Lease with respect to the Contraction Payment.
(b) In the event that Tenant shall give Space and comply with each and every term and provision thereof accruing through the Contraction Option Notice Date (and all such obligations accruing through the Contraction Date shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereundersurvive such termination, including, including but not limited to, any rentals or other charges not yet determined or billed prior to the payment Contraction Date). As of the date immediately preceding the Contraction Date Tenant shall completely vacate and surrender the Contraction Space to Landlord in accordance with the terms of the Lease, subject to the remaining provisions of this Section 9. Without limitation, Tenant shall leave the Contraction Space in a broom-clean condition and free of all movable furniture, fixtures, equipment, and other personal property, including all data and telecommunications cabling. However, notwithstanding anything to the contrary set forth in the Lease, Tenant shall have no obligation to remove from the Contraction Space any alterations previously approved by Landlord, but in all events Tenant must (i) repair any damage to the Contraction Space caused by Tenant’s removal of its personal property therefrom, (ii) repair any damage to Building systems or structures caused in connection with Tenant’s use or occupancy of the Contraction Payment when dueSpace, subject to normal wear and tear, (iii) remove all hazardous materials and substances, if any, brought onto the Contraction Space by Tenant, its employees, agents, contractors, or invitees, and (iv) remove all data and telecommunications cabling that was installed by or on behalf of Tenant back to the point of entry into the Contraction Space. Subject to Tenant’s compliance with the foregoing, if Tenant timely and properly exercises its Contraction Option, then effective as of the Contraction Date the Contraction Space shall be deemed surrendered by Tenant to Landlord, and the Lease shall be deemed terminated with respect to the Contraction Space. If Tenant shall holdover in the Contraction Space beyond the day immediately preceding the Contraction Date, Tenant shall surrender the Surrender Premises to Landlord on be liable for Base Rent, Tenant’s Additional Rent and other charges respecting the Contraction Option Date Space in broom clean condition and otherwise in accordance with the condition required by hold over provisions of the Lease for the surrender such period of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect holdover. It shall be a condition to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following exercise the Contraction Option Date (provided Tenant has otherwise complied with that, as of the terms date of this Section 36).
(e) Notwithstanding anything Tenant’s exercise notice and at any time thereafter up to the contrary contained hereinContraction Date, Tenant is not in default under the Lease beyond any exercise by Tenant applicable notice and cure period, and neither the Lease nor Tenant’s right of its Contraction Option under this Section 36 possession shall have been terminated and the Lease shall then be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease (Capella Education Co)
Contraction Option. Provided Tenant fully and completely satisfies each of the conditions set forth in this Section 8, Tenant shall have the one time option ("Contraction Option") to terminate the Lease (as amended) as to a portion of the Suite 100 (generally in the northwest corner of Suite 100) consisting of between 1,000 and 3,000 rentable square feet as designated by Tenant and reasonably approved by Landlord (the "Contraction Space"). In order to exercise the Contraction Option, Tenant must fully and completely satisfy each and every one of the following conditions: (a) Tenant shall have the one-time right, at must give Landlord written notice ("Contraction Notice") of its sole option, to surrender to Landlord a portion of the Demised Premises (the “Contraction Option”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised of a portion of the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness of the exercise of the Contraction Option shall be conditioned upon Option, which Contraction Notice must (i) Tenant delivering a Notice to Landlord exercising state the effective date of such termination ("Contraction Option (Date"), which date must be after the “Contraction Option Notice”) not later than the conclusion last day of the fifth thirtieth (5th30th) Lease Year full calendar month of the initial Extended Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment be delivered to Landlord, on or Landlord at least one hundred twenty (120) days prior to the Contraction Option Date, of and (iii) designate the “Contraction Payment” Space (as hereinafter defined) equal which designation shall be subject to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent parameters described in this Section 8 above and shall be subject to Landlord's reasonable approval); and (8%b) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice to Landlord, Tenant shall not be in default under the Lease, as amended, after expiration of applicable notice and cure periods. If Tenant properly exercises its Contraction Option, (A) upon the Contraction Payment.
(b) In Date, the event that Contraction Space shall no longer be a part of the New Premises and Tenant shall give have surrendered and delivered exclusive possession of the Contraction Option Notice Space to Landlord and, thereupon, Tenant's Proportionate Share and Tenant's parking allocation shall otherwise comply with be reduced on a pro rata basis, (B) notwithstanding Section 8(A) above, from and after the conditions Contraction Date, Tenant shall still be required to pay Base Rent for the Contraction Space throughout the remainder of the exercise Extended Term, but the rate of Base Rent payable for such space shall be reduced from the rate specified in Section 5 of this Third Amendment above by $12.50 per rentable square foot of the Contraction Space per year, and (C) Landlord and Tenant shall execute a new amendment to the Lease documenting such modification to the New Premises upon the terms specified in this Section 8. If Tenant fails to timely surrender exclusive possession of the Contraction Space to Landlord, then the holdover provisions of Section 15 of the Original Lease shall apply with respect to such Contraction Space. Following the surrender of the Contraction Space to Landlord, and when Landlord secures a new tenant for the Contraction Space, Landlord shall perform the following work (collectively, the "Demising Work"): (1) install a full-height demising wall(s) to separate the Contraction Space from Tenant’s remaining space in the New Premises; and (2) separate the systems serving the Contraction Space from Tenant’s remaining space in the New Premises. Tenant shall reimburse Landlord for the costs incurred by Landlord for such demising wall(s) within ten (10) business days after delivery of an invoice therefor; however, the cost of systems separation and all other costs of such separation shall be borne solely by Landlord. If Tenant properly exercises its Contraction Option, Tenant hereby acknowledges that Landlord will be performing such demising work during the Extended Term, and Landlord's performance of such work shall not be deemed a constructive eviction of Tenant’s right , nor shall Tenant be entitled to contract any abatement of rent in connection therewith. However, Landlord shall use commercially reasonable efforts to conduct those portions of the Demised Premises as provided hereunder, Demising Work which are most likely to be disruptive to Tenant's business (specifically including, but not limited to, demolition work) either (i) during non-business hours, or (ii) on weekends, and to the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises extent that any disruptive work needs to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premisesbe done during normal business hours, Landlord shall perform all work necessary endeavor to separate the Surrender Premises from the balance complete such portion of the Demised Premises includingwork in as minimally disruptive a manner as practicable. Once commenced, but not limited to, Landlord shall diligently pursue the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions completion of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36)Demising Work.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Lease (Data I/O Corp)
Contraction Option. (a) Subject to the terms and conditions of this Section 2.10, Tenant shall have two (2) options to eliminate from the one-time right, at its sole option, to surrender to Landlord a portion Premises then leased by Tenant either (i) if the highest floor of the Demised Premises is a full floor, such highest full floor, or (ii) if the highest floor of the Premises is not then a full floor, then either (x) such highest partial floor, or (y) the highest full floor (as applicable, the “First Contraction Option” and the “Second Contraction Option,” and collectively, the “Contraction OptionOptions”) up to but not exceeding 10,135 rentable square feet (measured in accordance with Section 2.2 hereof), comprised effective as of a portion December 1, 2010 with respect to the First Contraction Option, and as of December 1, 2015 with respect to the Demised Premises provided that such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress Second Contraction Option (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Yearas applicable, (the “Contraction Option Effective Date”). The Contraction Options shall be subject to and conditioned upon Tenant giving written notice to Landlord of such election prior to November 1, 2009 with respect to the First Contraction Option, and prior to September 1, 2014 with respect to the Second Contraction Option, and paying the applicable Contraction Fee (as defined below) to Landlord, half of which shall be due simultaneously with (and as a condition to the proper giving of) the notice exercising the applicable Contraction Option, and the remainder of which shall be due on or before the applicable Contraction Option Effective Date. Notwithstanding anything to the contrary herein provided, howeverTenant shall have waived its right to exercise the First Contraction Option under this Section 2.10 if Tenant elects to lease the First Expansion Premises under Section 2.5.
(b) The “Contraction Fee” shall equal the aggregate of the unamortized amount of the Initial Tenant Work Allowance and out-of-pocket costs actually incurred by Landlord for brokerage commissions, and Landlord’s reasonable attorneys’ fees and expenses, as of the applicable Contraction Option Effective Date, allocated on a per square foot basis to the floor to which the applicable Contraction Option relates, as amortized over the initial Term of this Lease, at an interest rate on the unamortized balance from time to time of ten percent (10%). However, notwithstanding the foregoing, if the floor to which the applicable Contraction Option relates is space incorporated into the Premises pursuant to Section 2.5, 2.6 or 2.7, or otherwise by amendment to this Lease, then the calculation of the Contraction Fee as aforesaid shall be made taking into account the unamortized allowance, free rent period and other Inducements used in establishing the Annual Base Rent for such space, out-of-pocket costs actually incurred by Landlord for brokerage commissions (if any), and Landlord’s reasonable attorneys’ fees and expenses, as of the applicable Contraction Option Effective Date, allocated on a per square foot basis, as amortized over the term for that floor (excluding any Extension Option) at an interest rate on the unamortized balance from time to time of ten percent (10%). For purposes of determining the amount of Tenant’s first installment payment of the Contraction Fee that would be due upon the exercise of one of the Contraction Options, the aggregate unamortized amount of costs per square foot, upon which calculation of the Contraction Fee is based, shall be estimated to be Ninety Dollars ($90.00) per square foot for any portion of the Premises initially leased to Tenant under this Lease. Within thirty (30) days after receiving Tenant’s notice exercising the Contraction Option pursuant to paragraph (a) above, or such earlier date (but not sooner than July 31, 2004) that Tenant requests that Landlord furnish Tenant the exact calculation), Landlord shall deliver to Tenant a written statement of the actual amount of the Contraction Fee per square foot for the applicable portion of the Premises determined in accordance with this paragraph (b), and the second installment payment of the Contraction Fee that would be due upon the effectiveness of the exercise of the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising equal the total Contraction Fee, less the amount of Tenant’s initial payment in respect of the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or prior Fee. In addition to the Contraction Option DateFee, of the “Contraction Payment” (as hereinafter defined) equal a condition to the sum of the unamortized portion of the Lease Costs, as hereinafter defined, calculated using an eight percent (8%) interest rate, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time effective exercise of the Contraction Option Date (the “Contraction Payment”). For the purposes hereofOption, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof out-of-pocket costs actually incurred by Landlord to remove any internal interconnecting stairway or stairways on such floor and restoring the slab(s) to substantially the condition prior to the installation of such stairways, within thirty forty-five (3045) days after receipt written notice from Landlord containing reasonable substantiation of such costs.
(c) If Tenant shall effectively exercise the Contraction Option as set forth in this Section 2.10, Tenant shall surrender to Landlord the applicable full floor of the Premises as of the Contraction Option Effective Date in the condition required under this Lease for the surrender of the Premises. Tenant’s failure to timely surrender such floor to Landlord upon the applicable Contraction Option Effective Date shall subject Tenant to the holdover provisions of Section 5.11 with respect to such floor, provided that if Tenant should take any action that delays, frustrates, or contests Landlord’s obtaining possession of such floor on the date Tenant is required to surrender the same hereunder (including without limitation requesting discovery or filing an invoice thereforanswer in a summary process proceeding), together then, in Landlord’s sole discretion, such holding over shall constitute a default of Tenant with reasonable supporting documentationrespect to this Lease under Article VIII, without need for further notice from Landlord. Any failure to timely make payment of the second half of the Contraction Fee shall constitute a default under this Lease. Promptly after the applicable Contraction Option Effective Date, Landlord and Tenant agree to enter into an amendment to this Lease memorializing such contraction and the amendment to the applicable defined terms hereunder, including, without limitation, Tenant’s Rentable Floor Area, Annual Base Rent, but failure of the parties to execute such an amendment shall have no effect on the effectiveness of the expansion of the Contraction Option, and the economic terms associated therewith, as set forth above.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms Notwithstanding any contrary provision of this Section 36).
(e) Notwithstanding anything to the contrary contained herein2.10, any exercise by Tenant of its Tenant’s Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: is conditioned upon (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above condition may be waived by Landlord at any time in Landlord’s its sole discretion)) the absence, on the date Tenant gives notice exercising the Contraction Option and on the date that would otherwise be the applicable Contraction Option Effective Date, of any default under this Lease by Tenant after any applicable notice and opportunity to cure.
Appears in 1 contract
Samples: Lease Agreement (Digitas Inc)
Contraction Option. Tenant shall have a single option to reduce the size of the Premises, which contraction option shall be effective on the "Contraction Date" (as hereinafter defined), subject to all of the following terms and conditions: (a) if Tenant shall have wishes to exercise its contraction option hereunder, Tenant must deliver to Landlord, clear and unconditional written notice of Tenant's election to reduce the one-time right, at its sole option, to surrender to Landlord a portion size of the Demised Premises (the “"Contraction Option”Notice"), at any time prior to the seventh (7th) up anniversary of the Rent Commencement Date; (b) upon Tenant's timely exercise of its contraction option, the effective date for the reduction in size of the Premises (the "Contraction Date"), shall be the eighth (8th) anniversary of the Rent Commencement Date; (c) in consideration of said Premises reduction, Tenant shall pay Landlord $100,000.00 (the "Contraction Fee"), said payment to but not exceeding 10,135 rentable be in good funds, subject to collection, by certified check or bank check payable to the order of Landlord and delivered to Landlord on or before the date Landlord receives Tenant's Contraction Notice, time being of the essence; (d) Tenant's Contraction Notice hereunder, if exercised, shall apply solely to (and reduce the size of the Premises solely by) that certain space constituting 10,296 square feet of rentable area (measured in accordance with Section 2.2 hereofthe "Contraction Space"), comprised of said Contraction Space being outlined on Schedule 5 attached hereto and made a portion of the Demised Premises provided that part hereof; (e) from and after Tenant's exercise such portion shall be contiguous and of a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”by Tenant's timely delivery of its Contraction Notice and Contraction Fee as required herein, Tenant shall continue to timely perform all of its obligations under this Lease (including, without limitation, its Rental obligations); (f) provided, however, that the effectiveness of the exercise of Tenant shall vacate and surrender the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising Space in the Contraction Option (the “Contraction Option Notice”) not later than the conclusion of the fifth (5th) condition required under this Lease Year of the initial Term, together with a floor plan identifying the portion of the Demised Premises which shall comprise the Surrender Premises; and (ii) Tenant’s payment to Landlord, on or before thirty (30) days prior to the Contraction Option Date, time being of the “Contraction Payment” essence, and Tenant shall be deemed to be "holding over" therein if it does not do so; (as hereinafter definedg) equal to from and after the sum Cancellation Date and Tenant's surrender of the unamortized portion of Contraction Space, the Lease CostsFixed Rent, as hereinafter definedTenant's Tax Share, calculated using an eight percent (8%) interest rateTenant's Operating Share, the Electricity Additional Rent, the Cafeteria Additional Rent, Tenant's parking spaces, Tenant's private dining room rights, and multiplied by the fraction where the numerator is Tenant's signage rights shall be proportionately reduced, on a per rentable square foot basis, to reflect the rentable area of the Surrender Premises remaining after such contraction; and the denominator is the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3h) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises pursuant to Section 1(g) hereof, plus (z) the aggregate dollar amount of all commissions paid to the Brokers in connection with this Lease. Failure of Tenant to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is of the essence of delivery of the Contraction Option Notice and the Contraction Payment.
(b) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, including, but not limited to, the payment of the Contraction Payment when due, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36).
(e) Notwithstanding notwithstanding anything to the contrary contained hereinin this Lease, any exercise by Tenant of its Contraction Option under this Section 36 Tenant's contraction option hereunder shall be void and of no effect unless on subject to the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Datefollowing additional conditions: (i) as of the date of the Contraction Notice (and Landlord's receipt of the Contraction Fee), no Event of Default shall have occurred and be continuing; (ii) if Tenant fails to properly and timely exercise its contraction option hereunder, said option shall be null and void; (iii) Tenant's contraction option herein shall be personal to Initial Tenant only, and shall not be transferred or assigned to any other parties; (iv) such contraction shall not release or discharge any of Tenant's obligations under this Lease accruing up to and including the Contraction Date; (v) such contraction option shall lapse and have no force or effect after the seventh (7th) anniversary of the Rent Commencement Date if not theretofore duly exercised as required herein; (vi) such contraction option shall apply only during the Original Term and not during any Renewal Term; and (vii) in the event there is an Event of Default that occurs and is continuing up to and including the Contraction Date, Landlord, at Landlord's option, may negate Tenant's exercise of such contraction option by written notice to Tenant, in which case this Lease shall continue in full force and effect, (ii) no Event effect from the date of Default has occurred under this Lease Landlord's notice with such contraction option being null and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion)void.
Appears in 1 contract
Contraction Option. (a) Tenant shall have several contraction options with respect to the one-time Premises on the terms set forth below. Provided that Tenant is not in Material Default under this Lease, Tenant shall have the right, at its sole optionexercisable in each instance upon not less than twelve (12) months prior written notice to Landlord (the “Contraction Notice”), to surrender to Landlord a portion reduce the size of the Demised Premises (the “Contraction OptionRight(s)”) by surrendering portions thereof (the “Surrendered Space”) to Landlord effective as set forth below: 180,000 (or less) RSF December 11, 2001 180,000 (or less) RSF December 11, 2003 130,000 (or less) RSF December 11, 2005 In addition to the foregoing Contraction Rights, in the event Tenant has exercised at least two (2) of the foregoing three (3) Contraction Rights, Tenant shall have one (1) additional Contraction Right which shall be, if exercised, effective on December 11, 2007, upon the terms set forth in this Section 4, provided however that (i) the maximum amount of space by which Tenant may contract the Premises with this additional Contraction Right shall be 120,000 Rentable Square Feet and (ii) the amount of space by which Tenant contracts the Premises pursuant to this additional Contraction right shall in no event cause the Premises to contain less than 300,000 Rentable Square Feet. The exercise by Tenant of the foregoing Contraction Rights shall be subject to the following conditions: (i) the Premises may only be contracted by up to but the number of Rentable Square Feet set forth above in the specified year and, to the extent Tenant does not exceeding 10,135 rentable square feet exercise its Contraction Rights in any of the above-specified years with respect to the permitted amount of space, Tenant will have waived its right with respect to the balance of such space for that year and in no event may the amount of unexercised contraction space be carried over to the next contraction option, (measured ii) the space in accordance with Section 2.2 hereof), comprised of a the office tower portion of the Demised Building which may be deleted from the Premises provided that such portion shall be contiguous and of as a configuration so that is reasonably marketable and shall have reasonable and code compliant access and egress (the “Surrender Premises”) effective at the end of the sixth (6th) full Lease Year, (the “Contraction Option Date”) provided, however, that the effectiveness result of the exercise of Tenant’s contraction options shall (A) be deleted in full floor increments (except that Tenant may delete any amount of space from the Contraction Option shall be conditioned upon (i) Tenant delivering a Notice to Landlord exercising the Contraction Option (the “Contraction Option Notice”) not later than the conclusion highest floor of the fifth (5th) Lease Year of the initial Term, together with a floor plan identifying the remaining office tower portion of the Demised Premises which shall comprise so long as Tenant retains at least approximately one-half of the Surrender Premises; Rentable Square Feet on such floor, and Tenant may delete all of the 79th Floor Premises and all of the 25th and 26th floors other than the PBX Space), (iiB) Tenant’s payment to Landlord, be located on or contiguous floors of the Premises prior to the Contraction Option Datecontraction (not including the 79th Floor Premises, of or any space that has been recaptured by Landlord pursuant to Section 13(c)) so that the “Contraction Payment” (as hereinafter defined) equal to the sum of the unamortized remaining office tower portion of the Lease CostsPremises, as hereinafter definedafter giving effect to such contraction, calculated using an eight percent shall be located on contiguous floors (8%) interest rateexcept the 79th Floor Premises, and multiplied by the fraction where the numerator is the rentable area of the Surrender Premises 29th through 31st floors and the denominator is PBX Space on the rentable area of the Demised Premises (including the Surrender Premises), plus the amount which is equal to three (3) months of Basic Rental payable for the Surrender Premises at the time of the Contraction Option Date (the “Contraction Payment”). For the purposes hereof, Lease Costs shall be defined as the sum of: (w) the Tenant Improvement Allowance, as hereinafter defined, or the portion thereof so utilized 25th and 26th floors and not considering any space recaptured by Tenant, (x) the aggregate dollar value of the rental abatement granted to Tenant for the Demised Premises Landlord pursuant to Section 1(g13(b)), and (C) hereof, plus (z) constitute the aggregate dollar amount highest floors contained in the office tower portion of all commissions paid the Premises prior to the Brokers contraction (not including the 79th Floor Premises); provided, however that in connection with this Lease. Failure of no event shall Tenant be required to make the Contraction Payment in accordance with this paragraph shall render this Contraction Option void and of no effect. Time is delete floors 29-31 as part of the essence of delivery contraction nor shall Tenant be required to delete the PBX Space on the 25th and 26th floors. The Contraction Notice shall specify the size, location and configuration of the Contraction Option Notice Surrendered Space. The size of the Surrendered Space shall be determined, subject to the limitations set forth above, in Tenant’s sole discretion. The Surrendered Space shall be in a legally leasable configuration, provided that to the extent the Tenant elects to contract the Premises on only a portion of a floor, the space contracted from the Premises shall have reasonable access to the elevator lobbies and the Contraction Paymentbathrooms on that floor.
(b) In the event that the Surrendered Space constitutes less than all of the space occupied by Tenant on a given floor or floors of the Building, then Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions pay to Landlord, upon demand, one-half of Landlord’s Actual Costs of the exercise construction of the demising walls necessary to segregate and demise the portion of the Premises remaining on such floor and to provide access for such Surrendered Space to the elevator lobbies and bathrooms on that floor and Tenant shall be responsible for no other costs or expenses.
(c) Except as otherwise provided in Section 6 or Section 9 hereof, Tenant shall deliver the Surrendered Space to Landlord in an “AS IS” “WHERE IS” condition, without any requirement to remove Tenant’s Property or to perform repairs, improvements or other work, regardless of whether or not such space, upon delivery to Landlord, complies with Requirements, provided that Tenant shall repair any damage to the Building (other than to the paint, carpeting or wall covering) caused by the removal of Tenant’s right Property upon request of Landlord delivered within five (5) days after Tenant has vacated the Surrendered Space and shall remove the Structural Alterations that Landlord required Tenant to contract remove as a part of Landlord’s consent to such Structural Alterations pursuant to Section 6(d). Except as expressly set forth in this Section 4, Tenant shall not be liable for any fee, charge or other payment because of such contraction, including, without limitation, a fee to reimburse Landlord for its unamortized costs associated with this Lease (e.g., brokerage costs).
(d) Following the Demised Premises as provided hereunderEffective Date of Contraction (if any), the term “Premises” under the Lease shall no longer consist of the Surrendered Space, and Landlord and Tenant shall execute a modification to the Lease to reflect such surrender and to amend such other terms and provisions of the Lease which are affected by a reduction in the size of the Premises, including, but not limited to, the payment of the Contraction Payment when dueBase Rent, Tenant shall surrender the Surrender Premises to Landlord on the Contraction Option Date in broom clean condition and otherwise in the condition required by the Lease for the surrender of the Demised Premises upon the Expiration Date and Tenant acknowledges and recognizes that Time is Of the Essence with respect to Tenant’s obligation to vacate the Surrender Premises on the Contraction Option Date.
(c) Upon such surrender of the Surrender Premises, Landlord shall perform all work necessary to separate the Surrender Premises from the balance of the Demised Premises including, but not limited to, the construction of demising walls, public corridors to service the Surrender Premises as required by code (including lighting, HVAC, electric, wall finishes, ceiling finishes, and floor finishes using building standard materials), and the separation of electrical circuiting, fire alarm wiring & devices, sprinkler systems, and ventilation and air conditioning systems. Tenant shall reimburse Landlord Proportionate Share for the reasonable cost thereof within thirty (30) days after receipt of an invoice therefor, together with reasonable supporting documentation.
(d) In the event that Tenant shall give the Contraction Option Notice and shall otherwise comply with the conditions of the exercise of Tenant’s right to contract the Demised Premises as provided hereunder, Landlord and Tenant shall promptly execute an amendment to this Lease reflecting the surrender of the Surrender Premises and the associated proportionate reduction in Basic Rental Expenses and Tenant’s Share, which shall become effective immediately following the Contraction Option Date (provided Tenant has otherwise complied with the terms of this Section 36)Proportionate Share for Taxes.
(e) Notwithstanding anything to the contrary contained herein, any exercise by Tenant of its Contraction Option under this Section 36 shall be void and of no effect unless on the date Tenant issues the Contraction Option Notice to Landlord and on the Contraction Option Date: (i) this Lease is in full force and effect, (ii) no Event of Default has occurred under this Lease and remains continuing beyond any applicable notice grace or cure periods, (iii) Tenant has not assigned this Lease or sublet the Premises other than to a Tenant Affiliate, and (iv) Tenant has not exercised its Right of First Refusal for any First Refusal Space pursuant to Section 42 hereof (any of which conditions described in clauses (i), (ii), (iii), or (iv) above may be waived by Landlord at any time in Landlord’s sole discretion).
Appears in 1 contract
Samples: Office Lease (Wells Real Estate Investment Trust Inc)
