First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied: (a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option; (b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term; (c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date; (d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement; (e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and (f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses.
Appears in 1 contract
First Extension Option. Borrower Tenant shall have the right option to extend the Initial Maturity Date to the First Extended Maturity Date this Lease (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as ) for one additional term of five (5) years (the “First Extension TermPeriod”), provided that all of upon the following requirements are satisfiedterms and conditions hereinafter set forth:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety If the First Extension Option is exercised, then the Base Rent per annum for such First Extension Period (90the “First Option Rent”) days and not less than thirty (30) days prior shall be an amount equal to the Initial Maturity Date advising that Borrower is exercising Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the First Extension Option for such First Extension Period.
(b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Section 51.1(b).
(i) If Tenant wishes to exercise the First Extension Option;
, Tenant must, on or before the date occurring twelve (b12) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as months before the expiration of the initial Term (but not before the date Borrower exercises that is fifteen (15) months before the expiration of the initial Term), exercise the First Extension Option by delivering written notice (the “First Exercise Notice”) to Landlord. If Tenant timely and as properly exercises its First Extension Option, the Term shall be extended for the First Extension Period upon all of the commencement date terms and conditions set forth in the Lease, as amended, except that the Base Rent for the First Extension Period shall be as provided in Section 51.1(a) and Tenant shall have no further options to extend the Term except for the Second Extension Option.
(ii) If Tenant fails to deliver a timely First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option..
(c) It is understood and agreed that the First Extension Option hereby granted is personal to the initially named Tenant and is not transferable except to a Permitted Transferee in connection with an assignment of Tenant’s entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Permitted Transferee), the First Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant’s exercise of the First Extension Term;
Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (ci) If an Event of Default by Tenant remains uncured at the Interest Rate Cap Agreement is scheduled to mature prior to time of delivery of the First Extended Maturity Date, Borrower shall obtain, deliver and assign Exercise Notice or at the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day commencement of the First Extension TermPeriod, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower Tenant shall have extended reduced the term size of the Mortgage Loan, if Premises below the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms size of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred initial Premises by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenseswritten agreement with Landlord.
Appears in 1 contract
First Extension Option. Borrower Tenant shall have the right option to extend the Initial Maturity Date to the First Extended Maturity Date this Lease (the “"First Extension Option”; and ") for one additional term of five (5) years (the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “"First Extension Term”Period"), provided that all of upon the following requirements are satisfiedterms and conditions hereinafter set forth:
(a) Borrower delivers written irrevocable notice If the First Extension Option is exercised, then the Basic Annual Rent per annum for such First Extension Period (the "First Option Rent") shall be equal to Lender not more than ninety 95% of the Fair Market Rental Value (90as defined hereinafter) days and not for the Premises as of the commencement of the First Extension Option for such First Extension Period; provided, however, that the First Option Rent shall in no event be less than thirty (30) days the Basic Annual Rent scheduled to be paid during the year immediately prior to the Initial Maturity Date advising that Borrower is exercising commencement of the First Extension Period.
(b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 41.1(b).
(i) If Tenant wishes to exercise the First Extension Option;
, Tenant must, on or before the date occurring six (b6) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as months before the expiration of the Second Extension Term (but not before the date Borrower exercises that is nine (9) months before the expiration of the Second Extension Term), exercise the First Extension Option by delivering written notice (the "First Exercise Notice") to Landlord. If Tenant timely and as properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the commencement date terms and conditions set forth in the Lease, as amended, except that the rent for the First Extension Period shall be as provided in subsection 41.1(a) and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option.
(ii) If Tenant fails to deliver a timely First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option.
(c) It is understood and agreed that the First Extension Option hereby granted is personal to Tenant and is not transferable except in connection with a Permitted Assignment. In the event of any assignment of the Lease (other than a Permitted Assignment) or subletting (other than a Permitted Sublease) of the Premises or any part thereof, the First Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant's exercise of the First Extension Term;
(c) If Option shall, if Landlord so elects in its absolute discretion, be ineffective in the Interest Rate Cap Agreement is scheduled to mature prior to event that a Default by Tenant remains uncured at the time of delivery of the First Extended Maturity Date, Borrower shall obtain, deliver and assign Exercise Notice or at the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day commencement of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expensesPeriod.
Appears in 1 contract
Sources: Lease (Celera CORP)
First Extension Option. Borrower shall have the right and option to extend the Initial Original Maturity Date to a date ending upon the expiration of the First Extended Maturity Date Extension Period (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “). The First Extension Term”), provided that Option shall be granted to Borrower only if all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and conditions have been simultaneously satisfied as of the commencement date of the First Extension Term;Period (unless an earlier date is specified hereinbelow):
(ci) If the Interest Rate Cap Agreement is scheduled receipt by Bank of a written request of B▇▇▇▇▇▇▇ (“Extension Request”) given to mature Bank not less than forty-five (45) days prior to the First Extended Original Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender Date but not later more than one ninety (190) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal days prior to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Original Maturity Date;
(dii) Borrower’s satisfaction of all those requirements contained in Section 5.1 hereof has occurred;
(iii) payment to Bank in cash, of the Extension Fee; provided, however at the time of the First Extension Option, Borrower may elect by written notice to Bank to curtail any un- advanced portion of the Loan Amount and in such event, the Extension Fee shall be computed only on the outstanding principal balance due under the Note;
(iv) no Event of Default shall have occurred and be then existing;
(v) no Material Adverse Change shall have occurred;
(vi) receipt by Bank (at Borrower’s sole cost and expense) in form and substance acceptable to Bank dated within thirty (30) days of the Original Maturity Date of an appraisal evidencing an Appraised Value resulting in a Loan-to-Value Ratio less than or equal to sixty percent (60%); provided that, in the event such Loan-to-Value Ratio requirement is not satisfied, Borrower shall have the option to pay down the outstanding principal balance due under the Note, in such an amount as is necessary to satisfy such Loan- to-Value Ratio requirement;
(vii) to the extent Bank shall have reasonably determined that any of the Accounts are then currently underfunded in Bank’s reasonable discretion, then Borrower shall have effectuated additional deposits into such Accounts to satisfy such concern;
(viii) Borrower shall have extended provided Bank with written evidence reasonably satisfactory to Bank that the term of Debt Service Coverage Ratio shall then equal or exceed 1.40x; provided that, in the Mortgage Loanevent such Debt Service Coverage Ratio requirement is not satisfied, if Borrower shall have the Mortgage Loan option to pay down the outstanding principal balance due under the amount, in such an amount as is still outstanding, necessary to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;satisfy such Debt Service Coverage Ratio requirement.
(eix) at Bank’s election, Bank shall have received an updated title report from the Title Company showing the Security Instrument as a prior and paramount lien on the Premises, that title to the Land is vested in Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms that no claim for mechanics’ or materialmen’s liens then encumber the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations)Premises; and
(fx) Borrower reimburses Lender for shall have paid all reasonable costs and expenses reasonably incurred by Lender Bank in processing the extension requestconnection with such extension, including, including without limitation, reasonable underwriting, title and legal fees and expensescosts.
Appears in 1 contract
Sources: Loan Agreement (VictoryBase Corp)
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising If Tenant exercises the First Extension Option;
(b) No Default, Mortgage Loan Defaultthen all terms and conditions of this Lease shall be applicable to such First Extension Option, Event of Default or Mortgage Loan Event of Default exists except that the Base Rent for the First Extension Option shall be increased by the increase in the CPI-U, as hereinafter defined, from the date of the commencement of the Extended Term to the date Borrower exercises of the expiration of said Extended Term. The CPI-U shall be defined as the Consumer Price Index seasonally adjusted U.S. City Average for all Items for all Urban Consumers published in the "Monthly Labor Review" of the Bureau of Labor and Statistics of the United States Department of Labor (the "CPI-U"). When the percentage increase in the CPI-U has been determined for such period, the Base Rent for the Extension Term shall be multiplied by that figure and the product shall be added to the Base Rent payable during the Extended Term. That sum will constitute the Base Rent payable for the First Extension Option. In no event, however, shall the Base Rent be less than the Base Rent paid during the preceding Lease Term or greater than Three Dollars and 19/100 ($3.19) per square foot annually. Landlord shall notify Tenant in writing of the increase in the Base Rent within a reasonable time after the applicable CPI-U figures become publicly available (the "Rental Notice"). The Rental Notice may be delivered to Tenant after the commencement of the First Extension Option and as of Tenant shall continue to pay Base Rent in the commencement date of amount payable during the First Extension Term;
(c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding Term until the first day of the month following Tenant's receipt of such Rental Notice. Within ten (10) days following receipt of the Rental Notice, Tenant shall pay Landlord the accrued rental adjustment for the months elapsed between the commencement of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on Term and the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term month following receipt of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expensesRental Notice.
Appears in 1 contract
Sources: Industrial Real Estate Lease (Sportsmans Guide Inc)
First Extension Option. Borrower Tenant shall have the right option to extend the Initial Maturity Date to the First Extended Maturity Date this Lease (the “"First Extension Option”; and ") for one additional term of three (3) years (the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “"First Extension Term”Period"), provided that all of upon the following requirements are satisfiedterms and conditions hereinafter set forth:
(a) Borrower delivers written irrevocable notice If the First Extension Option is exercised, then the Base Rent per annum for such First Extension Period (the "First Option Rent") shall be the Fair Market Rental Value (as defined hereinafter) for the Premises (or if Tenant elects a Partial Renewal pursuant to Lender not more than ninety Section 51.5, the Renewal Space) as of the commencement of the First Extension Option for such First Extension Period.
(90b) days The First Extension Option must be exercised by Tenant, if at all, only at the time and not less than thirty in the manner provided in this subsection 51.1(b).
(30i) days prior If Tenant wishes to the Initial Maturity Date advising that Borrower is exercising exercise the First Extension Option;
, Tenant must, on or before the date occurring nine (b9) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as months before the expiration of the initial Lease Term (but not before the date Borrower exercises that is twelve (12) months before the expiration of the Initial Lease Term), exercise the First Extension Option by delivering written notice (the "First Exercise Notice") to Landlord. If Tenant timely and as properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the commencement date terms and conditions set forth in the Lease, as amended, except that the rent for the First Extension Period shall be as provided in subsection 51.1(a) and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option.
(ii) If Tenant fails to deliver a timely First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option.
(c) It is understood and agreed that the First Extension Option hereby granted is personal to Tenant and is not transferable except to Permitted Transferee in connection with an assignment of Tenant's entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Permitted Transferee), the First Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant's exercise of the First Extension Term;
(c) If Option shall, if Landlord so elects in its absolute discretion, be ineffective in the Interest Rate Cap Agreement is scheduled to mature prior to event that Monetary Default by Tenant remains uncured at the time of delivery of the First Extended Maturity Date, Borrower shall obtain, deliver and assign Exercise Notice or at the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day commencement of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expensesPeriod.
Appears in 1 contract
Sources: Lease Agreement (Shutterfly Inc)
First Extension Option. Borrower shall have the right to may, at its option, extend the Initial Maturity Date term of the then outstanding principal amount for a period of one (1) year to the First Extended first anniversary of the original Maturity Date (the “applicable period being, the "First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”Period"), provided that all subject to the satisfaction of the following requirements are satisfiedconditions:
(a) Borrower delivers written irrevocable notice shall notify (the "First Extension Notice") Administrative Agent of Borrower's exercise of such option between sixty (60) and one hundred twenty (120) days prior to Lender the original Maturity Date;
(b) No Potential Default or Event of Default has occurred and is continuing as of the date of the First Extension Notice, as of the original Maturity Date or would result from the extension of the maturity of the Loans for the First Extension Period;
(c) Not less than 90% of the rentable area of the Project is leased to tenants under Approved Leases, which tenants are in occupancy of the premises demised thereunder and have commenced paying rent thereunder and none of which tenants is in material default under its Approved Lease;
(d) The Loan to Value Ratio as of the original Maturity Date does not exceed 50%, based on a new Appraisal obtained by Administrative Agent not more than ninety (90) days and not less than thirty (30) days prior to the Initial original Maturity Date advising that Borrower is exercising the First Extension OptionDate, such Appraisal to be at Borrower's expense and reasonably satisfactory to Administrative Agent in all respects;
(be) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists The Debt Service Coverage Ratio as of the date Borrower exercises the First Extension Option and as end of the commencement date calendar quarter most recently ended on the original Maturity Date shall be equal to or greater than 1.50:1.00;
(f) If the Hedge Agreement in effect at the time of Borrower's giving of the First Extension Term;
(c) If the Interest Rate Cap Agreement Notice is scheduled to mature or expire prior to the end of the First Extended Maturity DateExtension Period, Borrower shall obtain, deliver have obtained and assign the benefit thereof delivered to Lender Administrative Agent not later than one ten (110) Business Day immediately preceding Days prior to the first day of the First Extension Term, Period one or more Replacement Interest Rate Cap replacement Hedge Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement meet the requirements of Section 9.15 which shall (i) be effective commencing on or before the first day beginning of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, Period and (iii) shall have a maturity date not earlier than the end of the First Extended Maturity DateExtension Period;
(dg) Borrower The expiration date of any Collateral Letters of Credit, if still outstanding pursuant to the terms of this Agreement or any other Loan Document, shall have be extended to a date which is thirty (30) days beyond the term end of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date First Extension Period;
(h) Current financial statements regarding Borrower (dated not earlier than ninety (90) days prior to the First Extended Maturity Date in accordance with Extension Notice) and all other financial statements and other information as may be required under this Agreement and the terms of Loan Documents regarding Borrower and the Mortgage Loan AgreementProject shall have been submitted promptly to Administrative Agent;
(ei) In the reasonable opinion of Administrative Agent, there shall not have occurred any Material Adverse Effect;
(j) Whether or not the extension becomes effective, Borrower executes shall pay all out-of-pocket costs and delivers expenses incurred by Administrative Agent and the Lenders in connection with the proposed extension (pre- and post-closing), including appraisal fees and legal fees; all such costs and expenses shall be due and payable upon demand, and any failure to Lender pay such amounts shall constitute a default under this Agreement and the Loan Documents;
(k) Not later than the original Maturity Date, (i) the extension shall have been documented to the Lenders' satisfaction and consented to by Borrower, Administrative Agent and all the Lenders, including the execution and delivery by the Guarantors of reaffirmations of their respective obligations under the Guaranty and (ii) Administrative Agent shall have been provided with an amendment to this Agreementupdated title report and judgment and lien searches, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has and appropriate title insurance endorsements shall have been extended (without any other amendments or confirmations)issued as required by Administrative Agent; and
(fl) Borrower reimburses Lender shall pay to Administrative Agent (for the benefit of the Lenders in accordance with their proportionate shares) on the original Maturity Date a non-refundable extension fee equal to 0.15% of an amount equal to the outstanding principal amount at such time. Any such extension shall be otherwise subject to all costs of the other terms and expenses reasonably incurred by Lender in processing provisions of this Agreement and the extension request, including, without limitation, reasonable legal fees and expensesother Loan Documents.
Appears in 1 contract
First Extension Option. Borrower Tenant shall have the right option to extend the Initial Maturity Date to the First Extended Maturity Date this Lease (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as ) for one additional term of five (5) years (the “First Extension TermPeriod”), provided that all of upon the following requirements are satisfiedterms and conditions hereinafter set forth:
(a) Borrower delivers written irrevocable notice If the First Extension Option is exercised, then the Base Rent per annum for such First Extension Period (the “First Option Rent”) shall be the Fair Market Rental Value (as defined hereinafter) for the Premises as of the commencement of the First Extension Option for such First Extension Period.
(b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this subsection 51.1(b).
(i) If Tenant wishes to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising exercise the First Extension Option;
, Tenant must, on or before the date occurring nine (b9) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as months before the expiration of the initial Lease Term (but not before the date Borrower exercises that is twelve (12) months before the expiration of the Initial Lease Term), exercise the First Extension Option by delivering written notice (the “First Exercise Notice”) to Landlord. If Tenant timely and as properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the commencement date terms and conditions set forth in the Lease, as amended, except that the rent for the First Extension Period shall be as provided in subsection 51.1(a) and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option.
(ii) If Tenant fails to deliver a timely First Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option.
(c) It is understood and agreed that the First Extension Option hereby granted is personal to Original Tenant and is not transferable except to a Permitted Transferee in connection with an assignment of Tenant’s entire interest in this Lease. In the event of any assignment or subletting of the Premises or any part thereof (other than to a Permitted Transferee), the First Extension Option shall automatically terminate and shall thereafter be null and void.
(d) Tenant’s exercise of the First Extension Term;
Option shall, if Landlord so elects in its absolute discretion, be ineffective in the event that (ci) If an Event of Default by Tenant remains uncured at the Interest Rate Cap Agreement is scheduled to mature prior to time of delivery of the First Extended Maturity Date, Borrower shall obtain, deliver and assign Exercise Notice or at the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day commencement of the First Extension Term, one Period or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower Tenant shall have extended reduced the term size of the Mortgage Loan, if the Mortgage Loan is still outstanding, Premises below 23,993 rentable square feet by agreement with Landlord or pursuant to a maturity date not earlier than the First Extended Maturity Date an express right in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expensesLease.
Appears in 1 contract
Sources: Lease Agreement (Veritone, Inc.)
First Extension Option. Borrower Tenant shall have the right option to extend the Initial Maturity Date to the First Extended Maturity Date this Lease (the “First Extension Option”; and ) with respect to the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as Premises for one additional term of five (5) years (the “First Extension TermPeriod”), provided that all of upon the following requirements are satisfiedterms and conditions hereinafter set forth:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior If the First Extension Option is exercised, then the Base Rent per annum for such First Extension Period shall be an amount equal to the Initial Maturity Date advising that Borrower is exercising Fair Market Rental Value (as defined hereinafter) as of the commencement of the First Extension Option for such First Extension Period.
(b) The First Extension Option must be exercised by Tenant, if at all, only at the time and in the manner provided in this Section 51.2(b).
(i) If Tenant wishes to exercise the First Extension Option;
, Tenant must, on or before the date occurring nine (b9) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as months before the expiration of the initial Lease Term (but not before the date Borrower exercises that is twelve (12) months before the expiration of the initial Lease Term), exercise the First Extension Option by delivering written notice (the “First Option Exercise Notice”) to Landlord. If Tenant timely and as properly exercises its First Extension Option, the Lease Term shall be extended for the First Extension Period upon all of the commencement date terms and conditions set forth in the Lease, as amended, except that the Base Rent for the First Extension Period shall be as provided in Section 51.2(a) and Tenant shall have no further options to extend the Lease Term except for the Second Extension Option and Third Extension Option.
(ii) If Tenant fails to deliver a timely First Option Exercise Notice, Tenant shall be considered to have elected not to exercise the First Extension Option.
(c) It is understood and agreed that the First Extension Option hereby granted is personal to Tenant and is not transferable except to a Permitted Transferee in connection with an assignment of ▇▇▇▇▇▇'s entire interest in this Lease. In the event of any assignment of this Lease (other than to a Permitted Transferee in connection with an assignment of Tenant’s entire interest in this Lease), the First Extension Option shall automatically terminate and shall thereafter be null and void. In addition, Tenant may not exercise the First Extension Option, and any attempted exercise of the First Extension Term;
(c) If Option shall be ineffective, if at the Interest Rate Cap Agreement is scheduled to mature prior to time Tenant delivers the First Extended Maturity DateOption Exercise Notice the Subletting Threshold (as defined below) is exceeded. As used herein, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one “Subletting Threshold” means subleasing of forty-five percent (145%) Business Day immediately preceding the first day or more of the First Extension TermPremises(excluding subleases to Permitted Transferees), one either in a single transaction or, in the aggregate, following a series of transactions, for a term or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on terms expiring during the first day last year of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses.
Appears in 1 contract
Sources: Lease Agreement (Penumbra Inc)
First Extension Option. Borrower shall have the right to extend the term of the Loan from the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the first (1st) day following the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements conditions are satisfiedsatisfied or waived by Lender in writing:
(a) no monetary Default nor any Event of Default shall have occurred and be continuing at the time the First Extension Option is exercised or on the date that the First Extension Term commences;
(b) Borrower delivers written shall notify Lender in writing of its irrevocable notice election to Lender not more exercise the First Extension Option no less than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension TermDate;
(c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first (1st) day of the First Extension Term, one all accrued and unpaid interest (excluding Contingent Interest due under the Contingent Interest Promissory Note) and any unpaid or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day unreimbursed amounts in respect of the First Extension Term, (ii) Loan and any other sums then due to Lender hereunder or under any of the other Loan Documents shall have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Datebeen paid in full;
(d) Borrower shall have extended deposited into the term Interest Reserve Account an amount equal to Lender’s reasonable estimate of twelve (12) months of estimated Monthly Interest Payments, as calculated based on a five (5) year 30-day LIBOR forward curve as reported by Bloomberg on the date of such calculation (the “Extension Interest Reserve Replenishment Amount”), no later than fifteen (15) days immediately preceding the first (1st) day of the Mortgage LoanFirst Extension Term, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date which Extension Interest Reserve Replenishment Amount shall be applied by Lender in accordance with the terms of the Mortgage Loan AgreementSection 7.2.2 hereof;
(e) Borrower executes shall have deposited into the Tax and delivers Insurance Escrow Account an amount equal to Lender an amendment Lender’s reasonable estimate of twelve (12) months of Taxes and Insurance Premiums payable with respect to this Agreementthe Property (the “Extension Tax and Insurance Reserve Replenishment Amount”) not later than fifteen (15) days immediately preceding the first (1st) day of the First Extension Term, reasonably acceptable to which Extension Tax and Insurance Reserve Replenishment Amount shall be applied by Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); andaccordance with Section 7.1 hereof;
(f) Borrower reimburses shall have delivered to Lender a “110.5A” (extension of maturity date) endorsement to the Title Insurance Policy; and
(g) Borrower shall have reimbursed Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses; provided, however, that in no event shall Borrower be required to pay any such fees, costs or expenses in excess of $20,000.
Appears in 1 contract
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Mezzanine Default, Event of Default or Mortgage Loan Mezzanine Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term;
(c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Mezzanine Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Mezzanine Loan Agreement;
(e) Both (i) the Additional Extension Conditions shall have been satisfied (except as set forth in clause (h) below), and (ii) substantially all of the 51,519 square feet of space currently leased to Quintiles, Inc. (the "Quintiles Space") has been leased to tenants approved by Lender in its reasonable discretion pursuant to Leases approved by Lender in its reasonable discretion for a minimum of two (2) years beyond the First Extended Maturity Date, and Lender has received evidence reasonably acceptable to Lender (which evidence shall include tenant estoppel certificates executed by the applicable tenants addressing, among other things, the following matters in form and substance reasonably acceptable to Lender) that (A) such Lease is in full force and effect and no default by the landlord or the tenant is continuing under any such Lease, and (B) such tenants are in occupancy of their demised premises and have commenced paying full unabated Rent; provided, however, that the foregoing condition set forth in this clause (e)(ii) (but not clause (e)(i)) shall be deemed satisfied if, as of the Initial Maturity Date, the Underwritten Debt Service Coverage Ratio (which shall be calculated excluding Rents payable under the Vacant Space Master Lease) is greater than 1.10:1.0;
(f) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and;
(fg) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses; and
(h) In the event that the Additional Extension Conditions have not been satisfied prior to the Initial Maturity Date, the following additional terms and conditions shall apply:
(i) Borrower shall pay to Lender on the Initial Maturity Date, an extension fee equal to three-eighths of one percent (0.375%) of the Outstanding Principal Balance of the Loan;
(ii) the Applicable Interest Rate for the First Extension Term shall be the greater of the Applicable Interest Rate determined in accordance with Section 2.2.3 hereof or the Minimum Extension Interest Rate;
(iii) all Excess Cash Flow during the First Extension Term shall be applied to pay the Outstanding Principal Balance of the Loan in accordance with the provisions of Section 2.6.2(b)(ix); and
(iv) the Vacant Space Master Lease shall be in full force and effect and shall demise the Alaris Space to the Operating Partnership in accordance with the terms and conditions of Section 3.1.21 (a) and (b) hereof.
Appears in 1 contract
First Extension Option. Borrower (a) Tenant shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date Term of this Lease for an additional term of five (the “First Extension Option”; and the period 5) years commencing on the Initial Maturity Date and ending on day following the First Extended Maturity Date being expiration of the initial Term of this Lease (hereinafter referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity "Commencement Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term;") and ending on the day preceding the fifth anniversary of the Commencement Date of the First Extension Term (such additional term is hereinafter called the "First Extension Term") provided that:
A. Tenant shall give Landlord notice (hereinafter called the "First Extension Notice") of its election to extend the term of this Lease, which notice shall be given at least eleven (11) months, but not more than twelve (12) months, prior to the expiration date of the initial Term of this Lease; and
B. Tenant (i) is the Tenant, or a subsidiary, parent or Affiliate of the Tenant, originally named herein, (ii) actually occupies all of the Leased Premises initially demised under this Lease, and (iii) is not in default under this Lease or the Original Lease as of the time of the giving of the First Extension Notice and the Commencement Date of the First Extension Term and (iv) Tenant shall have exercised its right to extend the term of the Original Lease pursuant to Paragraph 1.1 of Exhibit C to the Original Lease.
(b) The Annual Base Rent payable by Tenant to Landlord during the First Extension Term shall be the greater of (i) the product that results from multiplying ninety-five percent (95%) by the fair market rent for the Leased Premises or (ii) the product that results from multiplying the Annual Base Rent payable during the twelve (12) month period preceding the First Extension Term by 102%, such product to be escalated by 2% on each anniversary of the Commencement Date of the First Extension Term. Fair market rent shall be determined by Landlord, subject to the right of Tenant to arbitrate the amount of fair market rent as hereinafter provided. At least fifteen (15) months prior to the expiration of the initial Term, but in no event more than sixteen (16) months prior to the expiration of the initial Term, Tenant may give Landlord notice of its desire to determine Landlord's good faith determination of the fair market rent for the Leased Premises applicable to the First Extension Term. After Landlord receives such notice and at least fourteen (14) months prior to the expiration of the initial Term, Landlord shall give Tenant notice of such determination. The determination of fair market rent shall take into consideration fair market concessions available to a renewal tenant for comparable office space in Arlington County, Virginia. Notwithstanding anything herein to the contrary, the Annual Base Rent during the First Extension Term under this Lease and under the Original Lease shall be determined together such that the Annual Base Rent under both leases shall be the same amount on a per square foot basis.
(a) In the event Tenant gives the First Extension Notice in accordance with the provisions of Paragraph 1.1, the Annual Base Rent determined under clause (i) of Paragraph 1. I (b) is the greater than the Annual Base Rent determined under clause (ii) of Paragraph 1.1(b) and Tenant thereafter disputes the fair market rent as determined by Landlord pursuant to Paragraph 1.1(b), then at any time on or before the date occurring ten (10) business days after Tenant has been notified by Landlord of the fair market rent, Tenant may initiate the arbitration provided for herein by giving notice to that effect to Landlord, and if Tenant so initiates the arbitration such notice shall specify the name and address of the person designated to act as an arbitrator on Tenant's behalf. Within ten (10) business days after Landlord receives such notice from Tenant, Landlord shall give notice to Tenant specifying the name and address of the person designated to act as an arbitrator on its behalf. If Landlord falls to notify Tenant of the appointment of its arbitrator within such ten (10) business day period, then Tenant may request the appointment of the second arbitrator in the same manner as hereinafter provided under this Paragraph 1.2
(a) for the appointment of a third arbitrator in a case where neither the two arbitrators appointed hereunder nor the parties are able to agree upon such appointment. The two arbitrators so chosen shall meet within ten (10) business days after the second arbitrator is appointed, and if, within ten (10) business days after the second arbitrator is appointed the two arbitrators do not agree upon the fair market rent, they shall together appoint a third arbitrator. In the event of their being unable to agree upon such appointment within fifteen (15) business days after the appointment of the second arbitrator, the third arbitrator shall be selected by the parties themselves if they can agree thereon within a further period of five (5) business days. If the parties do not so agree, then Tenant, on behalf of itself and Landlord and on prior notice to Landlord, within twenty-five (25) business days after the appointment of the second arbitrator, may request such appointment by the American Arbitration Association (or any organization successor thereto) in accordance with its rules then prevailing or if the American Arbitration Association (or such successor organization) shall fail to appoint said third arbitrator within ten (10) business days after such request is made, then Tenant may apply within five (5) business days after such ten (10) business day period, on notice to Landlord, to the General District Court, Arlington County, Virginia (or any other court having jurisdiction and exercising functions similar to those now exercised by said Court) for the appointment of such third arbitrator.
(b) Each party shall pay the fees and expenses of the original arbitrator appointed by or for such party, and all other expenses (not including the attorneys fees and similar expenses of the parties which shall be borne separately by each of the parties) of the arbitration shall be borne by the parties equally, unless a third arbitrator is selected or appointed in which event all expenses of the parties, regardless of the nature of such expenses, and the fees and expenses of the third arbitrator shall be borne by the party by or for whom the arbitrator was appointed, which arbitrator's determination of fair market rent is not selected by the third arbitrator in accordance with Paragraph 1.2(c) below.
(c) If a third arbitrator is chosen as provided in Paragraph 1.2(a) above, then such third arbitrator shall select either the Interest Rate Cap Agreement is scheduled to mature prior to fair market rent determined by the First Extended Maturity Datearbitrator appointed by or for Landlord or the fair market rent determined by the arbitrator selected by Tenant; the third arbitrator may not select any other amount, Borrower shall obtain, deliver and assign may not "split the benefit thereof to Lender not later than one (1) Business Day immediately preceding difference" between the first day determinations of the First Extension Term, one arbitrators selected or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement appointed by or for the parties. The third arbitrator shall (i) be effective commencing on so determine the first day fair market rent of the First Extension Term, Leased Premises and render a written certified report of his determination to both Landlord and Tenant within ten (ii10) have a LIBOR strike price equal to business days after appointment of the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;third arbitrator.
(d) Borrower Each of the arbitrators selected as herein provided shall have extended at least ten (10) years experience in the term leasing and renting of office space in first class buildings in Arlington County, Virginia. In addition, the Mortgage Loan, third arbitrator (if the Mortgage Loan is still outstanding, to a maturity date any) shall be an independent party not earlier than the First Extended Maturity Date affiliated in accordance any way with the terms of the Mortgage Loan Agreement;either Landlord or Tenant.
(e) Borrower executes In the event Tenant initiates the aforesaid arbitration process and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms as of the date of expiration of the initial Term of this Lease the amount of fair market rent for the First Extension Term has not been determined, Tenant shall pay the amount determined by Landlord to which be the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses.fair market rent under Paragraph 1.1
Appears in 1 contract
Sources: Office Lease (Hagler Bailly Inc)
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the first (1st) day following the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements conditions are satisfied:
(a) no monetary Default nor any Event of Default shall have occurred and be continuing at the time the First Extension Option is exercised or on the date that the First Extension Term commences;
(b) Borrower delivers written shall notify Lender of its irrevocable notice election to Lender exercise the First Extension Option not more earlier than ninety six (906) days months, and not less later than thirty (30) days days, prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension TermDate;
(c) If if the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, obtain and deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first (1st) day of the First Extension Term, one or more a Replacement Interest Rate Cap Agreements Agreement (or extension of the existing Interest Rate Cap Agreement) from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement (or extension of the existing Interest Rate Cap Agreement) shall (i) be effective commencing on the first (1st) day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower not later than one (1) Business Day immediately preceding the first (1st) day of the First Extension Term, all accrued and unpaid interest and any unpaid or unreimbursed amounts in respect of the Loan and any other sums then due to Lender hereunder or under any of the other Loan Documents shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date been paid in accordance with the terms of the Mortgage Loan Agreementfull;
(e) not later than one (1) Business Day immediately preceding the first (1st) day of the First Extension Term, Borrower executes shall have deposited with Lender in immediately available funds, for deposit by Lender into the Interest Reserve Account, an amount equal to the difference between (i) the aggregate amount of Debt Service that Lender reasonably estimates will be due and delivers payable during the First Extension Term calculated at an interest rate equal to the then applicable Strike Price plus the then applicable Spread, less (ii) the amount on deposit in the Interest Reserve Fund as of the day immediately preceding the first (1st) day of the First Extension Term, which amount thereafter shall constitute a part of the Interest Reserve Fund and shall be held and disbursed by Lender as set forth in Section 7.2 hereof;
(f) not later than one (1) Business Day immediately preceding the first (1st) day of the First Extension Term, Borrower shall have made a deposit to the Tax and Insurance Escrow Fund to cover Taxes and Insurance Premiums coming due following the first (1st) day of the First Extension Term through the duration of the First Extension Term, based on the same criteria used by Lender to determine the amount deposited to the Tax and Insurance Escrow Fund on the Closing Date, which amount thereafter shall constitute a part of the Tax and Insurance Escrow Fund and shall be held and disbursed by Lender as set forth in Section 7.1 hereof;
(g) Borrower shall have delivered to Lender a “110.5A” (extension of maturity date) endorsement to the Title Insurance Policy;
(h) Borrower shall have paid to Lender an amendment extension fee equal to this Agreement, reasonably acceptable to Lender in all respects, which confirms one percent (1.0%) of the date to which Outstanding Principal Balance not later than one (1) Business Day immediately preceding the Initial Maturity Date has been extended first (without any other amendments or confirmations)1st) day of the First Extension Term; and
(fi) Borrower reimburses shall have reimbursed Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses; provided, however, that in no event shall Borrower be required to pay any such fees, costs or expenses in excess of Five Thousand Dollars ($5,000).
Appears in 1 contract
First Extension Option. Borrower shall have Subject to the right provisions hereinafter set forth, ---------------------- Landlord hereby grants to Tenant an option to extend the Initial Maturity Date Term of this lease on the same terms, conditions and provisions as contained in this Lease, except as otherwise provided herein, for one period of five (5) years (the "First Extension Period") after the expiration of the Term, which First Extension Period shall commence on January 1, 2021 ("First Extension Period Commencement Date") and end on December 31, 2025.
▇. ▇▇▇▇ option shall be exercisable by written notice from Tenant to Landlord of Tenant's election to exercise said option given not later than the date which is eighteen (18) months prior to the First Extended Maturity Date (Extension Period Commencement Date. If ▇▇▇▇▇▇'s option is not so exercised, then except as otherwise provided in Paragraph D of this Section 41, said option shall thereunder expire.
B. Tenant may only exercise said option, and an exercise thereof shall only be effective, if at the “First Extension Option”; time of Tenant's exercise of said option and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Extension Period Commencement Date being referred to herein as this Lease is in full force and effect and Tenant is not in Default in payment of Rent or any other monetary obligation under this Lease.
C. Rent per square foot of Rentable Area of the “Premises payable during the First Extension Term”), provided that Period with respect to all space included in the Premises as of the following requirements are satisfied:
First Extension Period Commencement Date shall be equal to ninety five percent (a95%) Borrower delivers of the Market Rental Rate (as hereinafter defined in Section 43). Landlord shall give Tenant written irrevocable notice to Lender not more than ninety (90) days of the Market Rental Rate and not less than the Rent for the First Extension Period within thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
following written request by ▇▇▇▇▇▇ made not earlier than twenty four (b24) No Default, Mortgage Loan Default, Event of Default or Mortgage Loan Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term;
(c) If the Interest Rate Cap Agreement is scheduled to mature months prior to the First Extended Maturity Extension Period Commencement Date. If Tenant disagrees with ▇▇▇▇▇▇▇▇'s determination, Borrower then Tenant shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Pricenotify Landlord as provided in Section 43C, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower such dispute shall have extended the term of the Mortgage Loan, if the Mortgage Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date be determined in accordance with the terms provisions of Section 43C.
D. If for any reason other than Tenant's failure to timely request Market Rental Rate or otherwise comply with provisions of this Section on a timely basis, the arbitrators fail to arrive at a determination of Market Rental Rate by a date which is 90 days prior to the date on which Tenant must elect to exercise its option to extend the Term, then the date for Tenant's exercise of its option and the Term shall be extended day for day by each day after such 90th day until such arbitrators' determination is made (but by not more than 90 days in the aggregate). No such extension shall affect the date on which the First Extension Period is to end. Until determination of the Mortgage Loan Agreement;Market Rental Rate, Rent shall be payable for the limited extension period at a rate equal to the greater of the last rate of Rent payable under the Lease and Tenant's determination of Market Rental Rate. Once Market Rental Rate is determined, if different from the rate theretofore paid by Tenant, it shall be payable retroactive to the expiration of the Term at the Market Rental Rate, and the parties shall promptly refund or pay the excess or difference as necessary. If the option is exercised, the First Extension Period shall be deemed to have commenced on the date stated in this Lease.
(e) Borrower executes E. If Tenant has validly exercised said option, then once Rent has been determined, Landlord and delivers to Lender an amendment Tenant shall enter into a written supplement to this Agreement, reasonably acceptable to Lender in all respects, which confirms lease confirming the date to which Rent for the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expensesFirst Extension Period.
Appears in 1 contract
First Extension Option. Borrower shall have the right to extend the Initial Maturity Date to the First Extended Maturity Date (the “First Extension Option”; and the period commencing on the Initial Maturity Date and ending on the First Extended Maturity Date being referred to herein as the “First Extension Term”), provided that all of the following requirements are satisfied:
(a) Borrower delivers written irrevocable notice to Lender not more than ninety (90) days and not less than thirty (30) days prior to the Initial Maturity Date advising that Borrower is exercising the First Extension Option;
(b) No Default, Mortgage Loan Mezzanine Default, Event of Default or Mortgage Loan Mezzanine Event of Default exists as of the date Borrower exercises the First Extension Option and as of the commencement date of the First Extension Term;
(c) If the Interest Rate Cap Agreement is scheduled to mature prior to the First Extended Maturity Date, Borrower shall obtain, deliver and assign the benefit thereof to Lender not later than one (1) Business Day immediately preceding the first day of the First Extension Term, one or more Replacement Interest Rate Cap Agreements from an Acceptable Counterparty, which Replacement Interest Rate Cap Agreement shall (i) be effective commencing on the first day of the First Extension Term, (ii) have a LIBOR strike price equal to the applicable Strike Price, and (iii) have a maturity date not earlier than the First Extended Maturity Date;
(d) Borrower shall have extended the term of the Mortgage Loan, if the Mortgage Mezzanine Loan is still outstanding, to a maturity date not earlier than the First Extended Maturity Date in accordance with the terms of the Mortgage Mezzanine Loan Agreement;
(e) Borrower executes and delivers to Lender an amendment to this Agreement, reasonably acceptable to Lender in all respects, which confirms the date to which the Initial Maturity Date has been extended (without any other amendments or confirmations); and
(f) Borrower reimburses Lender for all costs and expenses reasonably incurred by Lender in processing the extension request, including, without limitation, reasonable legal fees and expenses.
Appears in 1 contract