Common use of Extension Period Clause in Contracts

Extension Period. (i) Provided Tenant is not in default beyond the expiration of any applicable notice and cure period at the time of the exercise of the applicable Extension Option or thereafter (through and including the commencement date of the applicable Extension Period as herein defined), and provided that this Lease shall not theretofore have been terminated, Tenant shall have two (2) options (the "Extension Options") to extend the Expiration Date of the Lease Term, each for a period of five (5) consecutive years (individually, the "First Extension Period" and the "Second Extension Period", and collectively the "Extension Periods"), the First Extension Period commencing on the thirteenth (13th) anniversary of the Commencement Date and ending on the day preceding the eighteenth (18th) anniversary of the Commencement Date, and the Second Extension Period commencing on the eighteenth (18th) anniversary of the Commencement Date and ending on the day preceding the twenty-third (23rd) anniversary of the Commencement Date, subject to adjustment pursuant to the terms hereof. The Extension Periods shall be upon the same terms and conditions contained herein except that (A) the Rent payable in the Extension Periods shall be adjusted to equal one hundred percent (100%) of the then-prevailing fair market rental rate for the Premises (the "New Rental Rate"), and shall thereafter be subject to adjustment as provided in Section 3(B) hereof, (B) Tenant shall have the right to adjust the size of the Premises in accordance with Section 2(B)(ix) hereof, (C) Tenant shall have no option to extend the Expiration Date of the Lease Term beyond the last day of the Second Extension Period, and (D) Tenant shall have no right to exercise the Extension Option for the Second Extension Period unless Tenant has properly exercised the Extension Option for the First Extension Period.

Appears in 2 contracts

Samples: Deed of Lease (American Management Systems Inc), Deed of Lease (American Management Systems Inc)

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Extension Period. Subject to clause 6.9 of the Agreement, by no later than seven (i7) Provided Tenant is not months prior to the end of Development Year 19, provided the Agreement remains in default beyond full force and effect and Master Franchisee has issued the expiration Extension Notice, the Parties will meet and use commercially reasonable efforts to agree upon a development plan for the Extension Period. During the Extension Period, Master Franchisee will develop, build and operate, or license Franchisees to develop, build and operate, the number of any applicable notice Restaurants agreed upon by the Parties. If the Parties fail to reach agreement with respect to the number of Restaurants to be developed by Master Franchisees during the Extension Period prior to the commencement of the Extension Period, then the number of Restaurants open and cure period operating at the time end of each Development Year during the exercise of the applicable Extension Option or thereafter (through and including the commencement date of the applicable Extension Period must increase (net of closures) as herein definedcompared to the prior Development Year by a minimum of [****] Restaurants (each, an “Extension Period Target”), and provided that this Lease shall not theretofore have been terminated, Tenant shall have two . CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 3 Territory Map [****] CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 4 Trademarks REGISTERED TRADEMARKS: CHINA Trademark Status Application Number Application Date Registration Number Registration Date Class BX XXX SI (POPEYES in Chinese) Registered 45170467 04/03/2020 45170467 11/14/2020 43 BX XXX SI (POPEYES in Chinese) Registered 45143379 04/03/2020 45143379 08/21/2021 35 BX XXX SI (POPEYES in Chinese) Registered 50076150 09/25/2020 50076150 12/14/2021 35 BX XXX SI (POPEYES in Chinese) Registered 49822654 09/17/2020 49822654 06/21/2022 30 POPEYES Registered 93092432 09/29/1993 776871 01/28/1995 42 POPEYES Registered 16747981 04/20/2015 16747981 09/07/2016 29 POPEYES Registered 29535240 03/12/2018 29535240 07/21/2021 43 POPEYES Registered 37601383 04/18/2019 37601383 07/21/2022 43 POPEYES Registered 50039910 09/25/2020 50039910 08/14/2022 43 POPEYES (Stylized Standing Letters) Registered 45309347 04/10/2020 45309347 03/21/2022 43 POPEYES BX XXX SI (English & Chinese) Registered 56358667 05/25/2021 56358667 03/14/2022 43 POPEYES in Chinese (2 character mxxx) Registered 919293 12/21/1996 919293 12/21/1996 29 POPEYES in Chinese (2 character mxxx) Registered 95029456 03/21/1995 931831 01/14/1997 42 POPEYES in Chinese (3 character mxxx) Registered 960096471 08/23/1996 1091140 08/28/1997 29 POPEYES in Chinese (3 character mxxx) Registered 32700154 08/06/2018 32700154 04/14/2019 43 Poppy Standing Design Registered 56641238 06/03/2021 56641238 08/07/2022 43 Poppy Standing Design Registered 50791055 10/28/2020 50791055 08/14/2022 43 CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 4A CORE MARKS POPEYES Registered 93092432 09/29/1993 776871 01/28/1995 42 POPEYES Registered 16747981 04/20/2015 16747981 09/07/2016 29 POPEYES Registered 29535240 03/12/2018 29535240 07/21/2021 43 POPEYES Registered 37601383 04/18/2019 37601383 07/21/2022 43 POPEYES Registered 50039910 09/25/2020 50039910 08/14/2022 43 CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 5 Permitted Existing Businesses Tim Hortons CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 6 Core Menu Items · Mild Bone-in Chicken · Spicy Bone-in Chicken · Mild Chicken Sandwich · Spicy Chicken Sandwich · Cajun Fries · Additional Sides (2) options · Chicken Tenders · Chicken Nuggets · Seafood Offering (the "Extension Options"1) to extend the Expiration Date of the Lease Term, each for a period of five · At least 3 dipping sauces · Desserts (52) consecutive years (individually, the "First Extension Period" and the "Second Extension Period", and collectively the "Extension Periods"), the First Extension Period commencing on the thirteenth (13thCERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) anniversary of the Commencement Date and ending on the day preceding the eighteenth (18th) anniversary of the Commencement Date, and the Second Extension Period commencing on the eighteenth (18th) anniversary of the Commencement Date and ending on the day preceding the twentyOF REGULATION S-third (23rd) anniversary of the Commencement Date, subject to adjustment pursuant to the terms hereofK. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. The Extension Periods shall be upon the same terms and conditions contained herein except that (A) the Rent payable in the Extension Periods shall be adjusted to equal one hundred percent (100%) of the then-prevailing fair market rental rate for the Premises (the "New Rental Rate"), and shall thereafter be subject to adjustment as provided in Section 3(B) hereof, (B) Tenant shall have the right to adjust the size of the Premises in accordance with Section 2(B)(ix) hereof, (C) Tenant shall have no option to extend the Expiration Date of the Lease Term beyond the last day of the Second Extension Period, and (D) Tenant shall have no right to exercise the Extension Option for the Second Extension Period unless Tenant has properly exercised the Extension Option for the First Extension Period.SCHEDULE 7

Appears in 2 contracts

Samples: Share Purchase Agreement (TH International LTD), Share Purchase Agreement (TH International LTD)

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Extension Period. Subject to clause 6.9 of the Agreement, by no later than seven (i7) Provided Tenant is not months prior to the end of Development Year 19, provided the Agreement remains in default beyond full force and effect and Master Franchisee has issued the expiration Extension Notice, the Parties will meet and use commercially reasonable efforts to agree upon a development plan for the Extension Period. During the Extension Period, Master Franchisee will develop, build and operate, or license Franchisees to develop, build and operate, the number of any applicable notice Restaurants agreed upon by the Parties. If the Parties fail to reach agreement with respect to the number of Restaurants to be developed by Master Franchisees during the Extension Period prior to the commencement of the Extension Period, then the number of Restaurants open and cure period operating at the time end of each Development Year during the exercise of the applicable Extension Option or thereafter (through and including the commencement date of the applicable Extension Period must increase (net of closures) as herein definedcompared to the prior Development Year by a minimum of [****] Restaurants (each, an “Extension Period Target”), and provided that this Lease shall not theretofore have been terminated, Tenant shall have two . ​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. SCHEDULE 3 Territory Map ​ [****] ​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. ​ SCHEDULE 4 Trademarks ​ REGISTERED TRADEMARKS: CHINA ​ ​ ​ ​ ​ ​ ​ ​ Trademark Status Application Number Application Date Registration Number Registration Date Class XX XXX SI (POPEYES in Chinese) Registered 45170467 04/03/2020 45170467 11/14/2020 43 XX XXX SI (POPEYES in Chinese) Registered 45143379 04/03/2020 45143379 08/21/2021 35 XX XXX SI (POPEYES in Chinese) Registered 50076150 09/25/2020 50076150 12/14/2021 35 XX XXX SI (POPEYES in Chinese) Registered 49822654 09/17/2020 49822654 06/21/2022 30 POPEYES Registered 93092432 09/29/1993 776871 01/28/1995 42 POPEYES Registered 16747981 04/20/2015 16747981 09/07/2016 29 POPEYES Registered 29535240 03/12/2018 29535240 07/21/2021 43 POPEYES Registered 37601383 04/18/2019 37601383 07/21/2022 43 POPEYES Registered 50039910 09/25/2020 50039910 08/14/2022 43 POPEYES (Stylized Standing Letters) Registered 45309347 04/10/2020 45309347 03/21/2022 43 POPEYES XX XXX SI (English & Chinese) Registered 56358667 05/25/2021 56358667 03/14/2022 43 POPEYES in Chinese (2 character xxxx) Registered 919293 12/21/1996 919293 12/21/1996 29 POPEYES in Chinese (2 character xxxx) Registered 95029456 03/21/1995 931831 01/14/1997 42 POPEYES in Chinese (3 character xxxx) Registered 960096471 08/23/1996 1091140 08/28/1997 29 POPEYES in Chinese (3 character xxxx) Registered 32700154 08/06/2018 32700154 04/14/2019 43 Poppy Standing Design Registered 56641238 06/03/2021 56641238 08/07/2022 43 Poppy Standing Design Registered 50791055 10/28/2020 50791055 08/14/2022 43 ​ ​ ​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. ​ SCHEDULE 4A CORE MARKS ​ POPEYES Registered 93092432 09/29/1993 776871 01/28/1995 42 POPEYES Registered 16747981 04/20/2015 16747981 09/07/2016 29 POPEYES Registered 29535240 03/12/2018 29535240 07/21/2021 43 POPEYES Registered 37601383 04/18/2019 37601383 07/21/2022 43 POPEYES Registered 50039910 09/25/2020 50039910 08/14/2022 43 ​ ​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. ​ SCHEDULE 5 Permitted Existing Businesses ​ Tim Hortons ​ ​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) OF REGULATION S-K. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. ​ SCHEDULE 6 Core Menu Items ​ · Mild Bone-in Chicken · Spicy Bone-in Chicken · Mild Chicken Sandwich · Spicy Chicken Sandwich · Cajun Fries · Additional Sides (2) options · Chicken Tenders · Chicken Nuggets · Seafood Offering (the "Extension Options"1) to extend the Expiration Date of the Lease Term, each for a period of five · At least 3 dipping sauces · Desserts (52) consecutive years (individually, the "First Extension Period" and the "Second Extension Period", and collectively the "Extension Periods"), the First Extension Period commencing on the thirteenth (13th​ ​ CERTAIN PORTIONS OF THE EXHIBIT THAT ARE NOT MATERIAL AND IS THE TYPE OF INFORMATION THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL HAVE BEEN REDACTED PURSUANT TO ITEM 601(b)(10)(iv) anniversary of the Commencement Date and ending on the day preceding the eighteenth (18th) anniversary of the Commencement Date, and the Second Extension Period commencing on the eighteenth (18th) anniversary of the Commencement Date and ending on the day preceding the twentyOF REGULATION S-third (23rd) anniversary of the Commencement Date, subject to adjustment pursuant to the terms hereofK. [****] INDICATES THAT INFORMATION HAS BEEN REDACTED. The Extension Periods shall be upon the same terms and conditions contained herein except that (A) the Rent payable in the Extension Periods shall be adjusted to equal one hundred percent (100%) of the then-prevailing fair market rental rate for the Premises (the "New Rental Rate"), and shall thereafter be subject to adjustment as provided in Section 3(B) hereof, (B) Tenant shall have the right to adjust the size of the Premises in accordance with Section 2(B)(ix) hereof, (C) Tenant shall have no option to extend the Expiration Date of the Lease Term beyond the last day of the Second Extension Period, and (D) Tenant shall have no right to exercise the Extension Option for the Second Extension Period unless Tenant has properly exercised the Extension Option for the First Extension Period.SCHEDULE 7

Appears in 1 contract

Samples: Master Development Agreement (TH International LTD)

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