Common use of Expansion Option Clause in Contracts

Expansion Option. Provided that Tenant is not in default hereunder, Tenant shall have the option at any time during the first eighteen (18) months of occupancy (the “Option Period”) to expand the Rentable Area in the Premises to include approximately 3,000 rentable square feet of additional space that is adjacent to the Premises (the “Additional Space”) on the same terms and conditions as set forth in this Lease (the “Expansion Option”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until Tenant elects not to exercise the Expansion Option by written notice to Landlord. Tenant shall pay such monthly installment of the Option Period Fee with Tenant’s monthly payment of Base Rent as set forth herein. In the event Tenant wishes to exercise its Expansion Option during the Option Period, Tenant shall provide Landlord with written notice of its intention to exercise the Expansion Option. Within ten (10) days of Landlord’s receipt of Tenant’s exercise of the Expansion Option, Landlord and Tenant shall execute an amendment to this Lease confirming the square footage of the Premises as expanded and Base Rent as increased, by the Additional Space and including any other such details that Landlord deems reasonably necessary, which do not materially alter the terms of this Lease except as otherwise provided herein. Landlord shall provide Tenant the services set forth in Section 3.1 with respect to the Additional Space, the cost of which shall be borne by Landlord and shall be equal to the per square footage construction costs for the Turnkey Upfit prorated by dividing such per square footage construction costs by a fraction the numerator of which is the number of months remaining in the Term when Tenant exercised its Expansion Option and the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord shall configure the Additional Space so that it has connectivity with the Premises upon Landlord’s delivering the Additional Space to Tenant.

Expansion Option. Provided that Tenant is not then in default hereunderof any of the provisions of this Lease and is still in occupancy of the Premises, and subject to the expansion rights or rights of first refusal of existing tenants in effect on the Commencement Date, the Landlord shall offer first to the Tenant the right to lease adjacent space to the Premises on the second floor of the Building or space that becomes available on the first floor of the Building at the then market lease rate for the Crown Center complex. Landlord shall notify Tenant in writing when any adjacent space to the Premises on the second floor or space on the first floor of the Building becomes available, and Tenant shall have the option at any time during the first eighteen (18) months of occupancy (the “Option Period”) to expand the Rentable Area in the Premises to include approximately 3,000 rentable square feet of additional space that is adjacent to the Premises (the “Additional Space”) on the same terms and conditions as set forth in this Lease (the “Expansion Option”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until Tenant elects not to exercise the Expansion Option by written notice to Landlord. Tenant shall pay such monthly installment of the Option Period Fee with Tenant’s monthly payment of Base Rent as set forth herein. In the event Tenant wishes to exercise its Expansion Option during the Option Period, Tenant shall provide Landlord with written notice of its intention to exercise the Expansion Option. Within ten (10) days of Landlord’s after receipt of the Landlord's written notice to respond to the Landlord of Tenant’s 's intent to exercise its right to lease any such space. If Tenant so notified Landlord, the parties shall enter into a new lease for such expansion space within thirty (30) days of the Expansion OptionTenant's receipt from the Landlord of a proposed lease, or amend this Lease to include the expansion space and other applicable rental terms within thirty (30) days of Tenant's receipt from Landlord and of a proposed amendment. If Tenant shall execute fails to respond to the Landlord within such ten (10) day period, or if a lease (or an amendment to this Lease confirming Lease) is not entered into within such thirty (30) day period, then the square footage Tenant's first right of the Premises as expanded and Base Rent as increased, by the Additional Space and including any other such details that Landlord deems reasonably necessary, which do not materially alter the terms of this Lease except as otherwise provided herein. Landlord refusal shall provide Tenant the services set forth in Section 3.1 expire with respect to such space. If Tenant does not exercise its right to lease adjacent space to the Additional SpacePremises on the second floor of the Building or space that becomes available on the first floor of the Building pursuant to the immediately preceding paragraph, and Landlord subsequently offers to lease such space to another party at a net effective rent that is less than the net effective rent initially offered to Tenant, Landlord shall offer to Tenant a right of first refusal to lease such space at the same net effective rent as is being offered to such other party. Tenant shall have 72 hours after receipt of the Landlord's offer to respond to the Landlord of Tenant's intent to exercise its right to lease such space at such base rent. If Tenant so notifies Landlord, the cost parties shall enter into a new lease for such expansion space within thirty (30) days of which shall be borne by the Tenant's receipt from the Landlord of a proposed lease, or amend this Lease to include the expansion space and shall be equal other applicable rental terms within thirty (30) days of Tenant's receipt from Landlord of a proposed amendment. If Tenant fails to respond to the per square footage construction costs for Landlord within such 72 hour period, or if a lease (or an amendment to this Lease) is not entered into within such thirty (30) day period, then the Turnkey Upfit prorated by dividing Tenant's right of refusal shall expire with respect to such per square footage construction costs by a fraction the numerator of which is the number of months remaining in the Term when Tenant exercised its Expansion Option and the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord shall configure the Additional Space so that it has connectivity with the Premises upon Landlord’s delivering the Additional Space to Tenantspace.

Expansion Option. Provided that Tenant A. For purposes of this Rider 3, the area of the Building described on Schedule B attached to this Rider is not in default hereunderhereinafter referred to as the "Expansion Space". Subject to the remaining provisions of this Rider 3, Tenant shall have the option at any time during and the first eighteen (18) months of occupancy right (the “Option Period”"Expansion Option") to expand lease all, but not less than all, of the Rentable Area in the Premises to include approximately 3,000 Expansion Space consisting of 11,055 rentable square feet of additional space that is adjacent to the Premises (the “Additional Space”) on the same terms and conditions as set forth in this Lease (the “Expansion Option”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until Tenant elects not to exercise the Expansion Option by written notice to Landlordfeet. Tenant shall pay such monthly installment of the Option Period Fee with Tenant’s monthly payment of Base Rent as set forth herein. In the event Tenant wishes to exercise its Expansion Option during the Option Period, Tenant shall provide Landlord with written notice of its intention to must exercise the Expansion Option, if at all, by delivering written notice to Landlord (the "Expansion Notice") on or before January 1, 2004. Within ten (10) days of Landlord’s receipt of Tenant’s exercise of If Tenant timely exercises the Expansion OptionOption with regard to the Expansion Space, Landlord and Tenant shall execute will in good faith negotiate and enter into an amendment to this Lease confirming the square footage within thirty (30) days of Tenant's delivery of the Expansion Notice reflecting the addition of the Expansion Space to the Premises with a Commencement Date of December 1, 2004, provided, however, (i) the rate of Base Rent, the amount of Finish Allowance and other allowances shall be based on the then market conditions for comparable office space in comparable buildings in the LBJ/North Dallas market taking into account all relevant factors such as expanded condition and Base Rent as increasedsize of the Expansion Space, by length of term, creditworthiness of Tenant, basis for payment of operating expenses and all other relevant factors (ii) Tenant shall be entitled to four (4) parking spaces for each one thousand (4:1000) rentable square feet of such Expansion Space being added to the Additional Space Premises, of which seventy-two percent (72%) shall be located in the Parking Garage and including any other the remainder shall be located on the surface lot (all such details parking space shall be at no cost to Tenant), and in the event that Landlord deems reasonably necessary, which do not materially alter is unable to timely deliver the terms of this Lease except as otherwise provided herein. Landlord shall provide Tenant the services set forth in Section 3.1 with respect Expansion Space due to the Additional Spaceholding over of the existing tenant thereof, then the cost Commencement Date of which the Expansion Space shall be borne by Landlord and shall be equal to delayed until the per square footage construction costs for date that the Turnkey Upfit prorated by dividing such per square footage construction costs by a fraction the numerator of which Expansion Space is the number of months remaining in the Term when Tenant exercised its Expansion Option and the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord shall configure the Additional Space so that it has connectivity with the Premises upon Landlord’s delivering the Additional Space delivered to Tenant.

Expansion Option. Provided that Tenant is not in default hereunder, Tenant shall have the option at any time during the first eighteen (18) months right of occupancy refusal (the “Option PeriodExpansion Option”) to expand on the Rentable Area second floor of the Building and any other space in the Premises to include approximately 3,000 rentable square feet of additional space Building or on the Land that is adjacent to the Premises or becomes available for rent (the “Additional SpaceExpansion Area”) ). If Landlord receives a bona fide offer, that Landlord is willing to accept for the lease of the Expansion Area or any portion thereof, before entering into a lease on the Expansion Area, Landlord will first offer to lease the Expansion Area to Tenant on the same terms and conditions as set forth in this Lease the bona fide offer. Tenant shall have fifteen (15) days from receipt of notice of the bona fide offer from Landlord (the “Expansion OptionOffer Notice”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until Tenant elects not ) to exercise the Expansion Option by written notice to Landlord. Tenant shall pay such monthly installment of the Option Period Fee with Tenant’s monthly payment of Base Rent as set forth herein. In the event Tenant wishes to exercise its Expansion Option during the Option Period, Tenant shall provide Landlord with written notice of its intention to exercise the Expansion Option. Within ten and fifteen (1015) days of Landlord’s receipt of after the Tenant’s exercise of the Expansion Option, Option to enter into a lease for the Expansion Area. In the event Tenant does not timely respond or a lease is not timely executed by Landlord and Tenant for the Expansion Area, the Expansion Option shall execute an amendment be deemed waived as to this Lease confirming the square footage of the Premises as expanded and Base Rent as increasedthat bona fide offer, by the Additional Space and including any other such details that Landlord deems reasonably necessary, which do not materially alter on the terms of this Lease except as otherwise provided hereinthe bona fide offer. Landlord shall provide may lease the Expansion Area only on the terms of the bona fide offer provided such lease is executed within ninety (90) days of the Offer Notice. If such lease is not executed within ninety (90) days, or if any change in the material terms oldie bona fide offer is contemplated, then Landlord must against submit the proposed terms to Tenant the services as set forth above. In the event Tenant elects to exercise the Expansion Options, Tenant shall accept the Expansion Area “AS IS” and Landlord shall have no obligation to make any alterations or complete any work on the Expansion Area, unless the terms of the bona fide offer included alterations or work on the Expansion Area, in Section 3.1 with respect which ease Landlord shall make alterations or complete work on the Expansion Area up to the Additional Space, the cost of which shall be borne by Landlord and shall be equal to the per square footage construction costs for the Turnkey Upfit prorated by dividing such per square footage construction costs by a fraction the numerator of which is the number of months remaining in the Term when Tenant exercised its Expansion Option and the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord shall configure the Additional Space so that it has connectivity with the Premises upon Landlord’s delivering the Additional Space to Tenantbona fide offer.

Expansion Option. Provided that Tenant is not in default hereunder, Tenant shall have the option at any time during the first eighteen (18) months of occupancy (the “Option PeriodTenant’s Expansion Option”) to expand the Rentable Area Premises in accordance with the provisions of this Section 6(b) to include all remaining space in the Premises to include Building (approximately 3,000 rentable 37,147 square feet of additional space that is adjacent to the Premises (the “Additional Space”Rentable Floor Area) on the same terms and conditions as set forth in this Lease (the “Expansion OptionArea”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until may be exercised by Tenant elects not to exercise the Expansion Option by written notice to Landlord. Landlord (“Tenant’s Expansion Notice”) given at any time, provided, however, that if there are less than three (3) Lease Years left in the Term at the time Landlord is offering to lease any such Expansion Space, unless Tenant shall pay leases five thousand (5,000) square feet or less of such monthly installment Expansion Area, Tenant may lease such Expansion Space only if Tenant has irrevocably exercised the Extension Option set forth in Section 2.4.1 of the Option Period Fee with Lease (as amended by Section 5 hereof) for the Premises so that such Expansion Space shall be leased by Tenant for more than a three (3) year term. The “Estimated Expansion Date” shall be the date four (4) months following the date of Tenant’s monthly payment Expansion Notice. Annual Fixed Rent for the Expansion Area shall be paid in accordance with the terms and conditions of Base Section 2.5 of the Lease at an Annual Fixed Rent rate equal to the Second Amendment Expansion Market Rent with respect to the Expansion Area, except as set forth hereinprovided below. Upon receipt of Tenant’s Expansion Notice, but subject to any existing leases for space in the Building as of the Extension Commencement Date, Landlord shall use its best efforts to relocate any existing tenant located in the Tenant’s Expansion Area to make space available for Tenant to exercise its Expansion Option. In the event that the Premises are expanded in accordance with Section 6(b) hereof, the leasing of the corresponding Expansion Area shall be documented by an amendment to the Lease specifying the area and location of the Premises as expanded, the Annual Fixed Rent rate applicable to such Expansion Area, and the estimated date the Premises are to be expanded hereunder with a provision for establishing the effective date of such expansion based upon actual delivery of such Expansion Area to Tenant wishes pursuant to exercise its the following paragraph. Notwithstanding the foregoing, if Tenant exercises Tenant’s Expansion Option during at any time from and after the first day of the Extension Commencement Date through the last day of the twenty-fourth (24th) month following the Extension Commencement Date, Annual Fixed Rent shall be paid at a rate equal to the rate contained in the Lease on a pro rata basis. If Tenant’s Expansion Option Periodis validly exercised, Landlord shall endeavor in good faith to deliver the Expansion Area on or about the Estimated Expansion Date. If the Expansion Area is not delivered within four (4) months following Tenant’s Expansion Notice (unless such delay is due to the act or omission of Tenant), Tenant shall provide Landlord with have no obligation to accept the Expansion Area, and Tenant’s Expansion Option may be deemed rescinded at Tenant’s option by thirty (30) days advance written notice of its intention to exercise given by Tenant (unless Landlord shall have delivered the Expansion OptionArea within such thirty (30) day period). Within ten Each Expansion Area shall be delivered to Tenant pursuant to the provisions of Article III of the Lease except that Tenant and Landlord obligations thereunder shall apply to such Expansion Area only, the Premises shall be such Expansion Area, the Tenant’s Plans Delivery Deadline shall be thirty (1030) days of following Landlord’s receipt of Tenant’s exercise of Expansion Notice, the Term Commencement Date shall be the Estimated Expansion OptionDate, Landlord and Tenant shall execute an amendment to this Lease confirming the square footage of the Premises as expanded and Base Rent as increased, by the Additional Space and including any other such details that Landlord deems reasonably necessary, which do not materially alter the terms of this Lease except as otherwise provided herein. Landlord shall provide Tenant with an allowance for the services set forth Premises Improvements in Section 3.1 with respect an amount not to the Additional Space, the cost of which shall be borne by Landlord and shall be equal to exceed the per rentable square footage construction costs foot allowance provided for the Turnkey Upfit prorated original Premises multiplied by dividing such per square footage construction costs by a fraction the numerator of which is the number of months remaining in the Term when Tenant exercised its at the Estimated Expansion Option Date, and divided by the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord’s failure to deliver, or delay in delivering, all or any part of the Expansion Area on the Estimated Expansion Date, as applicable, for any reason, shall not give rise to any liability of Landlord, shall not alter Tenant’s obligation to accept such space when delivered, shall not constitute a default of Landlord, and shall not affect the validity of the Lease, as amended hereby; provided that Tenant shall have the rescission right as stated in the second sentence of this paragraph, notwithstanding any provisions of Article III of the Lease to the contrary. Landlord covenants that it will not enter into any lease for the Building or the 701 Building containing the right of a tenant thereunder to expand its leased pren1ises into the Expansion Area unless Tenant’s Expansion Option has expired or has been waived by Tenant. Landlord shall configure not grant, at any time, for both the Additional Space so that it has connectivity Building and the 701 Building additional extension options for other tenants located in those buildings. If a tenant in the Building or the 701 Building fails to timely and properly respond to any notice by Landlord with respect to extending its lease, such space shall be made available to Tenant in accordance with the Premises upon Landlordterms of Section 6(a) hereof within six (6) Business Days of the expiration of such tenant’s delivering the Additional Space to Tenantextension rights under such tenant’s lease.

Expansion Option. Provided that (a) At all times during the Lease Term, so long as no Default on the part of Tenant is not in default hereunderthen exists, Tenant shall have the option at any time during the first eighteen (18) months to construct a maximum of occupancy (the “Option Period”) to expand the Rentable Area in the Premises to include approximately 3,000 rentable an additional 150,000 square feet of additional space that is adjacent foot expansion to the Leased Premises (the “Additional "Expansion Space”".) on the same terms The Expansion Space shall be located at a location as reasonably required by Tenant and conditions as set forth in this Lease (the “Expansion Option”). Landlord shall not market the Additional Space during the Option Period in exchange for Tenant’s paying to Landlord the annual sum of $7.00 per rentable square foot of area in the Additional Space (the “Option Period Fee”), otherwise complying with such sum to be paid in equal monthly installments for each month of the Option Period in which Tenant has not exercised its Expansion Option or until Tenant elects not to exercise the Expansion Option by written notice to Landlordall applicable municipal requirements. Tenant shall pay such monthly installment deliver to Landlord preliminary plans and specifications for the Expansion Space together with Tenant's notice of the Option Period Fee with Tenant’s monthly payment of Base Rent as set forth herein. In the event Tenant wishes to exercise its Expansion Option during the Option Period, Tenant shall provide Landlord with written notice of its intention to exercise the Expansion Option. Within ten (10) days of Landlord’s receipt of Tenant’s exercise of the Expansion Option. In the event that the Expansion Space shall be a free-standing building, Landlord shall have no obligation to provide a bid to construct same. In the event that the Expansion Space shall be attached to the Building, Landlord shall be obligated to issue a proposal to construct same at a bid price which shall be competitive to other similar institutional quality industrial construction projects in the Jackson County, Georgia area, with such proposal to include x xxxxx term and the costs to provide the Expansion Space as requested by Tenant. Tenant, at its option, may accept Landlord's bid or contract with a third party to construct the Expansion Space. In the event that Tenant accepts Landlord's bid, the Lease shall execute an amendment be amended to this reflect all relevant and appropriate terms and conditions prior to any work on the Expansion Space being performed or commenced, and the Lease confirming the square footage Term for all of the Leased Premises shall be extended so that it expires ten (10) years after the date Base Rent is first due for the Expansion Space (which shall have the same ten (10) year Lease Term). The Base Rent for the Expansion Space shall reflect current market conditions, and the Lease amendment shall reflect such other relevant terms and conditions as expanded are specified in Landlord's proposal and agreed upon by Landlord and Tenant. This extension associated with Expansion Space shall not be one of the Extensions provided to Tenant under Section 2.05, and Base Rent as increaseddue from Tenant for the Leased Premises leased originally hereunder shall increase by two percent (2%) per annum for the period that the Lease Term is extended under this Section 2.06, by on each anniversary of the Additional Commencement Date. In the event that Landlord does not construct the Expansion Space and including any other such details that Landlord deems reasonably necessary, which do not materially alter expends no funds in connection with the terms of this Lease except as otherwise provided herein. Landlord shall provide Tenant the services set forth in Section 3.1 with respect to the Additional Expansion Space, the cost of which no additional Base Rent shall be borne by due Landlord and shall be equal to the per square footage construction costs for the Turnkey Upfit prorated by dividing as a consequence of such per square footage construction costs by a fraction the numerator of which is the number of months remaining in the Term when Tenant exercised its Expansion Option and the denominator of which shall be sixty-five (65) (number of months in the Term). Landlord shall configure the Additional Space so that it has connectivity with the Premises upon Landlord’s delivering the Additional Space to Tenantconstruction.