Common use of Disagreement on Market Rent Clause in Contracts

Disagreement on Market Rent. (a) In the event that the parties cannot agree to the Market Rent for the Extended Term within sixty (60) days after Xxxxxxxx’s receipt of Tenant’s Option Notice, then either party can provide the other party its written notice to have the Market Rent determined in the manner described hereafter. Upon receipt by either party of the other party’s written notice to have Market Rent determined in the manner described hereafter, then within ten (10) business days thereafter, Landlord will provide Tenant in writing Landlord’s final offer of its Market Rent proposed during the prior period (“Market Rent Determination Notice”), and each party will choose thereafter a real estate licensed broker with at least ten (10) years’ office leasing experience, who has negotiated at least two (2) office leases of at least fifty thousand (50,000) rentable square feet in Class A office buildings located in the Central Business District of Denver, Colorado within the prior thirty-six (36) months, and who have not represented either Landlord or Tenant during such period. Each party will give the other written notice of the name and address of the broker selected by it within thirty (30) days of receipt of the Market Rent Determination Notice. Within ten (10) business days after receipt of the final designation of the last broker, those two (2) brokers shall select a third broker with the qualifications stated above. The three (3) brokers (singularly, the “Expert’’ and collectively, the “Experts”) shall make a determination of Market Rent as expeditiously as possible thereafter and in any event within thirty (30) days after the selection of the third Expert. The determination of the Experts shall be made as follows: (i) Each Expert will independently determine the Market Rent and then all will meet and contemporaneously disclose to the others their respective determinations. (ii) If neither the highest nor the lowest determination differs from the middle determination by more than ten percent (10%) of such middle determination, then the Market Rent shall be the average of all three determinations. (iii) If subparagraph (ii) does not apply, then the Market Rent shall be the average of the two determinations closest by dollar amount. (iv) The Experts shall promptly notify Landlord and Tenant of each of their separate determinations and the resulting Market Rent. The determination of Market Rent by the Experts shall be final, binding and conclusive upon Landlord and Tenant and may be confirmed by either party by application to any Court having jurisdiction thereof. (b) From and after the determination of Market Rent based on this Section 24.03, Tenant shall pay Annual Rent for the Extended Term at the rate applicable under this Section 24.03. In the event that the final determination of Market Rent occurs after the commencement of the Extended Term, then within thirty (30) days after Landlord and Tenant receive notice of such determination of Market Rent, Tenant shall pay to Landlord the amount of any underpayment, or Landlord shall refund to Tenant the amount of any overpayment (or credit the same to the next Rent payments due, at Landlord’s option), as the case may be, of Annual Rent theretofore made. (c) Each party will pay any and all fees and expenses incurred in connection with such party’s Expert and the fees and expenses for the third Expert will be borne equally by the parties except that if the Annual Rent resulting from any determination under this Section 24.03 is (i) greater than ninetyfive percent (95%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Tenant shall pay all fees and expenses of all three of the Experts; or (ii) less than ninety percent (90%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Landlord shall pay all fees and expenses of all three of the Experts ..

Disagreement on Market Rent. (a) In the event that the parties canIf Tenant does not agree with Landlord's determination of Market Rent, Tenant shall give notice to Landlord of such disagreement ("Disagreement Notice") within twenty (20) days ("Disagreement Notice Period") after receipt of Landlord's Notice. If Tenant fails to give a Disagreement Notice for any reason, then Tenant shall be bound by Landlord's determination of Market Rent. If Tenant does provide Landlord with such Disagreement Notice, Tenant shall include in its Disagreement Notice the reasons for such disagreement and Tenant's determination of Market Rent for the Extended Term Premises using the same factors as described in Section 7.1 above. (b) If Tenant gives Landlord a Disagreement Notice within sixty (60) days after Xxxxxxxx’s receipt of Tenant’s Option Noticethe Disagreement Notice Period, then either party can provide the other party its written notice to have the Market Rent determined in the manner described hereafter. Upon receipt by either party of the other party’s written notice to have Market Rent determined in the manner described hereafter, then within ten (10) business days thereafter, Landlord will provide Tenant in writing Landlord’s final offer of its Market Rent proposed during the prior period (“Market Rent Determination Notice”), and each party will choose thereafter a person with at least five (5) years experience as a real estate licensed broker appraiser in the Minneapolis Metropolitan Area who shall be a member in good standing of the American Institute of Real Estate Appraisers (or successor organization or, if no such organization exists, then persons of similar professional qualifications), with at least ten (10) years’ office leasing experiencethe designation M.A.I., who has negotiated at least and shall have had no business or professional relationship with the party designating that person within the prior two (2) office leases of at least fifty thousand (50,000) rentable square feet in Class A office buildings located in the Central Business District of Denver, Colorado within the prior thirty-six (36) months, and who have not represented either Landlord or Tenant during such periodyears. Each party will give the other written notice of the name and address of such person to the broker selected by it other within thirty (30) days of receipt of the Market Rent Determination Notice. Within ten (10) business days after receipt of Tenant delivers the final designation of the last broker, those Disagreement Notice. Those two (2) brokers appraisers shall within five (5) days after designation select a third broker appraiser with the qualifications stated abovesame credentials, who shall not have had any business or professional relationship with either party during the prior three (3) years. The three (3) brokers appraisers (singularly, the “"Expert’’ " and collectively, the “"Experts”") shall make a determination of Market Rent as expeditiously as possible thereafter and in any event within thirty (30) days after the selection of the third Expert. The determination of the Experts shall be made as follows: (i) Each party shall promptly submit to the Experts all information deemed relevant by that party in the determination by the Experts of Market Rent (including disclosure by Landlord of the three most recent leases for one floor or more executed by Landlord with tenants in the Building), and each Expert will independently determine the Market Rent and then all will meet and contemporaneously disclose to the others their their, respective determinations. (ii) If neither the highest nor the lowest determination differs from the middle determination by more than ten percent (10%) of such middle determination, then the Market Rent shall be the average of all three determinations. (iii) If subparagraph (ii) does not apply, then the Market Rent shall be the average of the two determinations closest by dollar amount. (iv) The Experts shall promptly notify Landlord and Tenant of each of their separate determinations and the resulting Market Rent. The In the absence of notice from Tenant rescinding the prior exercise, the determination of Market Rent by the Experts as set forth above shall be final, binding and conclusive upon Landlord and Tenant and may be confirmed by either party by application to any Court having jurisdiction thereof. (bc) From and after the determination of Market Rent based on this Section 24.03Article 7.0, Tenant shall pay Annual Rent for the Extended Term applicable space at the rate applicable under this Section 24.03. In the event that the final determination of Market Rent occurs after the commencement of the Extended TermRent, then and within thirty (30) days after Landlord and Tenant receive notice of such determination of Market Rent, if Tenant has been obligated to pay Annual Rent at the rate designated by Landlord for space that is subject to a Market Rent determination, Tenant shall pay to Landlord the amount of any underpayment, or Landlord shall refund to Tenant the amount of any overpayment (or credit the same to the next Rent payments due, at Landlord’s 's option), as the case may be, of Annual Rent theretofore made. (cd) Each party will pay any and all fees and expenses incurred in connection with such party’s 's Expert and the fees and expenses for the third Expert will be borne equally by the parties except that if the Annual annual Rent resulting from any determination under this Section 24.03 Article 7.0 is (i) equal to or greater than ninetyfive ninety-five percent (95%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Tenant shall pay all fees and expenses of all three of the Experts; or (ii) less than ninety percent (90%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Landlord shall pay all fees and expenses of all three of the Experts ..'s Notice to

Disagreement on Market Rent. (a1) In the event that the parties canIf Tenant does not agree with Landlord's determination of Market Rent, Tenant shall nevertheless pay Base Rent at the rate set out in the notice given by Landlord pursuant to the Market Rent for the Extended Term within sixty (60) days after Xxxxxxxx’s receipt of Tenant’s Option Notice, then either party can provide the other party its written this Section and shall give notice to have the Market Rent determined in the manner described hereafter. Upon receipt by either party Landlord of the other party’s written notice to have Market Rent determined in the manner described hereafter, then such disagreement within ten (10) business days thereafterafter Landlord gives such notice to Tenant. If Tenant fails to give such notice of disagreement for any reason, Landlord will provide then Tenant in writing shall be bound by Landlord’s final offer 's determination of its Market Rent proposed during (and ensuing Base Rent hereunder). (2) If Tenant gives Landlord notice of disagreement within the prior period (“Market Rent Determination Notice”)time permitted, and each party will shall choose thereafter a real estate licensed broker person with at least ten five (105) years’ office leasing experience, who has negotiated at least two (2) office leases of at least fifty thousand (50,000) rentable square feet in Class A office buildings located years experience as a commercial real estate appraiser in the Central Business District Minneapolis/St. Xxxx Metropolitan Area who shall be a member in good standing of Denverthe American Institute of Real Estate Appraisers (or successor organization or if no such organization exists, Colorado within the prior thirty-six (36) monthsthen persons of similar professional qualifications), with designation M.A.I., and who have not represented either Landlord or Tenant during such period. Each party will give the other written notice of the name and address of such person to the broker selected by it other within thirty (30) days of receipt notice of the Market Rent Determination Noticedisagreement from Tenant. Within ten Those two persons shall within fifteen (1015) business days after receipt of the final designation of the last broker, those two (2) brokers shall select a third broker with person who is experienced in the qualifications stated above. The determination of commercial rental rates for office space in the Minneapolis/St. Xxxx Metropolitan Area and the three persons (3) brokers (singularly, the “Expert’’ and collectively, the “"Experts”") shall make a determination of Market Rent as expeditiously as possible thereafter and in any event within thirty (30) days after the selection of the third Expert. The determination of the Experts shall be made as follows: (ia) Each Expert will independently determine the Market Rent and then all will meet and contemporaneously simultaneously disclose to the others their respective determinations. In determining the Market Rent, all Experts shall be free to consider all elements affecting the Lease transaction. (iib) If neither the highest nor the lowest determination differs from the middle determination by more than ten percent (10%) of such middle determination, then the Market Rent shall be the average of all three determinations. (iiic) If subparagraph (iib) does not apply, then the Market Rent shall be the average of the two determinations closest by dollar amount. (ivd) The Experts shall promptly notify Landlord and Tenant of each of their separate determinations and the resulting Market Rent. Except as otherwise provided in this Lease, the said appraisal shall be conducted in accordance with the rules then in existence of the American Arbitration Association, and judgment upon any appraisal decision rendered may be entered by any Court having jurisdiction thereof. The determination of Market Rent by the Experts pursuant to this procedure shall be final, binding and conclusive upon Landlord and Tenant and may be confirmed by either party by application to any Court having jurisdiction thereofTenant. (b3) From and after the determination of Market Rent based on this Section 24.0340, Tenant shall pay Annual Base Rent for the Extended Term at the rate applicable under this Section 24.03. In the event that the final determination of Market Rent occurs after the commencement of the Extended Term, then 40 and within thirty (30) days after Landlord and Tenant receive notice of such determination of Market Rent, Tenant shall pay to Landlord the amount of any underpayment, or Landlord shall refund to Tenant the amount of any overpayment over payment (or credit the same to the next Base Rent payments payment due, at Landlord’s 's option), as the case may be, of Annual Base Rent theretofore made. (c4) Each party will pay any and all fees and expenses incurred in connection with such party’s 's Expert and the fees and expenses for the third Expert will be borne equally by the parties except that if the Annual Rent resulting from any determination under this Section 24.03 is (i) greater than ninetyfive percent (95%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Tenant shall pay all fees and expenses of all three of the Experts; or (ii) less than ninety percent (90%) of the amount of Annual Rent set forth in Landlord’s Market Rent Determination, then Landlord shall pay all fees and expenses of all three of the Experts ..parties.