Common use of Expansion Rights Clause in Contracts

Expansion Rights. Lessee shall have a continuous and ongoing right of first refusal to lease any contiguous space in the Building that should become available over the Lease term (“Expansion Space”). Lessor shall notify Lessee if Lessor receives a bona fide offer from a third party to lease any Expansion Space. Lessee shall then have ten (10) days after receipt of such notice to elect to lease the Expansion Space. If Lessee does not indicate in writing its agreement to lease the Expansion Space on the terms contained in Lessor’s notice within said ten (10) day period, the Lessor thereafter shall have the right to lease the Expansion Space to a third party terms consistent with fair market rate for comparable office/lab space. If Lessor does not lease the Expansion Space within ninety (90) days after the expiration of said ten (10) business day period, any further transaction shall be deemed a new determination by Lessor to lease the Expansion Space and the provisions of this paragraph shall again be applicable. Lessee’s rejection of any particular offer shall not relieve Lessor of its obligation to again offer any Expansion Space to Lessee at any time that the Expansion Space subsequently becomes available. In the event Lessee’s expansion needs cannot be accommodated within the Building, Lessee shall have the right to relocate anywhere within the Lessor’s local portfolio. In such event, a new five (5) year lease term would be entered into on the same terms and conditions as set forth in this Lease.

Expansion Rights. Lessee shall have a continuous and (a) Tenant is hereby granted the ongoing right of first refusal offer to lease any contiguous space in Building X or in Building IX (the Building that should become available over "Expansion Space") throughout the Lease term and any renewal thereof, provided that such Expansion Space within Building X shall have first been leased by another tenant, and Expansion Space within Building IX which is (“i) not currently leased as of the date hereof shall have first been relet to another tenant, and/or (ii) currently leased as of the date hereof and thereafter becomes available for lease to other tenants from time to time, subject to the following terms and conditions: Landlord shall give Tenant written notice ("Landlord's Notice") that such Expansion Space”). Lessor shall notify Lessee if Lessor receives a bona fide offer from Space has become available for lease by Tenant prior to any agreement with a third party to lease any such Expansion Space. Lessee Tenant shall then have ten (10) 10 business days after receipt of Landlord's Notice to notify Landlord of its election to lease such Expansion Space at 100% of Fair Market Rental Value (as hereinabove defined and determined in accordance with Section 11 hereof), inclusive of a new Operating Costs base year. In determining Fair Market Rental Value adjustments shall be made for all then applicable market conditions and transaction expenses normally incurred by landlords for comparable office space which are not incurred by Landlord in connection with the Expansion Space, and there shall be no minimum base rental floor or maximum base rental ceiling in calculating the Fair Market Rental Value of the Expansion Space. If Tenant gives Landlord timely notice to elect of its election to lease the Expansion Space, the parties shall promptly enter into another amendment to the Lease setting forth all pertinent terms and conditions of the lease of the Expansion Space, which shall be the same as the terms of the Lease for the Additional Premises as set forth in this Agreement, except for the Base Rental Rate as hereinabove determined, the Lease Commencement Date, Tenant's Proportionate Share and the like. If Lessee Tenant does not indicate in writing its agreement notify Landlord of Tenant's election to lease the Expansion Space on the terms contained in Lessor’s notice within said ten (10) day periodbusiness days following receipt of Landlord's Notice, the Lessor thereafter Landlord shall have the right and option to lease the Expansion Space to a any third party terms consistent with fair market rate for comparable office/lab space. If Lessor does not lease the Expansion Space within ninety (90) days after the expiration of said ten (10) business day period, any further transaction shall be deemed a new determination by Lessor to lease the Expansion Space or parties at such rentals and the provisions of this paragraph shall again be applicable. Lessee’s rejection of any particular offer shall not relieve Lessor of its obligation to again offer any Expansion Space to Lessee at any time that the Expansion Space subsequently becomes available. In the event Lessee’s expansion needs cannot be accommodated within the Building, Lessee shall have the right to relocate anywhere within the Lessor’s local portfolio. In under such event, a new five (5) year lease term would be entered into on the same terms and conditions as set forth in this LeaseLandlord and the third party or parties may agree.

Expansion Rights. Lessee (a) If any tenant under a Lease exercises its option as presently set forth in its lease to lease additional land and/or improvements (the “Expansion Land” and the portion of each of such Properties excluding the Expansion Land is hereinafter the “Remaining Property”) presently constituting a portion of any of those Properties designated on Exhibit A hereto as IL1970335 (GATX/IL) (collectively, the “Expansion Properties”) and to have Borrower construct thereon additional improvements (such improvements being hereinafter referred to as the “Expansion Improvements”, and the Expansion Land and the Expansion Improvements being hereinafter referred to as the “Expansion Premises”), Borrower shall have a continuous and ongoing right of first refusal to lease any contiguous space in the Building that should become available over the Lease term (“Expansion Space”). Lessor shall notify Lessee if Lessor receives a bona fide offer from a third party to lease any Expansion Space. Lessee shall then have ten (10) days after receipt of such right, exercised by written notice to elect Lenders, to lease have the Expansion Space. If Lessee does not indicate Premises considered Substitute Properties and to have Properties designated by Borrower released from the Property Pool as if such Properties were Replaced Properties (subject to the limitations, exceptions and conditions set forth below in writing its agreement to lease this Section 2.15(a) and Section 2.12 above) provided (i) no Event of Default exists as of the date of the Substitution, (ii) the Expansion Space on Improvements have been completed as evidenced by a certificate of occupancy reasonably acceptable to Lenders, (iii) the terms contained Expansion Improvements have been accepted and occupied by the tenant thereof, (iv) commencement of rent payments by the tenant (after the expiration of any free rent, credit or grace period) has occurred, (v) Lenders have received an estoppel certificate from the tenant thereof in Lessor’s notice within said ten form and substance reasonably acceptable to Lenders, (10vi) day periodtitle to the Expansion Improvements shall be vested in Borrower, (vii) Borrower delivers to Lenders title insurance endorsements or other evidence reasonably acceptable to Lenders that all mechanics and materialmen have been paid in connection with the Lessor thereafter construction and that no mechanics’ liens exist with respect to the Expansion Premises and (viii) Lenders shall have received a Rating Confirmation in respect of the Substitution involving the Expansion Premises. Borrower shall have the right to lease exercise the option granted in this Section with respect to the Expansion Space Premises of one or more tenants in a single Substitution; provided, however, that all Substitutions under this Section shall reduce the number of remaining Substitutions available to a third party terms consistent with fair market rate for comparable office/lab spaceBorrower accordingly. If Lessor does not lease the Expansion Space within ninety (90) days after the expiration of said ten (10) business day period, any further transaction shall be deemed a new determination by Lessor to lease the Expansion Space and the provisions of this paragraph shall again be applicable. Lessee’s rejection of any particular offer shall not relieve Lessor of its obligation to again offer any Expansion Space to Lessee at any time that the Expansion Space subsequently becomes available. In the event Lessee’s expansion needs cannot be accommodated within the Building, Lessee shall have the right to relocate anywhere within the Lessor’s local portfolio. In such event, a new five (5) year lease term would be entered into on the same The terms and conditions as for Substitution set forth in this LeaseSection 2.12 hereof shall apply with respect to Substitutions applicable to Expansion Premises. Determination of NOI and FMV, and the allocation thereof as between the Expansion Premises and the balance of the Property of which the Expansion Premises are a part, shall be made by Lenders exercising reasonable discretion.

Expansion Rights. Lessee shall have a continuous and ongoing right If Tenant performs all of first refusal to lease any contiguous space in the Building that should become available over the Lease term (“Expansion Space”). Lessor shall notify Lessee if Lessor receives a bona fide offer from a third party to lease any Expansion Space. Lessee shall then have ten (10) days after receipt of such notice to elect to lease the Expansion Space. If Lessee does not indicate in writing its agreement to lease the Expansion Space on the terms contained in Lessor’s notice within said ten (10) day periodand conditions of this Lease, the Lessor thereafter Tenant shall have the right to lease the Expansion Space, more particularly described in ITEM 6(C) OF THE BASIC LEASE PROVISIONS, on or about the Delivery Date (defined below) at the Prevailing Market Rate (as defined below). At least six (6) months prior to the Expansion Date, set forth in ITEM 6(C) OF THE BASIC LEASE PROVISIONS, Landlord shall notify Tenant (i) the date such Expansion Space will be delivered to a third party terms consistent with fair market rate for comparable office/lab spaceTenant, which may be six (6) months before or after the Expansion Date ("DELIVERY DATE"), (ii) the size of the Expansion Space, which may be plus or minus twenty percent (20%), and (iii) the location and configuration of the Expansion Space, all of which shall be determined in Landlord's sole discretion. If Lessor does not lease Tenant shall be deemed to have waived its rights under this ARTICLE 1.03, unless Tenant notifies Landlord in writing of Tenant's election to exercise this expansion option and executes Landlord's standard form amendment adding the Expansion Space within ninety (90) days after to the expiration of said ten (10) business day periodPremises at the Prevailing Market Rate, any further transaction which notice and amendment shall be deemed executed and delivered to Landlord not more than nine (9) months and not less than six (6) months prior to the Expansion Option Date. Unless the cost thereof is reflected in the Prevailing Market Rate, all Expansion Space shall be delivered and accepted in an "AS-IS" condition, no lease inducements (such as rent abatement or refurbishment allowances) shall be provided with respect to the Expansion Space, and the terms and conditions of Landlord's then standard form lease shall apply to the Expansion Space. The Expansion Space shall constitute a new determination by Lessor to lease portion of the Premises for all purposes and the Rent for the Expansion Space and shall be equal to the provisions then Prevailing Market Rate determined as of this paragraph shall again be applicable. Lessee’s rejection of any particular offer shall not relieve Lessor of its obligation to again offer any Expansion Space to Lessee at any time that the Expansion Space subsequently becomes available. In the event Lessee’s expansion needs cannot be accommodated within the Building, Lessee shall have the right to relocate anywhere within the Lessor’s local portfolio. In such event, a new five (5) year lease term would be entered into on the same terms and conditions as set forth in this LeaseDelivery Date.