Common use of Lease Modifications Clause in Contracts

Lease Modifications. After the Execution Date and prior to the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent in each instance, which consent shall not be unreasonably withheld and shall be given or denied, with the reasons for such denial specified in reasonable detail, within five (5) business days after receipt by Buyer of the information referred to in the next sentence, (a) modify or amend any Pre-Execution Lease (except pursuant to the exercise by a tenant of a renewal, extension or expansion option or other right contained in such tenant's lease); (b) consent to any assignment or sublease in connection with any Pre-Execution Lease; or (c) remove any tenant under any Pre-Execution Lease, whether by summary proceedings or otherwise, (the matters set forth in subparagraphs (a) through (c) above are collectively referred to as a "Lease Modification"). Seller shall furnish Buyer with a written notice of the proposed action which shall contain information regarding the proposed action that is reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed action including, if available, any draft renewal, extension, amendment, assignment or sublease. If Buyer fails to object in writing to any such proposed action within five (5) business days after receipt of the aforementioned information, Buyer shall be deemed to have approved the proposed action. If any Lease requires that the landlord's consent be given under the applicable circumstances, then Buyer shall be deemed ipso facto to have approved such action. Any notice from Buyer rejecting the proposed action shall include a description of the reasons for Buyer's rejection. If Buyer rejects the proposed action, Seller shall nevertheless retain full right, power and authority to execute such documents as are necessary to effect such action, and Seller shall promptly advise Buyer of the same. The foregoing notwithstanding, in the event Buyer has rejected the proposed action but Seller nonetheless proceeds to effect it, Buyer shall have the right, within five (5) business days after receipt of Seller's notice that Seller has taken such action, to elect to terminate this Agreement by the delivery to Seller of a written notice of termination, in which case the Deposit shall be paid to Buyer and, thereafter, the parties shall have no further rights or obligations hereunder other than any arising under any section herein which expressly provides that it shall survive the termination of this Agreement. If Buyer fails to notify Seller within such time period, Buyer shall be deemed to have fully waived any rights to terminate this Agreement pursuant to this Section 13.2. Seller shall deliver to Buyer a true and complete copy of each such renewal or extension agreement, modification, or amendment, as the case may be, promptly after the execution and delivery thereof. After the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent, which consent may be withheld in Buyer's sole discretion, enter into any Lease Modification. Seller shall furnish Buyer with a written notice of the proposed Lease Modification. If Buyer fails to object in writing to such proposed Lease Modification within three (3) business days after receipt of such notice, Buyer shall be deemed to have rejected the proposed Lease Modification. After the Execution Date, Seller shall not, without Buyer's prior written consent, in Buyer's sole discretion, enter into any additional leases affecting the Property.

Lease Modifications. After If any Leasing Commission or Tenant Inducement Cost the Execution payment of which is Seller’s responsibility, as provided above, has not been paid by Closing, then Purchaser will receive a credit at Closing for the unpaid amount. If before Closing Seller pays any Leasing Commission or Tenant Inducement Cost required to be paid before Closing but the payment of which is Purchaser’s responsibility (such as a Leasing Commission due upon execution of a new Lease other than a Preapproved Lease Modification after the Effective Date), then Seller will receive a credit from Purchaser at Closing for the amount so paid. For the purposes hereof, “Tenant Inducement Costs” shall mean (i) any out-of-pocket payments required under a Lease to be paid by the landlord thereunder to or for the benefit of the tenant thereunder which is in the nature of a tenant inducement, including, without limitation, tenant improvement costs (whether paid by the landlord to the tenant as a cash allowance or incurred by the landlord in the performance of such tenant improvements), lease buyout costs, and moving, design and refurbishment allowances and (ii) solely with respect to any Preapproved Lease Modifications executed by Seller, so-called “downtime rent” (i.e., base rent and NNN pass-through expenses) attributable to the period from the Closing Date through the rent commencement date under the Preapproved Lease Modifications, as reasonably calculated by Seller and Purchaser at Closing and the loss of income resulting from any free rental period during the current term (or initial term if the term has not yet commenced) of such Lease that is not contingent on either the exercise of any renewal, expansion or other option by the Tenant thereunder. The term “Tenant Inducement Costs” shall not include loss of income resulting from any free rental period except as set forth in the immediately preceding sentence, it being agreed that Seller shall bear the loss resulting from any other free rental period until the Closing Date and prior to that Purchaser shall bear the expiration of loss from and after the Due Diligence PeriodClosing. The term “Leasing Commissions” shall mean any brokerage commission, Seller shall not, without Buyer's prior written consent in each instance, which consent shall not be unreasonably withheld and shall be given or denied, with the reasons for such denial specified in reasonable detail, within five (5) business days after receipt by Buyer of the information referred to in the next sentence, (a) modify or amend any Pre-Execution Lease (except pursuant to the exercise by a tenant of a renewal, extension or expansion option fee or other right contained in such tenant's lease); (b) consent to any assignment or sublease compensation owing in connection with any Pre-Execution Lease; or (c) remove any tenant under any Pre-Execution . For the avoidance of doubt, the Tenant Inducement Costs for [omitted] shall include $[omitted], which is equal to the difference between full rent and the rent being paid during the first [omitted] months of the term of that Lease, whether by summary proceedings or otherwiseand the Tenant Inducement Costs for [omitted] shall include $[omitted], (which is equal to the matters set forth in subparagraphs (a) through (c) above are collectively referred to as a "Lease Modification"). Seller shall furnish Buyer with a written notice difference between full rent and the rent being paid during the first [omitted] of the proposed action which shall contain information regarding the proposed action terms of that is reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed action including, if available, any draft renewal, extension, amendment, assignment or sublease. If Buyer fails to object in writing to any such proposed action within five (5) business days after receipt of the aforementioned information, Buyer shall be deemed to have approved the proposed action. If any Lease requires that the landlord's consent be given under the applicable circumstances, then Buyer shall be deemed ipso facto to have approved such action. Any notice from Buyer rejecting the proposed action shall include a description of the reasons for Buyer's rejection. If Buyer rejects the proposed action, Seller shall nevertheless retain full right, power and authority to execute such documents as are necessary to effect such action, and Seller shall promptly advise Buyer of the same. The foregoing notwithstanding, in the event Buyer has rejected the proposed action but Seller nonetheless proceeds to effect it, Buyer shall have the right, within five (5) business days after receipt of Seller's notice credit Purchaser at Closing for any such Tenant Inducement Costs that Seller has taken such action, to elect to terminate this Agreement by the delivery to Seller of a written notice of termination, in which case the Deposit shall be paid to Buyer and, thereafter, the parties shall have no further rights or obligations hereunder other than any arising under any section herein which expressly provides that it shall survive the termination of this Agreement. If Buyer fails to notify Seller within such time period, Buyer shall be deemed to have fully waived any rights to terminate this Agreement pursuant to this Section 13.2. Seller shall deliver to Buyer a true and complete copy of each such renewal or extension agreement, modification, or amendment, as the case may be, promptly after the execution and delivery thereof. After the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent, which consent may be withheld in Buyer's sole discretion, enter into any Lease Modification. Seller shall furnish Buyer with a written notice of the proposed Lease Modification. If Buyer fails to object in writing to such proposed Lease Modification within three (3) business days after receipt of such notice, Buyer shall be deemed to have rejected the proposed Lease Modification. After the Execution Date, Seller shall not, without Buyer's prior written consent, in Buyer's sole discretion, enter into any additional leases affecting the Propertyremain outstanding at Closing.

Lease Modifications. After From and after the Execution Date date of this Agreement: (a) The provisions of Section 1(h) of the Lease regarding the Right of First Offer is hereby modified and amended so that the “Offer Space” shall be the entire rentable portion of the eighth (8th) floor of the Building. (b) Section 11(f)(i) of the Lease is hereby modified to provide as follows: “There shall not be more than two (2) subtenants in the Fifth Floor Premises and there shall not be more than two (2) subtenants in the Additional Premises at an one time during the term hereof (excluding any occupants permitted without Landlord’s consent as provided in this Article 11).” (c) Subject to applicable laws, Tenant shall be permitted to use the fire stairs for access only between the floors comprising the Premises. Tenant hereby agrees that it and its employees, invitees and agents shall not assemble or loiter in the fire stairs. Landlord shall paint the stairwell between the fourth (4th) and fifth (5th) floors of the Building at Landlord’s cost and expense prior to the expiration of Additional Premises Commencement Date. (d) Notwithstanding anything to the Due Diligence Periodcontrary set forth in the Lease, Seller shall not, without Buyer's prior written consent in each instance, which consent (i) Tenant shall not be unreasonably withheld and shall be given required to remove the following items from the Fifth Floor Premises at the expiration or denied, with the reasons for such denial specified in reasonable detail, within five (5) business days after receipt by Buyer sooner termination of the information referred to Lease: supplemental air conditioning system, whiteboards, insulation in the next sentence, IT room and the IT room door replacement and (aii) modify or amend any Pre-Execution Lease (except pursuant Tenant shall not be required to the exercise by a tenant of a renewal, extension or expansion option or other right contained in such tenant's lease); (b) consent to any assignment or sublease in connection with any Pre-Execution Lease; or (c) remove any tenant under any Pre-Execution Lease, whether by summary proceedings or otherwise, (the matters improvement set forth in subparagraphs (a) through (c) above are collectively referred to as a "Lease Modification"). Seller shall furnish Buyer with a written notice on Exhibit “B” or Exhibit “C” from the Additional Premises at the expiration or sooner termination of the proposed action which Lease (e) Landlord shall contain information regarding cause any hazardous materials in the proposed action that is reasonably necessary Additional Premises to enable Buyer to make informed decisions with respect to the advisability of the proposed action including, if available, any draft renewal, extension, amendment, assignment or sublease. If Buyer fails to object in writing to any such proposed action within five (5) business days after receipt of the aforementioned information, Buyer shall be deemed to have approved the proposed action. If any Lease requires remediated and/or abated so that the landlord's consent be given under the Additional Premises complies with all applicable circumstances, then Buyer shall be deemed ipso facto to have approved such action. Any notice from Buyer rejecting the proposed action shall include a description of the reasons for Buyer's rejection. If Buyer rejects the proposed action, Seller shall nevertheless retain full right, power and authority to execute such documents as are necessary to effect such action, and Seller shall promptly advise Buyer of the same. The foregoing notwithstanding, in the event Buyer has rejected the proposed action but Seller nonetheless proceeds to effect it, Buyer shall have the right, within five (5) business days after receipt of Seller's notice that Seller has taken such action, to elect to terminate this Agreement by the delivery to Seller of a written notice of termination, in which case the Deposit shall be paid to Buyer and, thereafter, the parties shall have no further rights or obligations hereunder other than any arising under any section herein which expressly provides that it shall survive the termination of this Agreement. If Buyer fails to notify Seller within such time period, Buyer shall be deemed to have fully waived any rights to terminate this Agreement pursuant to this Section 13.2. Seller shall deliver to Buyer a true and complete copy of each such renewal or extension agreement, modification, or amendment, as the case may be, promptly after the execution and delivery thereof. After the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent, which consent may be withheld in Buyer's sole discretion, enter into any Lease Modification. Seller shall furnish Buyer with a written notice of the proposed Lease Modification. If Buyer fails to object in writing to such proposed Lease Modification within three (3) business days after receipt of such notice, Buyer shall be deemed to have rejected the proposed Lease Modification. After the Execution Date, Seller shall not, without Buyer's prior written consent, in Buyer's sole discretion, enter into any additional leases affecting the Propertylaws.

Lease Modifications. After the Execution Date and prior to the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent in each instance, which consent shall not be unreasonably withheld and shall be given or denied, with the reasons for such denial specified in reasonable detail, within five (5) business days after receipt by Buyer of the information referred to in the next sentence, (a) modify or amend any Pre-Execution Lease (except pursuant to the exercise by a tenant of a renewal, extension or expansion option or other right contained in such tenant's lease); (b) consent to any assignment or sublease in connection with any Pre-Pre- Execution Lease; or (c) remove any tenant under any Pre-Execution Lease, whether by summary proceedings or otherwise, (the matters set forth in subparagraphs (a) through (c) above are collectively referred to as a "Lease Modification"). Seller shall furnish Buyer with a written notice of the proposed action which shall contain information regarding the proposed action that is reasonably necessary to enable Buyer to make informed decisions with respect to the advisability of the proposed action including, if available, any draft renewal, extension, amendment, assignment or sublease. If Buyer fails to object in writing to any such proposed action within five (5) business days after receipt of the aforementioned information, Buyer shall be deemed to have approved the proposed action. If any Lease requires that the landlord's consent be given under the applicable circumstances, then Buyer shall be deemed ipso facto to have approved such action. Any notice from Buyer rejecting the proposed action shall include a description of the reasons for Buyer's rejection. If Buyer rejects the proposed action, Seller shall nevertheless retain full right, power and authority to execute such documents as are necessary to effect such action, and Seller shall promptly advise Buyer of the same. The foregoing notwithstanding, in the event Buyer has rejected the proposed action but Seller nonetheless proceeds to effect it, Buyer shall have the right, within five (5) business days after receipt of Seller's notice that Seller has taken such action, to elect to terminate this Agreement by the delivery to Seller of a written notice of termination, in which case the Deposit shall be paid to Buyer and, thereafter, the parties shall have no further rights or obligations hereunder other than any arising under any section herein which expressly provides that it shall survive the termination of this Agreement. If Buyer fails to notify Seller within such time period, Buyer shall be deemed to have fully waived any rights to terminate this Agreement pursuant to this Section 13.2. Seller shall deliver to Buyer a true and complete copy of each such renewal or extension agreement, modification, or amendment, as the case may be, promptly after the execution and delivery thereof. After the expiration of the Due Diligence Period, Seller shall not, without Buyer's prior written consent, which consent may be withheld in Buyer's sole discretion, enter into any Lease Modification. Seller shall furnish Buyer with a written notice of the proposed Lease Modification. If Buyer fails to object in writing to such proposed Lease Modification within three (3) business days after receipt of such notice, Buyer shall be deemed to have rejected the proposed Lease Modification. After the Execution Date, Seller shall not, without Buyer's prior written consent, in Buyer's sole discretion, enter into any additional leases affecting the Property.