First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions: A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49. B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease. C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.
Appears in 3 contracts
Samples: Lease Agreement (Latitude Communications Inc), Lease Agreement (Latitude Communications Inc), Lease Agreement (Latitude Communications Inc)
First Right of Refusal. Beginning with the thirty-sixth month of the (a) Provided that this Lease ---------------------- Term, is then in effect and provided Tenant is not in default in any under this Lease, prior to the sixth (6th) anniversary of the termsCommencement Date, covenantsTenant shall have a continuing first right of refusal (the "Refusal Right"), and conditions of this Lease Agreement, Tenant, during the Term of this Lease in accordance with and subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions set forth in the following provisions of this Paragraph 5, with respect to the following portions of the Building (collectively, the "Refusal Space"): (i) the Data Center, (ii) that portion of the fourth (4th) Floor of the Building which are satisfactory to is not part of the Data Center, and (iii) the Fifth Floor Expansion Area.
(b) Following the commencement of bona fide negotiations (as determined in Landlord, Landlord shall, prior to executing a lease agreement 's reasonable judgment) with a third party for the lease of any space constituting a portion of the Refusal Space during the time that the Refusal Right is effective, Landlord shall so notify Tenant in writing and Tenant shall have ten (10) days from the date of receipt of said First notice from Landlord to notify Landlord in writing that, pursuant to this Paragraph 5, it elects to lease the space which is the subject of such negotiations. Tenant shall have no right to exercise a Refusal Right Space, offer said First Right with respect to less than the amount of Refusal Space to Tenant at indicated in the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenantpreceding sentence. If said third party Tenant does not respond in writing within the stated ten (10) day period, Tenant shall be deemed to have declined to lease offer is for a the space at issue pursuant to this Paragraph 5, and, in such event or if Tenant notifies Landlord in writing within such stated period which extends beyond this Tenant's Lease Termination Datethat it declines the space, Landlord shall have the unencumbered right to require Tenant's Lease Term be extended lease said space to coincide with the termination of said such third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions no Refusal Right or Option Rights with respect to such space. If Tenant accepts the space in which to accept said rental and terms and conditions in writing. In writing within the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day stated period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon space on the terms and conditions set forth in Paragraph 49A above5(c) of this Exhibit.
(c) All Refusal Space into which Tenant elects to expand pursuant to this Paragraph 5 shall be deemed a part of the Premises and, except as otherwise set forth to the contrary in this Paragraph (c), shall be governed by the terms and provisions of the Lease.
(i) Notwithstanding any other provision of this Lease, the annual Base Rental for each increment of Refusal Space shall be at the same Base Rental rate per square foot of Rentable Area thereof as is then, and from time to time thereafter, applicable to the Premises pursuant to this Lease. Tenant's Percentage Share shall be increased to reflect the additional Rentable Area being leased by Tenant.
(ii) The expiration date of the lease term for all of the Refusal Space shall be the same as for the Premises, as same may have been or be extended by any Extension Option.
(iii) Any and all construction of any tenant improvements in each increment of Refusal Space shall be substantially in accordance with the procedures set forth in Exhibit C of this Lease, and Landlord shall be entitled to a Construction Management Fee in connection with same after the first 180,000 square feet of Rentable Area in the Premises have been constructed, in an amount equal to $.28 per square foot of Rentable Area thereof. Notwithstanding the foregoing, (A) Landlord's Contribution shall be an amount equal to $28.00 per square feet of Rentable Area and the Design Fee Allowance (as provided in Paragraph 4 of this Exhibit) shall be $2.00 per square foot of Rentable Area, in each case multiplied by a fraction (I) having a numerator equal to the number of complete months remaining in the initial term of the Lease after the date Tenant commences paying rent for such Refusal Space, and (II) having a denominator of 120; and (B) the schedule for submission and agreement to plans and specifications and Contract Price shall be governed by subparagraph 5(c)(iv). In the event the total cost of said Tenant Improvements exceeds Landlord's Contribution, said excess shall be borne solely by Tenant. Any portion of the Landlord's Contribution which is not used for Tenant Improvements shall be credited to the Base Rental next coming due and payable on and after the commencement of the term for such Refusal Space.
(iv) Tenant shall cause the Space Designer to submit proposed plans and specifications for the Refusal Space to be leased by Tenant within thirty (30) days following the exercise by Tenant of the Refusal Right. The approval, bidding, rebidding and contracting procedure shall remain the same as Paragraph 2 of Exhibit C.
(v) The commencement date of the term of each increment of Refusal Space and the date upon which Base Rental, Tenant's payment of Operating Expenses and other charges due under this Lease shall begin to accrue shall be fifteen (15) days after the Delivery Date for such Refusal Space.
(vi) With respect to the Data Center and Fifth Floor Expansion Area, the provisions of Paragraph 3(c)(vi)-(viii) of this Exhibit E shall apply. The Security Deposit shall be increased for any portion of the Refusal Space other than the Data Center and Fifth Floor Expansion Area as provided in Paragraph 31 of the Lease.
Appears in 1 contract
Samples: Lease Agreement (Interland Inc /Mn/)
First Right of Refusal. Beginning with Tenant grants Landlord the thirty-sixth month right of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, refusal in the event Tenant desires to sell their home. Tenant must present Landlord receives an offer to lease said First Right Space with a written signed and dated purchase agreement from a third party, rental party which desires to purchase the home. Landlord will have seven (7) business to conduct its due diligence and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing either enter into a lease purchase agreement with a third party Tenant for said First Right Space, offer said First Right Space to Tenant the home at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3lspecified terms or forfeit its right to purchase the home. During the period of due diligence, 1995, as amended, between Tenant will grant Landlord and Tenantits assignees the necessary access to the home to be able to perform any and all inspections as required. For every day that Tenant fails to grant Landlord and its assignees access to the home it shall extend the due diligence period the same. If Landlord forfeits its right to purchase the home, and upon Tenant shall then be free to enter into a transaction with the afore mentioned third party to sell the home to the third party at the same specified terms. _______________________ Tenant initial XX/XX/20XX SECURITY DEPOSIT: Tenant hereby pays a security deposit of $100.00 Refunds of said security deposit shall be pursuant to PA 348. No refund shall be issued in the event that a 30-day written notice is not given by Xxxxxx and received by Landlord, covenants, and conditions outlined in this Lease Agreement between 30 days being deemed a reasonable period of time to allow Landlord and Tenantto rent said premises. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the Within thirty (30) days of termination of said third party leasethis tenancy, in which case Tenant's Basic Rent per square foot rate the Tenant shall be increased by $.05 per square foot on an annual basis, commencing provide the Landlord with the extended term or, a current address so that Landlord may electreturn the security deposit, at its sole and absolute discretionor any portion thereof. Should Tenant fail to provide such address, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord make adequate demand within said five (5) business day period, Tenant landlord shall have no further First Right obligation of Refusal the terms of this section. Section 3 of PA 348 of the State of Michigan provides: “YOU MUST NOTIFY YOUR LANDLORD IN WRITING WITHIN FOUR (4) DAYS AFTER YOU MOVE OF A FORWARDING ADDRESS WHERE YOU CAN BE UTILITY PAYMENTS: Unless otherwise stated in your rental lease and/or rules and Landlord regulations, utilities and home/property maintenance shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect paid for and/or services provided by as the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.following:
Appears in 1 contract
Samples: Rental Lease
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant Provided that Lessee is not in default in any of hereunder, Lessee shall have a continuing right for the termsarea mentioned herein, covenantsat Lessee's option (the "First Refusal Option"), and conditions of this Lease Agreement, Tenant, during the Term of this Lease but subject to rights provided to other lessee's under existing leases and subject to the provisions hereinafter containedrenewal or expansion for existing tenants' leases, shall have the First Right of Refusal to lease approximately 12,043+ square feet of any space as shown in Blue located on the attached Exhibit C, consisting fourth (4th) floor of the remaining Building, not already covered by this Lease at any time such space on becomes available for leasing by Lessor to third parties during the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date term of this Lease. Lessor shall give Lessee written notice (the "First Refusal Notice") when Lessor has determined that such space will be or has become available for leasing by Lessee pursuant to its First Refusal Option, vacant and unleased. Landlord agrees thattogether with the economic terms pursuant to which Lessor desires to lease such space, after such terms being the thirty-sixth month greater of the Lease Term, Market Base Rental Rate as defined in this lease or the event Landlord receives an offer to lease said First Right Space from rate a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a bona fide arm's-length third party is then offering to pay Lessor for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenantsuch space. If said third party lease offer is for Lessee shall have a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five ten (510) business days after following receipt of said rental and terms and conditions such First Refusal Notice in which to accept said rental determine whether to exercise its First Refusal Option with respect to such space. If Lessee elects to exercise such Option, then Lessor and Lessee shall enter into an amendment to this Lease whereby Lessee shall lease such space from Lessor in accordance with the economic terms and conditions contained in writing. In Lessor's proposal described above, but otherwise this new space shall become part of the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon Premises in accordance with the terms and conditions so presented by Landlord of this lease. If Lessee does not exercise its First Refusal Option within said five such ten (510) business day period, Tenant shall have no further First Right of Refusal or if Lessor and Landlord shall be free Lessee are unable to execute agree upon an amendment covering such space within twenty (20) days after Lessee elects to lease such space, then Lessor may not enter into a lease with a any such third party without further obligation parties on economic terms materially more favorable to Tenant with respect the tenant than the terms offered by Lessor to said Lessee pursuant to the First Right SpaceRefusal Notice. If Lessee does not exercise its First Refusal Option within such ten (10) day period, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for if the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may subject space has not be assigned or transferred by Tenant, except been leased to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-third parties within six (366) months of the Lease TermFirst Refusal Notice, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon then the terms and conditions set forth in Paragraph 49A aboveof this Section 51 shall once again be applicable just as if the space has just become available for leasing by Lessee. The First Refusal Notice may be delivered to Lessee at any time following the execution of this Lease.
Appears in 1 contract
Samples: Office Lease Agreement (Tanknology Environmental Inc /Tx/)
First Right of Refusal. Beginning with For the thirty-sixth month first sixty (60) months of this Lease after the Effective Date, so long as the Tenant is Without Default on the date that the Tenant exercises such right, the Tenant shall have a first right of refusal (the “FROR”) in floors or spaces which constitute Expansion Space under Section 3.02 hereinabove upon the same terms and conditions as set forth herein relating to the Premises at the Base Rent then in effect (excluding parking which shall be negotiated at the time of the Lease ---------------------- FROR) including the same core factor, except that the Tenant Improvement Allowance applicable to the FROR Premises (described hereinbelow) shall be prorated using the Tenant Improvement Apportionment Methodology and such Tenant Improvement Allowance funds shall be made available to the Tenant in the same manner as set forth in the Work Letter. After the first sixty (60) months from the Effective Date and until the expiration of the Initial Term, the Tenant shall have the FROR upon the same terms and provided conditions agreed to in writing by the Landlord with a bona-fide third party prospective tenant for such floor or space (the “FROR Premises”) and no Tenant is not in default Improvement Allowance funds shall be made available to the Tenant, unless otherwise agreed in any amendment to this Lease. In either case, upon the Landlord’s written notice to the Tenant that the Landlord has reached a fully executed written letter of intent to lease to a third party for the termsFROR Premises (the “FROR Notice”), covenants, the FROR Notice shall describe the affected FROR Premises and the terms and conditions of the related offer to lease, the Tenant shall have twenty (20) days to accept the FROR Notice for the FROR Premises in writing (the “FROR Acceptance”) to expand into the FROR Premises the Premises described in the FROR Notice. The Landlord and the Tenant shall enter into an amendment to this Lease Agreementwithin forty-five (45) days of the Tenant’s FROR Acceptance to expand. The FROR Premises shall then be added to and made part of the Premises, except the Rents applicable thereto, as herein determined, shall commence for the FROR Premises one hundred eighty (180) days after the Landlord and the Tenant have fully executed such Lease amendment, provided that the Landlord has substantially completed its construction obligations, if any, for the FROR Premises, unless the Tenant, during in its sole discretion, agrees to an earlier commencement. The terms, conditions and rates for parking attributable to the Term FROR Premises, if applicable, as set forth hereinabove, shall be as negotiated between the Tenant and the Landlord independent of this Lease other terms described in the FROR Notice and shall be agreed upon in writing before the FROR Acceptance, or the FROR Notice as set forth herein shall be of no further force and effect. The parties hereto acknowledge that the foregoing provisions contemplate that the lease term for any FROR Premises may extend beyond the Initial Term. Notwithstanding the foregoing provision regarding the FROR (subject to the rights of other tenants in the Building as set forth in Exhibit “G”), the Tenant shall also have an ongoing FROR on the 27th and 28th floors of the Building on the same terms and conditions agreed to with a bona-fide third party, except in the case of these two (2) floors, the Tenant’s FROR Acceptance shall be required within five (5) Business Days of the FROR Notice. Otherwise, the time frames stated hereinabove shall apply. None of the FROR options extend to any space in the Building, except the Expansion Space, the 27th and 28th floor (subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeverparagraph next above). In the event that the Landlord consents to has not entered into a sublease or assignment under Paragraph 19lease for the FROR Premises on substantially the same terms, as described in the FROR Notice within two hundred seventy (270) days of the FROR Notice, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters thereafter enter into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth for such FROR Premises without first delivering a new FROR Notice in Paragraph 49A aboveconnection with this Section 3.05.
Appears in 1 contract
First Right of Refusal. Beginning (a) Tenant desires to have certain first right of refusal ("FIRST RIGHT OF REFUSAL") rights with regard to the remaining vacant portion of the Building, or any portion thereof, which space is hereinafter referred to as the "FRR SPACE." Landlord is willing to grant such in accordance with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, terms and conditions of this Lease AgreementSection.
(b) Landlord shall notify Tenant in writing ("INTERESTED PARTY NOTICE") of any third party ("INTERESTED PARTY") who expresses a bona fide interest in leasing the FRR Space, Tenantor any portion thereof, during as evidenced by a proposed letter of intent, or similar document, submitted to Landlord by the Term Interested Party, which Landlord is willing to accept. The Interested Party Notice shall include a copy of this Lease and subject to the provisions hereinafter containedsaid letter of intent or similar such document. Landlord, using its good faith efforts, shall have provide Tenant with at least fourteen (14) days prior notice ("PRE-ACCEPTANCE NOTICE") of its intent to accept an offer from an Interested Party. For a period of seven (7) days following Tenant's receipt of the Interested Party Notice (if Landlord has not delivered a Pre-Acceptance Notice with regard to such Interested Party, such period shall be extended to fourteen (14) days following the Tenant's receipt of the Interested Party Notice), Tenant may exercise its First Right of Refusal to lease approximately 12,043+ square feet the FRR Space by providing Landlord with written notice of space as shown such election ("ELECTION NOTICE"); provided, however, that if Tenant is in Blue material default beyond any applicable cure period under this Lease on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Leasegiving such notice, vacant such notice shall be null and unleasedvoid at the election of Landlord. The failure of Tenant to deliver the Election Notice to Landlord agrees that, after the thirty-sixth month within such time period shall be deemed Tenant's waiver of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation the space identified in the Interested Party Notice to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49Interested Party.
B. The First (c) Subject to subsection (i) below, if Tenant elects to exercise its Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19Refusal, the First Right option granted herein FRR Space shall be void and of no force and effect, whether or not Tenant shall have purported deemed to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon leased under all the terms and conditions set forth in Paragraph 49A above.of this Lease and shall constitute a portion of the "Premises" for all purposes, and the
Appears in 1 contract
First Right of Refusal. Beginning It is hereby agreed that the Lessee has the first right of refusal for the lease of an area on the Entrance Floor of the Leased Building at the time of the signing on this Contract to Xxxxx up to October 14, 2004 (hereinafter: "Area B"). It is hereby clarified that the first right of refusal will be in effect commencing upon completion of the end of the lease period with Xxxxx over Area B, or at the time of the evacuation of Area B by Xxxxx, the earlier of the two. The Lessor estimates the area of Area B to be approximately 307 sq. m. For the purpose of exercising of the above right of refusal, the Lessor will inform the Lessee in writing prior to its leasing out of Area B, that it intends to lease it out in future, together with the thirty-sixth month details of the Lease ---------------------- Termintended lessee, and provided Tenant is not in default in any the period of the termslease, covenantsincluding commencement and termination dates, the rent, the provision of options and/or first right of refusal (hereinafter; the "Lessor's Offer"). Within 30 days of the date of receipt of the Lessor's Offer, the Lessee will have the right to inform the Lessor that it will rent Area B for the lease period stipulated in the Lessor's Offer (hereinafter: "Announcement of Receipt"). Should the Lessee not inform the Lessor of an Announcement of Receipt in writing during the above stated period, the Lessor will be entitled to enter into a lease agreement with the party stipulated in the Lessor's Offer with respect to Area B and conditions under its conditions, by no later than 90 days from the date upon which the Lessee has had the right to deliver the Announcement of Receipt. Should the Lessor fail to enter into an agreement as stated within the above 90 days, or should the intended terms of lease be substantially different from that detailed in the Lessor's Offer, then the Lessor will not be entitled to lease Area B prior to offering it anew to the Lessee, in accordance with the provisions of this Lease AgreementSection. In the matter of this sub-section, Tenant, a substantial change will be considered to be a change of over 5% in the rent paid for it and/or during the Term lease period, which is the object of this Lease and subject to the provisions hereinafter contained, shall have Offer. The parties agree that in the event of the Lessee exercising the First Right of Refusal to lease approximately 12,043+ square feet as stated in this section, the area of space as shown Area B will be determined in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement accordance with a third party for said First Right Space, offer said First Right Space measurement to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenantbe agreed upon by both parties, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period to which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term 15% will be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant added with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue the relative share in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.common property AA29
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Provided Tenant is not in default in (pursuant to ---------------------- Paragraph 19 of the Lease. i.e., Tenant has received notice and any applicable ----- cure period has expired without cure) of any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the a First Right of Refusal to lease approximately 12,043+ 14,400 square feet of space in the configuration as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in building located --------- at 000 X. Xxxxxxxxxxx Xxxx, Xxxxxxxx Xxxx, which building is adjacent to the building in which the Leased Premises are located hereunder (hereinafter referred to as ("First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space isSpace, as of the date of this Lease, vacant and unleasedis leased to Sysorex International ("Sysorex"). Landlord agrees that, after the thirty-sixth month of the Lease Term, that in the event Landlord receives an offer to lease said First Right Space from is vacated by Sysorex, or any successor in interest to the Sysorex lease (and/or said First Right Space becomes available for lease to a third party, rental and upon terms and conditions which are satisfactory to Landlord), Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at and advise Tenant of the same Basic Rental on the First Right Space required for said First Right Space (notwithstanding anything to the contrary, in no event shall Tenant's Basic Rent per square foot rate as be less than the Basic Rent scheduled in under this Lease Agreement dated July 3lLease), 1995, as amended, between Landlord and Tenant, and upon the same with all other terms, covenants, and conditions between Landlord and Tenant, as outlined in this Lease Agreement between Landlord dated May 3, 1995, remaining in full force and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Termeffect. Tenant shall have five (5) business days after receipt of said rental and terms and conditions notice from Landlord, of Landlord's opportunity in which to lease said space to a third party, to accept said rental Rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, Rental and terms and conditions and fails to execute a lease agreement documentation for said First Right Space at the rental and upon the terms and conditions Rental so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease Lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 4947.
B. The First Right of Refusal of Tenant under this Paragraph 49 47 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever46. In the event that Landlord consents to a sublease or assignment under Paragraph 1916 for twenty five percent (25%) or more of the Leased Premises, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space except an assignment or sublease to a third party tenant for a term that exceeds the first thirty-six (36) months parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A aboveits assets.
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, Subtenant shall have the First Right of Refusal to lease approximately 12,043+ square feet of any space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, becomes available for lease in the event Landlord receives Building. Upon receipt of an acceptable offer to lease available space (the "Acceptable Offer"), Sublessor shall provide Subtenant with notice that it has received such Acceptable Offer. In order to exercise this right, Subtenant must respond, in writing, within fifteen (15) business days, confirming that it will lease said First Right Space from space. Upon exercise, the parties will immediately execute a third party, Sublease Amendment incorporating the expanded space into the original Sublease at a rental and upon terms and conditions which are satisfactory rate equal to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the lesser of (i) the rate set forth in the Acceptable Offer or (ii) the same Basic Rent per square foot rate rental rates as scheduled contained in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writingSublease. In the event Tenant rejects or fails Subtenant elects to accept said rentnot exercise the above rights with respect to the Acceptable Offer, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further then Subtenant waives its First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect Acceptable Offer for the full remaining term hereofensuing ninety (90) days. However, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned after the ninety (90) days or transferred by Tenant, except with respect to a parent corporationdifferent offer or a revision of the Acceptable Offer, subsidiary corporationSubtenant's expansion rights pursuant to this section of the Sublease shall be reinstated. Notwithstanding anything contained herein to the contrary, or corporation Sublessor's negotiations with which Tenant merges or consolidates or to whom Tenant sells all or substantially all American Classic Voyagers ("ACV") for the western half of its assets the first floor (as provided more particularly described on EXHIBIT "D" hereto, the "Exclusion Premises") are excluded from Subtenant's right of first refusal for in Paragraph 56, either voluntarily or by operation a period of law, in any manner whatsoeversixty (60) days after the Lease Commencement Date. In the event that Landlord consents to If a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or is not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above signed with ACV during said thirty-six sixty (3660) month day period, Tenant's First Right of Refusal option shall any and all rights Subtenant may have with respect to the Exclusion Premises will be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A abovereinstated.
Appears in 1 contract
Samples: Sublease Agreement (Marex Com Inc)
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Provided Tenant is not in default under the Lease and provided TRAVEL TECHNOLOGIES GROUP, L.P. is in any occupancy of the termsPremises and has not assigned or sublet it, covenantsthen Tenant (but not any assignee or subtenant of Tenant) (but not any Transferee) shall have the right, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter containedterms below, shall to lease any space on the ninth (9th) floor that is available for lease, the space outlined in Exhibit “D-1” attached hereto and labeled “First Right of Refusal Space” (herein so called) subordinate to any existing renewal options or First Rights of Refusal that other tenants may have before it is leased to any third party. In the event any third party expresses interest in leasing all or any portion of the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on Space during the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month Term of the Lease Termwhich Landlord is prepared to accept (“Third Party Interest”), in Landlord shall offer the event Landlord receives an offer to lease said First Right of Refusal Space from a third party, rental and to Tenant upon the same terms and conditions which are satisfactory to Landlordas provided in the Lease for the original Premises, Landlord shall, prior to executing a lease agreement with a third party except that (i) the rent for said the First Right Spaceof Refusal Space shall be the prevailing market rate, offer said for comparable office space located in the Building, (ii) Tenant shall accept the First Right of Refusal Space “As-Is”, unless otherwise agreed to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between by Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have notify Landlord in writing of the acceptance of such offer within five (5) three (3) business days after receipt Landlord has delivered such offer to Tenant, specifying that such First Right of said rental Refusal Space has been accepted by Tenant and is a part of the Premises demised pursuant to the Lease for the remainder of the Lease Term and any renewal thereof, if applicable, and containing other appropriate terms and conditions in which relating to accept said rental and terms and conditions in writingthe addition of the First Right of Refusal Space to this Lease (including specifically any increase or adjustment of the rent as a result of such addition). In the event that Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by does not notify Landlord in writing of its acceptance of such offer within said such five (5) three (3) business day period, Tenant shall have no further then Tenant’s rights under this paragraph with respect to the First Right of Refusal Space shall terminate and Landlord shall thereafter be free able to execute a lease with a the First Right of Refusal Space or any portion thereof to any third party without further obligation to party. Any termination of the Lease shall terminate all rights of Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal Space. The rights of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and with respect to the First Right of Refusal Space shall not be severable from the Lease, nor may not such rights be assigned or transferred by Tenant, except conveyed in connection with any permitted assignment of the Lease. Landlord’s consent to any assignment of the Lease shall not be construed as allowing an assignment or a parent corporation, subsidiary corporation, conveyance of such rights to any assignee. Nothing herein contained should be construed so as to limit or corporation abridge Landlord’s ability to deal with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether Refusal Space or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right of Refusal Space to a third party tenant for a term that exceeds other tenants, Landlord’s sole obligation being to offer, and if such offer is accepted, to deliver the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option Space to Tenant in accordance with this provision. The Lease shall not be effective as void or voidable, nor shall Landlord be liable to Tenant for any loss or damage resulting from any delay in delivering possession of the termination First Right of Refusal Space to Tenant, but abatement of the Base Rental attributable to the First Right of Refusal Space from the date of said third party lease, Tenant’s acceptance of Landlord’s offer with respect to the First Right of Refusal offer to the date of actual delivery of the First Right of Refusal Space shall constitute full settlement of all claims that Tenant might have against Landlord by reason of the First Right of Refusal Space not being delivered upon the terms and conditions set forth in Paragraph 49A abovedate of Tenant’s acceptance of Landlord’s offer.
Appears in 1 contract
Samples: Lease Agreement (TRX Inc/Ga)
First Right of Refusal. Beginning (a) Tenant desires to have certain first right of refusal ("FIRST RIGHT OF REFUSAL") rights with regard to the remaining vacant portion of the Building, or any portion thereof, which space is hereinafter referred to as the "FRR SPACE." Landlord is willing to grant such in accordance with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, terms and conditions of this Lease AgreementSection.
(b) Landlord shall notify Tenant in writing ("INTERESTED PARTY NOTICE") of any third party ("INTERESTED PARTY") who expresses a bona fide interest in leasing the FRR Space, Tenantor any portion thereof, during as evidenced by a proposed letter of intent, or similar document, submitted to Landlord by the Term Interested Party, which Landlord is willing to accept. The Interested Party Notice shall include a copy of this Lease and subject to the provisions hereinafter containedsaid letter of intent or similar such document. Landlord, using its good faith efforts, shall have provide Tenant with at least fourteen (14) days prior notice ("PRE-ACCEPTANCE NOTICE") of its intent to accept an offer from an Interested Party. For a period of seven (7) days following Tenant's receipt of the Interested Party Notice (if Landlord has not delivered a Pre-Acceptance Notice with regard to such Interested Party, such period shall be extended to fourteen (14) days following the Tenant's receipt of the Interested Party Notice), Tenant may exercise its First Right of Refusal to lease approximately 12,043+ square feet the FRR Space by providing Landlord with written notice of space as shown such election ("ELECTION NOTICE"); provided, however, that if Tenant is in Blue material default beyond any applicable cure period under this Lease on the attached Exhibit Cdate of giving such notice, consisting such notice shall be null and void at the election of Landlord. The failure of Tenant to deliver the Election Notice to Landlord
(c) Subject to subsection (i) below, if Tenant elects to exercise its Right of Refusal, the FRR Space shall be deemed to be leased under all the terms and conditions of this Lease and shall constitute a portion of the remaining space on "Premises" for all purposes, and the first floor in --------- term of Tenant's lease of the building in which FRR Space shall be coterminous with the Leased Premises are located (term of this Lease with respect to the original Premises. The date that is the sooner to occur of the day that Landlord Substantially Completes the leasehold improvements pursuant to the FRR Space Work Letter, the date that the FRR Space would have been completed absent Tenant delays, or the day that Tenant commences occupancy of the FRR Space, is hereinafter referred to as the "OCCUPANCY DATE". To the extent reasonably required by Landlord, Tenant shall execute an amendment to this Lease evidencing the lease of the FRR Space.
(d) The Base Rent for the FRR Space shall be the Base Rent for the original Premises, on a per square foot of rentable area basis, and shall be subject to increase at the same times and in the same manner as Base Rent is adjusted pursuant to Section 5 above. Tenant's obligation to pay Base Rent and other rent respecting the FRR Space shall commence on the Occupancy Date.
(e) As a condition to Tenant's right to expand into the FRR Space, Tenant shall continue, both before and after this exercise of the First Right Space") upon of Refusal, to occupy the following terms Premises originally demised under this Lease, and conditions:
A. It is understood that said First Right Space isfurthermore, as of the time of the exercise of the option, and at the time Tenant takes possession of such FRR Space, Tenant shall not be in default under this Lease unless waived by Landlord.
(f) Within ten (10) days following Landlord's receipt of the Election Notice, and as a condition precedent to the lease of the FRR Space to Tenant, Tenant and Landlord shall enter into a work letter agreement ("FRR SPACE WORK LETTER AGREEMENT") which shall be in a form similar to the Work Letter Agreement. Among other provisions, the FRR Space Work Letter Agreement shall provide that the Occupancy Date which shall occur on the date that the improvements described by the FRR Space Work Letter Agreement are Substantially Complete (as defined in Section 3 of this Lease, vacant and unleased). Landlord agrees that, after Tenant delays affecting the thirty-sixth month construction of the Lease Termimprovements pursuant to the FRR Space Work letter shall not extend Tenant's obligation to pay Base Rent for the FRR Space on the Occupancy Date. The FRR Space Work Letter shall also provide that Landlord grants Tenant an amount equal to the unamortized (using the original term as an amortization period, on a straight line basis) portion of the Allowance (as defined in the Work Letter), expressed on a per rentable square foot basis, multiplied by the rentable square footage of the FRR Space, to be utilized for the cost of such construction.
(g) As of the Occupancy Date, the Tenant's Share used for purposes of calculating Direct Expenses shall be increased in order to reflect the addition of the FRR Space to the Premises.
(h) In the event that Tenant elects or is deemed to have elected to not exercise its Right of Refusal and Landlord and the Interested Party have not entered into a lease agreement within one hundred twenty (120) days following the date of such election by Tenant, the FRR Space shall remain subject to Tenant's First Right of Refusal. Tenant's rights as provided in this Section 31 shall not terminate if Tenant fails to exercise its right of refusal, but shall continue throughout the Terms, including any renewal terms, if and when the FRR Space thereafter becomes reasonable.
(i) Notwithstanding the provisions of subsections (c), (d) and (f) above, in the event that the Interested Party Notice is delivered at any time after the first three hundred sixty-five (365) days following the Commencement Date, and Tenant delivers an Election Notice to Landlord, Tenant and Landlord receives an offer to shall enter into a new lease said First Right Space from a third partyagreement, rental and prepared by Landlord, upon the exact terms and conditions which are satisfactory to set forth in the Interested Party Notice within twenty-one (21) days following Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writingthe Interested Party Notice. In the event that Landlord and Tenant rejects or fails are unable to accept said rent, terms, and conditions and execute a lease reach agreement for said First Right Space at the rental and upon the such terms and conditions so presented by Landlord within said five (5) business day such time period, Tenant the Election Notice shall have no further First Right of Refusal be deemed null and void, and Landlord shall be free to execute a lease negotiate with a third party without further obligation the Interested Party subject to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent provisions of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeversubsection (h) above. In the event that Landlord consents to a sublease or assignment under Paragraph 19this subsection (i) is applicable, the First Right option granted herein shall be void subsections (c), (d) and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36f) months of the Lease Term, Landlord above shall not lease the First Right Space be applicable to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's exercise of its First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A aboveRefusal.
Appears in 1 contract
First Right of Refusal. Beginning with If Landlord shall desire to sell the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, Demised Premises during the Term term of this Lease and subject has received an offer in writing (in the form of an agreement of sale or binding letter of intent) (the “Offer Documents”), from a third party at arms length, Landlord shall deliver a written notice to Tenant (“Landlord’s Original Notice”) advising Tenant that Landlord desires to accept such offer to sell the provisions hereinafter containedDemised Premises and provide Tenant with a copy of the Offer Documents including, shall have without limitation, the price at which Landlord desires to sell the Demised Premises (the “Original Purchase Price” and a title insurance commitment (the “Title Commitment”) showing Landlord as the current title holder. The First Right of Refusal contemplated herein shall not apply to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting sales or transfers to members of the remaining space on Xxxxxx family or the first floor in --------- affiliates of the building Landlord. Tenant shall have twenty (20) days from the date the Landlord’s Original Notice is delivered to Tenant (the “Original Notice Delivery Date”) in which to agree to purchase the Leased Demised Premises are located for the Original Purchase Price without condition (hereinafter referred other than satisfaction of the Schedule B-1 conditions contained in the Title Commitment relating to as "First Right Space") upon Landlord or the following terms and conditions:
A. Demised Premises). It is understood that said First Right Space is(i) each party shall pay for the attorneys’ fees and expenses and other costs which that party incurs, and all other closing costs shall be allocated as commonly allocated in the community where the Demised Premises are located unless the Offer Documents provide to the contrary in which event the terms of the date Offer Document shall control; (ii) Tenant shall pay Landlord the amount of this the Original Purchase Price for the Property in cash at closing; (iii) the sale of the Property shall be on an “AS IS, WHERE IS, WITH ALL FAULTS” basis, with no representations or warranties of Landlord whatsoever; (iv) the conveyance shall be by special warranty deed (v) at closing Tenant shall provide Landlord a release from all obligations of Landlord under the Lease, vacant and unleased. Landlord agrees that, arising on or after the thirty-sixth month of closing date. Tenant agrees to cooperate with Landlord in a Section 1031 exchange, provided Tenant shall not be required to expend any funds or modify the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenantclosing date. If said third party lease offer is for Tenant does not timely deliver a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right ’s Original Offer to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said such five (5) business day period, Tenant shall be deemed to have no further First Right of Refusal waived its right to purchase the Demised Premises pursuant to the economic terms contained in Landlord’s Original Notice, and Landlord shall be free become entitled, for a period of one hundred eighty (180) days, to execute sell the Demised Premises at a lease with a third party without further obligation price not less than the Original Purchase Price. If Landlord determines to negotiate the Original Purchase Price, then Landlord must again offer the Property to Tenant pursuant to the provisions hereof. In addition, if Landlord does not or chooses not to consummate the transaction provided for in the Offer Documents, then Landlord will be required to comply with the terms and provisions of this section with respect to said any other offer Landlord desires to accept. Tenant’s Rights of First Right Space, and this Lease Agreement dated July 3 l, 1995 Refusal shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months terminate upon sale of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon Demised Premises in compliance with the terms and conditions set forth in Paragraph 49A abovehereof.
Appears in 1 contract
First Right of Refusal. Beginning with Tenant shall have a ten (10) day First Right of Refusal to Lease any vacant and available space on the thirty-fourth and sixth month floors of the Lease ---------------------- Term, and provided Tenant is not in default in any Building ("First Right of Refusal space") for the term of the terms, covenants, and conditions Lease. Landlord shall notify Tenant in writing that Landlord has a bonefide acceptable Lease Proposal with a prospective tenant for all or part of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right of Refusal space. Tenant shall have ten (10) days from Tenanx'x xxceipt of written notification to lease approximately 12,043+ square feet of space as shown in Blue on agree to the attached Exhibit C, consisting of bonefide market terms set forth. In the remaining space on event that Tenanx xxxxpts the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space"of Refusal terms, Landlord shall draft a Lease Addendum specifying the terms for both parties execution. However, if the Landlord does not receive Tenant's written response within the ten (10) upon the following terms and conditions:
A. It is understood that said day period or if Tenant responds by declining to exercise its First Right Space isof Refusal, Landlord may Lease the space to a third party. This First Right of Refusal shall be subordinate to any existing rights granted to building tenants, as of the date of this LeaseLease is executed. THE PARTIES HERETO HAVE EXECUTED THIS LEASE ON THE DATES SPECIFIED IMMEDIATELY ADJACENT TO THEIR RESPECTIVE SIGNATURES. THIS LEASE HAS BEEN PREPARED FOR SUBMISSION TO YOUR ATTORNEY FOR THEIR APPROVAL. NO REPRESENTATION OR RECOMMENDATION IS MADE BY THE LANDLORD OR ITS AGENTS OR EMPLOYEES AS TO THE LEGAL EFFECT OR TAX CONSEQUENCES OF THIS LEASE OR THE TRANSACTION RELATING THERETO. "LANDLORD" NOMURX - XXXXXX XXXXER ASSOCIATES, vacant and unleasedL.P. Date:10/25/00 /s/ Naomaxx Xxxxxxx By: Naomaxx Xxxxxxx, Xxxretary & Treasurer Nomurx Xxxxxx, Xxx. Landlord agrees that, after the thirty-sixth month General Partnership "TENANT" SYNCOR INTERNATIONAL CORPORATION Date:_______________ /s/ Monty Xx By: Monty Xx Chairman of the Lease TermBoard AMENDMENT No. 1 TO SYNCOR INTERNATIONAL CORPORATION DEFERRED COMPENSATION PLAN Pursuant to the authority in Section 5.1 of the Syncor International Corporation Deferred Compensation Plan (the "Plan"), in the event Landlord receives an offer to lease said First Right Space from SYNCOR INTERNATIONAL CORPORATION, a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent Delaware corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets hereby amends the Plan as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.follows:
Appears in 1 contract
Samples: Valuation and Qualifying Accounts (Syncor International Corp /De/)
First Right of Refusal. Beginning with 24.1 If any area of level 4 in the thirty-sixth month Building (not being part of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, Premises) becomes vacant during the Term of this Lease and subject or will become vacant within a period of 6 months due to the provisions hereinafter containednotification of a tenant or failure of a tenant to exercise an option, shall have the First Right of Refusal Landlord must, if the space is operational and the Landlord intends to lease approximately 12,043+ square feet it:
(a) notify in writing the Tenant of that fact and in the case of space as shown in Blue that will become vacant, the date on which the Landlord reasonably believes the relevant space will become vacant; and
(b) offer to lease the relevant space to the Tenant on the attached Exhibit C, consisting terms described in this clause 24.
24.2 The Landlord’s offer must remain open for acceptance by the Tenant for at least 15 Business Days after the date on which it is given. The Landlord must not lease that space until the Landlord has given the offer and 10 Business Days has elapsed or the offer in the notification has been rejected (whichever happens first).
24.3 The lease offered by the Landlord for that additional space will:
(a) be for the remainder of the term of this Lease and must include any remaining space Further Terms;
(b) provide that the rent payable by the Tenant at the commencement date is equal to the rent rate per square metre payable under this Lease at the proposed commencement date of that lease; and
(c) otherwise be on the first floor in --------- same terms as this Lease with such amendments as are appropriate to reflect the building in which premises being leased. at the Leased Premises are located (hereinafter referred same time as entering into the lease the parties will also enter into any deed required by the Landlord to as "First Right Space") upon document the following terms and conditions:
A. It is understood that said First Right Space is, as provisions of clause 8 of the deed entered into between the parties on or around the date of this Lease, .
24.4 If the Tenant accepts the offer the Landlord will prepare a lease in accordance with the terms of this clause 24 and the parties must promptly sign the lease prepared in accordance with the terms of this clause 24.
24.5 The Tenant acknowledges that the Landlord’s obligation to make an offer under this clause is a once off right and if not accepted by the Tenant the provisions of this clause come to an end in relation to the vacant and unleased. Landlord agrees that, after space the thirty-sixth month subject of the Lease Term, in offer for that particular instance of availability and the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not lease to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and any party on terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49thinks fit.
B. The First Right of Refusal of 24.6 This clause 24 only applies whilst Fleetmatics Pty Ltd ACN 140 906 510 is the Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months lawful occupation of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A abovePremises.
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Provided Tenant is not in default in of any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term term of this Lease and subject to the provisions hereinafter contained, shall have the a First Right of Refusal to lease approximately 12,043+ 8,341-plus or minus- square feet of space in the condition and configuration as shown in Blue Red on the attached Exhibit C, consisting of the remaining second floor space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as ("First Right Space") upon the following terms and conditions:
A. (a) It is understood that said First Right Space isSpace, as of the date of this Lease, is vacant and unleased. Provided said First Right Space is vacant and Landlord is not actively negotiating with a third party to lease said First Right Space, Landlord agrees thatthat Tenant shall have the right to lease said First Right Space at the Basic Rental Rate of $.85 per square foot per month for a period through April 30, after 1998 and upon the thirty-sixth month of the same terms, covenants, and conditions outlined in this September 14, 1994 Lease Term, in Agreement between Landlord and Tenant.
(b) In the event Landlord receives an offer to lease said First Right Space from a third party, at a rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same rental (notwithstanding anything to the contrary, in no event shall Tenant's Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, be less than the Basic Rent stated above) and upon the same terms, covenants, and conditions outlined in this Lease Agreement between upon which Landlord and Tenant. If said is willing to lease to a third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination First Right of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's TermRefusal. Tenant shall have five three (53) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, terms and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five three (53) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 lSeptember 14, 1995 1994 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 4947.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, If during the Term of this Lease and subject to the provisions hereinafter containedLease, Landlord shall have the First Right of Refusal desire to lease approximately 12,043+ square feet of additional space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located project (hereinafter referred called the “Offered Space”), Landlord shall submit to as "First Right Space"Tenant a Notice (hereinafter called the “Notice”) upon stating that Landlord is marketing the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon space under certain terms and conditions which are satisfactory to Landlord(the “Offer”) therefore, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space and offering to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended lease the Offered Space on the identical terms as are contained therein. Within fifteen (15) days after the giving of the Notice (hereinafter called the “Offer Acceptance Period”), Tenant shall elect by giving notice to coincide with Landlord either to (i) lease the termination Offered Space on terms and conditions set forth in the Offer or (ii) waive its Right of said third party leaseFirst Refusal, in which case Tenant's Basic Rent per square foot rate subject to reinstatement only as provided below. If Tenant shall fail to respond within the Offer Acceptance Period, Tenant shall be increased by $.05 per square foot deemed to have rejected the Offer. If Tenant declines to accept the Offer, or fails to deliver notice of acceptance of the Offer on an annual basis, commencing with or before the extended term orexpiration of the Offer Acceptance Period, Landlord may elect, at its sole and absolute discretion, not proceed to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Offered Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A abovethe Offer. If Landlord is unable to consummate a lease of the Offered Space to a third party tenant on the terms and provisions of the Offer within sixty (60) days following the date on which Tenant declined the Offer, then Tenant’s Right of First Refusal shall be reinstated. If Tenant shall have elected to lease the Offered Space pursuant to the Right of First Refusal, Landlord and Tenant shall promptly proceed in good faith to enter into an amendment to lease for the Offered Space on terms and conditions consistent with the Offer and reasonably satisfactory to the parties. Landlord’s obligations as set forth in this Section shall continue as long as there exists vacant space in the Building. BY AND BETWEEN: MV PLAZA, INC.. CALIFORNIA CORPORATION AS LESSOR; AND: AS LESSEE Cendant Corporation, a Delaware Corporation TO LEASE DATED: July 3, 2003
1. No sign, placard, picture, advertisement, name or notice shall be inscribed, displayed or printed or affixed on or to any part of the outside or inside of the Building without the written consent of Lessor not to be unreasonably withheld and subject to lease signage criteria. Lessor shall have the right to remove and destroy any such sign, placard, picture, advertisement, name or notice without notice to and at the expense of Lessee. All approved signs or lettering on doors shall be printed, painted, affixed or inscribed at the expense of Lessee by a person approved by the Lessor. Lessee shall not place anything or allow anything to be placed near the glass of any window, door, partition or wall which may appear unsightly from outside the Premises; provided, however, that the Lessor may furnish and install a Building standard window covering at all exterior windows. Lessee shall not without prior written consent of Lessor cause or otherwise install sunscreen on any window.
2. The sidewalks, halls, passages, exits, entrances, elevators and stairways, driveways, and parking areas shall not be obstructed by lessees or used by them for any purpose other than for ingress and egress from their respective premises.
3. Lessee shall not alter any lock or install any new or additional locks or bolts on any doors or windows of the Premises, without prior written consent of Lessor and subsequent delivery of a duplicate key to Lessor.
4. The toilet rooms, urinals, wash bowls and other apparatus shall not be used for any purpose other than that for which they were constructed and no foreign substance of any kind whatsoever shall be thrown therein and the expense of any breakage, stoppage, or damage resulting from the violation of this rule shall be borne by the lessee who, or whose employees or invitees shall have caused it.
5. Lessee shall not overload the floor of the Premises or in any way deface the Premises or any part thereof.
Appears in 1 contract
Samples: Office Building Lease (Realogy Corp)
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right first right of Refusal refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of contiguous vacant unit at the remaining space on then market rent. If at any time during the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleasedlease term,. Landlord agrees thatintends to offer the adjacent vacant units for lease to, after the thirty-sixth month of the Lease Term, in the event Landlord receives excluding current occupant. third parties or to accept an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with of a third party for said First Right Space, offer said First Right Space to Tenant at lease the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Datecontiguous units, Landlord shall have give written notice to Tenant of the right rental rate and other material terms upon which Landlord is willing to require Tenant's Lease Term be extended to coincide with lease the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Termadjacent units. Tenant shall have five twenty-four (524) business days hours after receipt of said rental and terms and conditions notice from Landlord in which to accept said rental such Offer. Tenant shall accept such offer, if at all, only by written notice to Landlord in which Tenant agrees to lease the contiguous space at the price and terms conditions contained in the Landlord's notice. Landlord shall prepare an amendment to the original lease agreement based on the agreed upon terms and conditions in writingconditions. In the event If Tenant rejects or fails to give Landlord notice of Tenant's acceptance of tile offer contained in Landlord's notice within the twenty-four (24) hour period, then all rights of the Tenant to lease the contiguous unit under this agreement shall terminate and Landlord shall have no further obligation to notify Tenant of any other proposed Lease Agreements on the adjacent units. Landlord shall thereafter have the unconditional right to lease the contiguous space to third parties or to accept said rentthe offers from third parties to lease the contiguous space without further obligations to the Tenant, termsprovided such Leases are on the substantially the same terms as was offered to Tenant. LANDLORD TENANT /S/ XXXXXX X. XXXXXXXXX /S/ XXXXXXXX XXXXX SECOND ADDENDUM TO THE STANDARD INDUSTRIAL LEASE DATED JUNE 2, 1998 BY AND BETWEEN EMERYVILLE BUSINESS CENTRE. LANDLORD, AND ALIBRUS.A CALIFORNIA CORPORATION, TENANT. AT THE CERTAIN INDUSTRIAL PROPERTY LOCATED AT 0000-00XX XXXXXX, XXXXX 000, XXXXXXXXXX. XX 00000 INSERTS TO LEASE Landlord shall use its best efforts to deliver possession of the Property to Tenant by the Commencement Date. [1] or any insurance policy required to be in force pursuant to the terms of this Section 4,04, even if such policy is not in force due to the breach by Landlord or Tenant of its obligations hereunder. Common Area costs shall also not include any capital expenditures or repairs. the cost of any improvements or modifications requested by or required by particular tenants of the Protect. the costs of repairing any latent defects in the Project and conditions costs arising out of the negligence of Landlord or its contractors or employees. [2] Notwithstanding the foregoing to the contrary, (i) Landlord represents that there is a certificate of occupancy for the Property allowing use of the same for general office purposes. and execute (ii) Tenant shall have no responsibility or obligation to ensure that the Property complies with applicable codes, including the American's With Disabilities Act, except to the extent Tenant's acts cause such non-compliance. Tenant. However, shall be responsible for a lease agreement for said First Right Space mechanical lift or elevator to mezzanine if required by any governmental agency. [1] Notwithstanding anything contained in this Section 6.01 to the contrary, (i) to Landlord's knowledge, the Property does not violate applicable laws; and (ii) Tenant shall not be required to make any modifications to the Property in order to bring the Property into compliance with applicable laws. except to the extent Tenant's acts cause such non-compliance. Notwithstanding anything contained in this Lease to the contrary, neither Landlord nor Tenant shall be liable to the other with respect to consequential or special damages arising out of any breach or alleged breach of any provision of this Lease or any other conduct of the parties at the rental and upon Project or the terms and conditions so presented by Landlord within said five (5) business day periodProperty. [3] Notwithstanding the foregoing, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect make any capital improvements or replacements to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by TenantProperty, except to a parent corporationthe extent of damage caused by any act or omission of Tenant. [1] Landlord will make its best efforts, subsidiary corporationbut shall have no obligation to, or corporation with which notify Tenant merges or consolidates or to whom Tenant sells all or substantially all at time of its assets as provided for in Paragraph 56, either voluntarily or by operation approval of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, improvements whether or not Tenant will be required to remove such improvements at the vacation of Premises. [1] with such failure continuing for a period of five (5) days after written notice thereof from Landlord to Tenant. [1] or to any entity that purchases substantially all of the capital stock of Tenant. AGREED AND ACCEPTED AGREED AND ACCEPTED TENANT: Alibrus LANDLORD: Emeryville Business Centre BY: /S/ XXXXXXXX XXXXX BY: /S/ XXXXXX X. XXXXXXXXX DATE: 6/23/98 DATE: 6/24/98 CB COMMERCIAL OPTION TO EXTEND TERM LEASE XXXXX XX COMMERCIAL REAL ESTATE GROUP, INC. BROKERAGE AND MANAGEMENT LICENSED REAL ESTATE BROKER This Rider is attached to and made part of that certain Lease (the "Lease") dated June 2, 1998 between Emeryville Business Centre, as Landlord, And Alibrus, a California Corporation as Tenant, covering the Property commonly known as 0000 - 00xx Xxxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 (the "Property"). The terms used herein shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease same definitions as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A abovethe Lease. The provisions of this Rider shall supersede any inconsistent or conflicting provisions of the Lease.
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the (a) First Right of Refusal to lease approximately 12,043+ square feet of space as shown Lease. Tenant desires to have certain expansion rights within the Building and Landlord is willing to grant such expansion rights in Blue on accordance with the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory of this Section.
(i) Subject to Landlordany existing rights previously granted to the other tenant of the Building, Galil Motion, Landlord shall, prior to executing a lease agreement with a shall notify Tenant in writing ("INTERESTED PARTY NOTICE") of any third party for said First Right Space, offer said First Right Space to Tenant at ("INTERESTED PARTY") who expresses a bona fide interest in leasing any space ("FIRST REFUSAL SPACE") within the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995Building, as amendedevidenced by a proposed letter of intent, between or similar document, submitted to Landlord and Tenantby the Interested Party, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between which Landlord and Tenantis willing to accept. If said third party lease offer is for For a period which extends beyond this of ten (10) business days following Tenant's Lease Termination Datereceipt of the Interested Party Notice, Landlord Tenant shall have the right ("FIRST RIGHT OF REFUSAL") to require lease the First Refusal Space by providing Landlord with written notice of such election ("ELECTION NOTICE"). The failure of Tenant to deliver the Election Notice to Landlord within such time period shall be deemed Tenant's Lease Term be extended to coincide with waiver of the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation the First Refusal Space to the Interested Party. If Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may does not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of lawdeliver an Election Notice within such time period, in any manner whatsoever. In the event that (i) Landlord consents to a sublease has not entered into the lease transaction described in the Interested Party Notice within one hundred twenty (120) days following Tenant's receipt of such notice, or assignment under Paragraph 19(ii) if the average rental amount described in the Interested Party Notice decreases by more than ten percent (10.00%), the First Right option granted herein Refusal Space shall once again be void and of no force and effect, whether or not Tenant shall have purported subject to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of under this Section.
(ii) If Tenant delivers the termination date of said third party leaseElection Notice, Landlord and Tenant shall, within fifteen (15) days thereafter, enter into separate lease documentation upon the exact terms and conditions as set forth in Paragraph 49A abovethis Lease as modified by the terms of the Interested Party Notice.
(iii) If Tenant is in material default beyond any applicable notice and cure period upon the date of delivery of the Election Notice, Landlord shall have the option of declaring the Election Notice null and void.
Appears in 1 contract
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Provided that Tenant is not in breach or default in of any of the terms, covenants, terms and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, Tenant shall have the First Right of Refusal to lease approximately 12,043+ square feet expand into the approximate 9,000 sq. ft. of space as shown in Blue on the attached Exhibit Ccurrently leased to Spreadtrum, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are Inc. and located at 000 Xxxx Xxxxxx Xxx, Xxxxxxxxx, Xxxxxxxxxx (hereinafter referred to as "First Right the “Expansion Space") ”), upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. : Landlord agrees that, after the thirty-sixth month of the Lease Term, that in the event Landlord receives an offer such Expansion Space becomes vacant and is proposed to lease said First Right Space from be leased to a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, party that prior to executing a lease agreement with a third party for said First Right Expansion Space, Landlord shall notify Tenant and offer said First Right Expansion Space to Tenant in its then “As Is” condition at the same Basic highest of the following rents: (i) the rental which Landlord is proposing to lease such Expansion Space to such third party, (ii) the average monthly rental payable by Tenant hereunder for the remainder of the Lease Term, or (iii) the then monthly Fair Market Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Termsuch Expansion Space. Tenant shall have five three (53) business days after receipt of said rental and terms and conditions such notice from Landlord in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease for such Expansion Space in accordance with a third party without further obligation to Tenant with respect to said First Right Spacesuch highest rent, the terms of this paragraph and such notice, and the remaining terms and conditions of this Lease Agreement dated July 3 lLease; except that paragraphs 42,43, 1995 44,45 and 46 hereof shall continue be deleted. Such lease for said Expansion Space shall not be less than five years in full force and effect length. If Tenant executes a lease for such Expansion Space pursuant to the full remaining term terms hereof, absent then all existing leases between the parties hereto shall automatically be extended to the last day of this Paragraph 49.
B. The First Right of Refusal of Tenant the lease term for such Expansion Space (herein “Extended Period”); and the monthly Basic Rent due under this Paragraph 49 is granted for Tenant's personal benefit and may not each such other existing lease during each such Extended Period, shall be assigned or transferred by Tenant, except increased (if higher) to a parent corporation, subsidiary corporation, or corporation with rate equal to the monthly rent per square foot which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided is payable under the lease for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeversuch Expansion Space. In the event that Landlord consents Tenant fails to so execute such a sublease or assignment lease for such Expansion Space after receipt of such notice from Landlord, then all rights of Tenant under Paragraph 19, the First Right option granted herein this paragraph shall be void immediately terminate and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Termbecome void. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.Initials: /s/ Illegible Initials: /s/ Illegible
Appears in 1 contract
Samples: Lease Agreement (Advanced Analogic Technologies Inc)
First Right of Refusal. Beginning with a. Landlord is the thirty-sixth month owner of two (2) separate parcels, adjacent to the Lease ---------------------- Premises, referred to as "PARCEL 11" and "PARCEL 13," which described in Exhibit D and Exhibit E, respectively, attached hereto. At any time during the Initial Term or Extended Term, and if applicable, provided that Tenant is not in default in any of under the terms, covenants, and conditions provisions of this Lease Agreementbeyond any applicable notice and cure periods, Tenant, during the Term of this Lease Landlord and subject to the provisions hereinafter contained, Tenant hereby agree that Tenant shall have the First Right first right of Refusal refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located purchase (hereinafter referred to as "First Right SpaceFIRST RIGHT OF REFUSAL") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Parcel 11 and/or Parcel 13 from Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A abovethis Section.
b. Landlord shall give Tenant written notice ("OFFER NOTICE") of any bona fide offer to purchase Parcel 11 and/or Parcel 13 that Landlord intends to accept, which notice shall advise Tenant of the terms and conditions of such offer to purchase. On or before 5:00 p.m. on the date which is five (5) days following Tenant's receipt of the Offer Notice, Tenant shall notify Landlord in writing whether it elects to purchase Parcel 11 and/or Parcel 13, as applicable, upon the exact terms and conditions set forth in the Offer Notice. If Tenant fails to respond in writing to such Offer Notice within the specified time period, or elects not to exercise its First of Right of Refusal, Buyer's First Right of Refusal shall terminate and Buyer shall have no further rights under this Section; provided, however, that if the transaction described in the Offer Notice does not close, and Seller thereafter elects to accept an additional offer to purchase Parcel 11 and/or Parcel 13, as applicable, the provisions of this Section shall apply. Landlord makes no representation or warranty regarding its efforts, if any, to sell Parcel 11 and/or Parcel 13.
c. For the purpose of this Section, Tenant's "FIRST RIGHT OF REFUSAL" shall also be applicable to any offer in which Landlord is willing to accept with regard to a build-to-suit lease transaction on Parcel 11 and/or Parcel 13, as applicable; provided, however, in such situation, if Tenant elects to exercise its First Right of Refusal by delivery of an Offer
Appears in 1 contract
Samples: Net Lease Agreement (Financial Pacific Insurance Group Inc)
First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right of first refusal to require lease Suites C and D of the Project ("SUITES C AND D"), as shown on EXHIBIT "A", under the same economic provisions and conditions that Landlord is willing to accept from a bona fide third party ("OFFER"). In order to exercise such right, Tenant shall accept the provisions of the Offer within ten (10) days after Landlord provides the Offer to Tenant with a statement that the Offer has been received by Landlord and is acceptable to Landlord ("OFFER PERIOD"). A fully executed letter of intent shall constitute an Offer, whether such letter of intent is of a binding or non-binding nature. Except as otherwise set forth in this Paragraph, Tenant's Lease Term failure to irrevocably exercise in writing such right within such ten (10) day period shall conclusively be extended to coincide with the termination of said third party lease, in which case deemed Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not failure to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writingexercise such right. In the event Tenant rejects or fails properly exercises its right, Landlord and Tenant shall enter into an amendment to this Lease for Suites C and D under the provisions of the Offer. Such right of first refusal will be conditioned upon (i) Landlord's review and approval of Tenant's financial condition; (ii) Tenant's not being not in default under this Lease beyond any applicable cure period, and (iii) the intended use being consistent with the use described in Paragraph 1.11(i) above. Notwithstanding anything to the contrary contained herein, in the event that the Tenant does not exercise its right to accept said rent, termsthe Offer during the Offer Period, and conditions and execute a lease agreement for said First Right Space at in the rental and upon event that the terms and conditions so presented by Landlord either: (i) does not close on the Offer with the bona fide third party within said five (5) business day periodmonths after the Offer Period; and/or (ii) Landlord materially alters the provisions of the Offer (such as a lowering of the rent in the offer, Tenant or making a material change in the term, size of premises or other financial provisions), then Tenant's right of first refusal shall have no further First Right revive, and any material alterations in the Offer as provided in subsection (ii) of Refusal and Landlord this paragraph shall constitute a new Offer which shall be free to execute a lease with a third party without further obligation made to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeverherein. In the event that Landlord consents to a sublease or assignment under Paragraph 19Tenant exercises its option for Suites C and D, the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the abovesubmit updated financials, Landlord acknowledges that during the an estoppel certificate as required herein, an SNDA (as defined below) as required herein, and other reasonable documents required by Landlord's lender. Such first thirty-six (36) months of the Lease Term, Landlord right shall not lease apply to any renewals by existing tenants in the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A aboveBuilding.
Appears in 1 contract
First Right of Refusal. Beginning with Tenant shall have the thirty-sixth month right of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, Tenant, first refusal during the Term of this Lease and subject to the provisions hereinafter contained, shall have the First Right of Refusal to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent portion of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 the Building which is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except shown on Exhibit G to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeverthe Lease. In the event that Landlord consents is prepared to Lease all or any portion of such additional space to a sublease or assignment under Paragraph 19third party, Landlord shall give to Tenant written notice of the First Right option granted herein shall be void and of no force and effect, whether or not same. Tenant shall have purported the right, within five (5) days of receipt of such notice, to exercise elect to Lease such First Right option additional space on the same terms and conditions as Landlord is prepared to Lease the same to the third party, as disclosed by Landlord's notice, based on similar credit worthiness of each tenant. Tenant's election shall be exercised by written notice to notice, based on similar credit worthiness of each tenant. Tenant's election shall be exercised by written notice to Landlord given prior to the expiration of such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six five (365) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Termday period. In the event that Tenant gives such notice, Landlord enters and Tenant shall enter into a modification of this Lease reflecting the inclusion of the additional space. In the event the Tenant does not give such written notice, then Landlord shall be free to Lease such additional space to the intended third party lease as described above during said thirty-six (36) month periodlessee, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon on the terms and conditions set forth in Paragraph 49A abovethe original notice given from Landlord to Tenant. In the event that landlord does not subsequently Lease such additional space to such third party, or discontinues negotiations with such third party, then such additional space shall again become subject to the right of first refusal set forth herein. The right of first refusal set forth herein shall only apply so long as Tenant is not in default hereunder. In the event this Lease is terminated for any reason, the rights granted to Tenant in this paragraph shall also terminate at the same time. In the event Tenant exercises the right of first refusal provided herein and subsequently becomes in default, Landlord may elect, by written notice to Tenant, to terminate Tenant's prior election to exercise its right of first refusal, in which event Tenant shall have no rights with respect to additional space. The right of first refusal is personal to the Tenant named herein and shall only exist so long as the Tenant named herein is in actual occupancy of the Premises.
Appears in 1 contract
First Right of Refusal. Beginning with (a) Landlord hereby grants to Tenant a continuing right of first refusal (the thirty-sixth month "First Right of Refusal") covering all of the Lease ---------------------- Term, and provided Tenant is not in default in any office space located upon the twenty-first (21st) floor of the termsBuilding (the "First Refusal Space"). If at any time after the date hereof, covenantsLandlord shall desire to lease all or part of the First Refusal Space (whether or not as part of a larger space), and conditions as evidenced by the issuance of this Lease Agreementa bona fide proposal to a third party by or on behalf of Landlord covering such space, Tenantor Landlord's acceptance of a bona fide proposal from a third party ("Third Party Proposal"), during Landlord shall first offer to lease the Term of this Lease and First Refusal Space subject to the provisions hereinafter containedlimitations provided below, by giving written notice ("Landlord's First Refusal Space Notice") to Tenant. Landlord's First Refusal Space Notice shall have specify the amount of First Refusal Space covered by the Third Party Proposal (the "Designated First Refusal Space") and the date on which the Designated First Refusal Space is expected to be available for Tenant's lease. Within five (5) days after receiving Landlord's notice, Tenant shall give written notice to Landlord ("First Refusal Space Exercise Notice"), elect or decline to exercise its First Right of Refusal as to the Designated First Refusal Space. This First Right of Refusal shall require Tenant to lease the Designated First Offer Space on the same terms and conditions (including the same annual per square foot rental rates) included within such Third Party Proposal. If Tenant fails to exercise the First Right of Refusal by delivering written notice to lease approximately 12,043+ square feet of space as shown in Blue on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have within such five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall be deemed to have no further declined to exercise its First Right of Refusal and Landlord Refusal. Notwithstanding the foregoing, Tenant shall be free have no night to execute a lease with a third party without further obligation to Tenant with respect to said First Right Space, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for Tenant's personal benefit and may not be assigned or transferred by Tenant, except to a parent corporation, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, exercise the First Right option granted herein shall be void and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or sublease.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.of
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First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Tenant is not in default in any of the terms, covenants, and conditions of this Lease Agreement, TenantIf, during the Term primary term of this Lease, all or any part of the remaining space (the "First Refusal Space") on the NINTH (9TH) floor of the Building consisting of approximately 8,422 square feet of Net Rentable Area shall become available for lease and provided that no default or event of default by or with respect to Tenant then exists hereunder, Tenant shall have the first right and option to lease such additional space as such additional space becomes available for lease by Landlord, subject, however, to any extension, renewal and expansion options which may be contained in the lease agreements between Landlord and other tenants then occupying such additional space. When any such space becomes available for lease by Landlord, Landlord shall first offer to lease such space to Tenant at the First Refusal Rate (as hereinafter defined) and otherwise upon the same terms and conditions as would then be offered by Landlord to unrelated third parties in an arm's-length transaction, said offer to lease such additional space to Tenant to be made in writing by Landlord when such additional spaces become available for lease. The "First Refusal Rate" means the Adjusted Rental per square foot of NRA per annum to be charged to Tenant for the First Refusal Space and shall equal the greater of (a) the Adjusted Rental per square foot of NRA per annum which would then be offered by Landlord to unrelated third parties in an arm's-length transaction or (b) the same Adjusted Rental per square foot of NRA per annum which then and thereafter applies to the Premises pursuant to this Lease during the remainder of the term of this Lease and subject to any renewal or extension thereof; provided, however, that if the provisions hereinafter containedof this subparagraph (b) apply, shall have the term of the lease for the First Right Refusal Space shall not extend beyond the remaining term of this Lease and any renewal or extension hereof. If, within seven (7) days after Landlord gives Tenant notice of the availability of the First Refusal Space, Tenant does not notify Landlord that Tenant elects to exercise its right to lease approximately 12,043+ square feet all of such space as shown in Blue so offered on the attached Exhibit C, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are located (hereinafter referred to as "First Right Space") upon the following such terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. Landlord agrees that, after the thirty-sixth month of the Lease Term, in the event Landlord receives an offer to lease said First Right Space from a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, prior to executing a lease agreement with a third party for said First Right Space, offer said First Right Space to or if Tenant at the same Basic Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Term. Tenant shall have five (5) business days after receipt of said rental and terms and conditions in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease with a third party without further obligation to Tenant with respect to said First Right Spaceon such terms and conditions for such space within twenty (20) days thereafter, and this Lease Agreement dated July 3 l, 1995 shall continue in full force and effect for the full remaining term hereof, absent of this Paragraph 49.
B. The First Right of Refusal of Tenant under this Paragraph 49 is granted for then Tenant's personal benefit rights to lease the First Refusal Space shall terminate and expire. Notwithstanding the foregoing, Tenant's right to lease said space, may not be assigned or transferred by exercised at any time after Tenant, except to a parent corporationwith or without the consent of Landlord, subsidiary corporation, or corporation with which Tenant merges or consolidates or to whom Tenant sells (A) assigns all or substantially all any portion of its assets as provided this Lease or (B) sublets more than twenty-five percent (25%) of the space located in the Premises for in Paragraph 56any length of time subsequent to that date which is twelve (12) months prior to when such additional space becomes available for lease, either voluntarily and (iii) shall not inure to the benefit of any assigns or by operation subtenants of law, in any manner whatsoever. In the event that Landlord consents to a sublease or assignment under Paragraph 19, the First Right option granted herein shall be void and of no force and effectTenant, whether or not any such assignee or subtenant has been approved by Landlord. Nothing herein shall imply that Tenant shall have purported to exercise such First Right option may assign or sublet all or any portion of this Lease or the Premises without the prior to such assignment or subleasewritten consent of Landlord.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.
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First Right of Refusal. Beginning with the thirty-sixth month of the Lease ---------------------- Term, and provided Provided that Tenant is not in breach or default in of any of the terms, covenants, terms and conditions of this Lease Agreement, Tenant, during the Term of this Lease and subject to the provisions hereinafter contained, Tenant shall have the First Right of Refusal to lease approximately 12,043+ square feet expand into the approximate 11,020 sq. ft. of space as shown in Blue on the attached Exhibit Ccurrently leased to OCZ Technologies, consisting of the remaining space on the first floor in --------- the building in which the Leased Premises are Inc. and located at 000 Xxxxx Xxx Xxxxx, Sunnyvale, California (hereinafter referred to as "First Right the “Expansion Space") ”), upon the following terms and conditions:
A. It is understood that said First Right Space is, as of the date of this Lease, vacant and unleased. : Landlord agrees that, after the thirty-sixth month of the Lease Term, that in the event Landlord receives an offer such Expansion Space becomes vacant and is proposed to lease said First Right Space from be leased to a third party, rental and upon terms and conditions which are satisfactory to Landlord, Landlord shall, party that prior to executing a lease agreement with a third party for said First Right Expansion Space, Landlord shall notify Tenant and offer said First Right Expansion Space to Tenant in its then “As Is” condition at the same Basic highest of the following rents: (i) the rental which Landlord is proposing to lease such Expansion Space to such third party, (ii) the average monthly rental payable by Tenant hereunder for the remainder of the Lease Term, or (iii) the then monthly Fair Market Rent per square foot rate as scheduled in this Lease Agreement dated July 3l, 1995, as amended, between Landlord and Tenant, and upon the same terms, covenants, and conditions outlined in this Lease Agreement between Landlord and Tenant. If said third party lease offer is for a period which extends beyond this Tenant's Lease Termination Date, Landlord shall have the right to require Tenant's Lease Term be extended to coincide with the termination of said third party lease, in which case Tenant's Basic Rent per square foot rate shall be increased by $.05 per square foot on an annual basis, commencing with the extended term or, Landlord may elect, at its sole and absolute discretion, not to extend Tenant's Termsuch Expansion Space. Tenant shall have five three (53) business days after receipt of said rental and terms and conditions such notice from Landlord in which to accept said rental and terms and conditions in writing. In the event Tenant rejects or fails to accept said rent, terms, and conditions and execute a lease agreement for said First Right Space at the rental and upon the terms and conditions so presented by Landlord within said five (5) business day period, Tenant shall have no further First Right of Refusal and Landlord shall be free to execute a lease for such Expansion Space in accordance with a third party without further obligation to Tenant with respect to said First Right Spacesuch highest rent, the terms of this paragraph and such notice, and the remaining terms and conditions of this Lease Agreement dated July 3 lLease; except that paragraphs 42,43, 1995 44,45 and 46 hereof shall continue be deleted. Such lease for said Expansion Space shall not be less than five years in full force and effect length. If Tenant executes a lease for such Expansion Space pursuant to the full remaining term terms hereof, absent then all existing leases between the parties hereto shall automatically be extended to the last day of this Paragraph 49.
B. The First Right of Refusal of Tenant the lease term for such Expansion Space (herein “Extended Period”); and the monthly Basic Rent due under this Paragraph 49 is granted for Tenant's personal benefit and may not each such other existing lease during each such Extended Period, shall be assigned or transferred by Tenant, except increased (if higher) to a parent corporation, subsidiary corporation, or corporation with rate equal to the monthly rent per square foot which Tenant merges or consolidates or to whom Tenant sells all or substantially all of its assets as provided is payable under the lease for in Paragraph 56, either voluntarily or by operation of law, in any manner whatsoeversuch Expansion Space. In the event that Landlord consents Tenant fails to so execute such a sublease or assignment lease for such Expansion Space after receipt of such notice from Landlord, then all rights of Tenant under Paragraph 19, the First Right option granted herein this paragraph shall be void immediately terminate and of no force and effect, whether or not Tenant shall have purported to exercise such First Right option prior to such assignment or subleasebecome void.
C. Notwithstanding the above, Landlord acknowledges that during the first thirty-six (36) months of the Lease Term, Landlord shall not lease the First Right Space to a third party tenant for a term that exceeds the first thirty-six (36) months of the Lease Term. In the event Landlord enters into a third party lease as described above during said thirty-six (36) month period, Tenant's First Right of Refusal option shall be effective as of the termination date of said third party lease, upon the terms and conditions set forth in Paragraph 49A above.
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Samples: Lease Agreement (Advanced Analogic Technologies Inc)