Common use of Option for Additional Space Clause in Contracts

Option for Additional Space. (i) Subject to the provisions of this Article, Tenant shall have the option to lease from Landlord the balance of the space on the fifth (5th ) floor of the Building ("Additional Space") at the expiration of the existing space leases for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject in either event, to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of tenants leasing more than 14,220 rentable square feet. If the term of this lease shall be in full force and effect on the expiration or termination date of the existing space leases for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenants, and the date upon which Tenant shall exercise the option hereinafter referred to, Tenant shall have the option to lease all, but not less than all of the Additional Space on an as-is basis, provided Tenant gives Landlord written notice of such election within 10 business days after Tenant shall receive Landlord's notice that such Additional Space is available for leasing to Tenant. If Tenant fails or refuses to exercise this option within the time period set forth above (time being of the essence), then and in such event Tenant shall have no further rights under this Section with respect to such Additional Space. If Tenant shall elect to lease all or any portion of the Additional Space (a) the Additional Space shall be deemed incorporated within and part of the Demised Premises on the date Landlord shall notify Tenant that such Additional Space is ready for occupancy by Tenant, (b) the fixed rent payable pursuant to Section 3.01 shall be increased by an amount such that during the balance of the term of this lease the fixed rent for each square foot of Rentable Area in the Additional Space shall be at the then fair market rent which sum shall be determined in the manner set forth in Section (ii), plus Electric Rent pursuant to Article 21, (c) Tenant's Proportionate Share shall be proportionately increased, (d) the number of parking spaces available to Tenant pursuant to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area in the Additional Space, and (e) all the other terms and provisions set forth in this lease shall apply, except that Landlord shall not be required to perform any work with respect to the Additional Space or make any contribution toward the cost thereof. The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space and the incorporation of said Additional Space into the Demised Premises. (ii) Landlord and Tenant shall use their best efforts, within 30 days after Landlord receives Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree upon the fixed rent to be paid by Tenant for said Additional Space. If Landlord and Tenant shall agree upon the fixed rent, the parties shall promptly execute an amendment to this lease stating the fixed rent for the Additional Space. If the parties are unable to agree on the fixed rent for said Additional Space during the Negotiation Period, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords and tenants) in Rockland County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this lease stating the fixed rent for the Additional Space. If the fixed rent for said Additional Space has not been agreed to or established prior to the incorporation of said Additional Space in the demised premises, then Tenant shall pay to Landlord an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis shall be equal to the Fixed rent, on a per square foot basis, then being paid by Tenant for the Demised Premises. Thereafter, if the parties shall agree upon a fixed rent, or the Fixed rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord the difference between the Fixed rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent is less than the Temporary Rent, Landlord shall credit to Tenant's subsequent monthly installments of fixed rent the difference between the Temporary Rent and the fixed rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space in the Building and in comparable buildings in the County of Rockland, New York. In no event shall the fixed rent for the Additional Space, on a per square foot basis, be less than the fixed rent for the Demised Premises, on a per square foot basis. B. The option granted to Tenant under this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy of the Additional Space, Tenant shall sublease all or any part of the Demised Premises.”

Option for Additional Space. (ia) Subject to At any time after the provisions end of the first anniversary date of this Articlelease, when the lease of the current Tenant which is occupying the Offer Space, as described below, is scheduled to terminate, Tenant shall have a one-time right to request in writing (the option “Notice of Interest”) to Landlord to lease from Landlord to Tenant space that is contiguous to the balance of the space Premises on the fifth eighth (5th 8th) floor of the Building ("Additional the “Offer Space") at ”), provided, however, that such right is subordinate to existing tenants in the expiration Building and all extension, expansion or option rights of such tenants of the existing space leases for such Additional Space which is currently leased and at the expiration Building (as of the initial space leases for date of this Lease). (b) Upon receipt of such Additional Space which is currently vacantNotice of Interest, subject in either event, to or upon Landlord’s right election, Landlord shall, as soon as practicable, and prior to renew such leasesoffering the Offer Space to any third parties, advise Tenant in writing (the “Landlord’s Offer Notice”) of the terms and conditions upon which Landlord is prepared to lease the Offer Space, which terms and conditions shall include, without limitation, (i) a fair market rent (to be determined by the provisions of Exhibit XYZ, as attached hereto and made a part hereof, if Landlord and Tenant cannot agree to the base rent proposed in Landlord’s Offer Notice), (b) the cost of any build-out, and (c) if after rental of the Offer Space, the existing rights Tenant will lease the entire eighth (8th) floor, the extension of existing tenants the remaining term of this lease for an additional agreed-upon term to be coterminous with the lease of the Offer Space. (c) Tenant shall notify Landlord in writing that it wishes to accept or reject the offer made in the Landlord’s Offer Notice within ten (10) days after the date of delivery of the Offer Notice. (d) If the offer is rejected, Landlord shall have no further duty to offer the Offer Space to Tenant. (e) If the Landlord’s Offer Notice is accepted, the parties shall enter into an amendment of this Lease within thirty (30) days of the acceptance by Xxxxxx (i) to reflect the changes in Base Rent, Additional Rent, Tenant inducements, build-out plans, other charges, and additional square footage of the Offer Space to be added to the leased premises; and (ii) to negotiate the Base Rent for a new agreed-upon term for both the leased premises and the requirements of tenants leasing more than 14,220 rentable square feetOffer Space. If the parties hereto cannot agree on the Base Rent for and extension term of this lease for the leased premises, then the provisions of Exhibit XYZ shall apply to resolve the new Base Rent solely for the leased premises, provided, however, that the Base Rent for the leased premises for the initial term of this lease shall never be in full force and effect on less than the expiration or termination date of the existing space leases Base Rent as provided for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenants, and the date upon which Tenant shall exercise the option hereinafter referred to, Tenant shall have the option to lease all, but not less than all of the Additional Space on an as-is basis, provided Tenant gives Landlord written notice of such election within 10 business days after Tenant shall receive Landlord's notice that such Additional Space is available for leasing to Tenant. If Tenant fails or refuses to exercise this option within the time period set forth above (time being of the essence), then and in such event Tenant shall have no further rights under this Section with respect to such Additional Space. If Tenant shall elect to lease all or any portion of the Additional Space (a) the Additional Space shall be deemed incorporated within and part of the Demised Premises on the date Landlord shall notify Tenant that such Additional Space is ready for occupancy by Tenant, (b) the fixed rent payable pursuant to Section 3.01 shall be increased by an amount such that during the balance of the term of this lease lease. Tenant’s acceptance of the fixed rent for each square foot of Rentable Area in the Additional Offer Space shall be at the then fair market rent which sum shall be determined in the manner set forth in Section (ii), plus Electric Rent pursuant to Article 21, (c) Tenant's Proportionate Share shall be proportionately increased, (d) the number of parking spaces available to Tenant pursuant to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area in the Additional Space, and (e) all the other terms and provisions set forth in this lease shall apply, except that Landlord shall not be required to perform any work with respect to the Additional Space or make any contribution toward the cost thereof. The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space and the incorporation of said Additional Space into the Demised Premises. (ii) Landlord and Tenant shall use their best efforts, within 30 days after Landlord receives Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree upon the fixed rent to be paid by Tenant for said Additional Space. If Landlord and Tenant shall agree upon the fixed rent, effective until the parties shall promptly hereto execute an and deliver a lease amendment to this lease stating the fixed rent for the Additional Space. If the parties are unable to agree based on the fixed rent for said Additional Space during the Negotiation Period, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost terms and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords conditions stated herein and tenants) in Rockland County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this lease stating the fixed rent for the Additional Space. If the fixed rent for said Additional Space has not been agreed to or established prior to the incorporation of said Additional Space in the demised premises, then Tenant shall pay to Landlord an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis shall be equal to the Fixed rent, on a per square foot basis, then being paid by Tenant for the Demised Premises. Thereafter, if the parties shall agree upon a fixed rent, or the Fixed rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord the difference between the Fixed rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent is less than the Temporary Rent, Landlord shall credit to Tenant's subsequent monthly installments of fixed rent the difference between the Temporary Rent and the fixed rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space in the Building and in comparable buildings in the County of Rockland, New York. In no event shall the fixed rent for the Additional Space, on a per square foot basis, be less than the fixed rent for the Demised Premises, on a per square foot basisLandlord’s Offer Notice. B. The option granted to Tenant under this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy of the Additional Space, Tenant shall sublease all or any part of the Demised Premises.”

Option for Additional Space. (i) Subject to the provisions of this Article, Tenant shall have the option to lease from Landlord Owner only the balance of units contiguous to the space demised premises (after its initial leasing) and designated as Additional Space on the fifth (5th ) attached floor of the Building plan ("Additional Space") at the expiration of the existing space leases for (subject, however, to Owner's right to subdivide such Additional Space which is currently leased and units to any size or configuration it shall deem to be in its best interest) at the expiration of the initial space leases lease(s) for such Additional Space which is currently vacant, (subject in either event, to Landlord’s owner's right to renew such leases, the existing rights of existing tenants and the requirements of tenants leasing more than 14,220 rentable square feetlease(s)). If the term of this lease shall be in full force and anti effect on the expiration or termination date of the existing initial space leases lease(s) for such the Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenants, and the date upon which Tenant shall exercise the option hereinafter referred toto and Tenant shall then be the largest tenant in the Building, Tenant shall have the option to lease all, but not less than all of each unit of the Additional Space that is the subject of Owner's notice on an as-is basis, provided Tenant gives Landlord owner written notice of such election within 10 business 30 days after Tenant shall receive Landlordowner's notice that such portion of the Additional Space is available for leasing to Tenant. If Tenant fails or refuses to exercise this option within the time period set forth above (time being of the essence)) , then and in such event Tenant shall have no further rights under this Section with respect to such the remaining portions of the Additional SpaceSpace not leased by Tenant. If Tenant shall elect to lease all or any portion of the said Additional Space Space: (aw) the said Additional Space shall be deemed incorporated within and part of the Demised Premises demised premises on the date Landlord that Owner shall notify Tenant that such Additional Space is ready for occupancy by Tenant, (bx) the fixed rent Fixed Annual Rent payable pursuant to Section 3.01 under the lease shall be increased by an amount such that during the balance of the term of this lease the fixed Fixed Annual Rent for said Additional Space shall be the then fair market rent for the Additional Space, as determined in the manner set forth in clause (ii) below, (y) Tenant's Proportionate Share shall be increased by .002% for each square foot of Rentable Area in of the Additional Space shall be at the then fair market rent which sum shall be determined in the manner set forth in Section (ii), plus Electric Rent pursuant to Article 21, (c) leased by Tenant's Proportionate Share shall be proportionately increased, (d) the number of parking spaces available to Tenant pursuant to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area in the Additional Space, and (ez) all the other terms and provisions set forth in this the lease shall apply, except that Landlord shall Owner not be required to perform any work with respect to the said Additional Space or make any contribution toward the cost thereof. Space.* The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space and the incorporation of said Additional Space into the Demised Premisesdemised premises. (ii) Landlord owner and Tenant shall use their best efforts, within 30 days after Landlord owner receives Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree to upon the fixed rent Fixed annual Rent to be paid by Tenant for said Additional Space. If Landlord Owner and Tenant shall agree upon the fixed rentFixed Annual Rent, the parties shall promptly execute an amendment to this lease stating the fixed rent Fixed Annual Rent for the Additional Space. If the parties are unable to agree on the fixed rent Fixed Annual Rent for said Additional Space during the Negotiation Period, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords and tenants) in Rockland Fairfield County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord Owner or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry rules then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed rent Fixed Annual Rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this lease stating the fixed rent Fixed Annual Rent for the Additional Space. If the fixed rent Fixed Annual Rent for said Additional Space has not been agreed to or established prior to the incorporation of said Additional Space in the demised premises, then Tenant shall pay to Landlord Owner an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis shall be equal to the Fixed rentAnnual Rent, on a per square foot basis, then being paid by Tenant for the Demised Premisesdemised premises. Thereafter, if the parties shall agree upon a fixed rentFixed Annual Rent, or the Fixed rent Annual Rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent Annual Rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord Owner the difference between the Fixed rent Annual Rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent Fixed Annual Rent is less than the Temporary Rent, Landlord Owner shall credit to Tenant's subsequent monthly installments of fixed rent Fixed Annual Rent the difference between the Temporary Rent and the fixed rent Fixed Annual Rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space in the Building and in comparable buildings in the County of Rockland, New YorkPark. In no event shall the fixed rent Fixed Annual Rent for the Additional Space, on a per square foot basis, be less than the fixed rent Fixed Annual Rent for the Demised Premisesdemised premises, on a per square foot basis. B. The option granted to Tenant under this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy of the Additional Space, Tenant shall sublease all or any part of the Demised Premises.”*

Option for Additional Space. (i) Subject 50 Landlord grants Tenant the right to add additional space to the provisions Premises which space will become subject to the terms of this Article, Tenant shall have the option to lease from Landlord the balance of the space on the fifth (5th ) floor of the Building Lease ("Additional Space") pursuant to the following terms and conditions: 17.5.1 Tenant must not be in default under this Lease. 17.5.2 Such Additional Space must be at least approximately five thousand (5,000) rentable square feet in size and it can be located in either the expiration Phase I Building or the Phase II Building with the size and location of the existing space leases for such Additional Space which being reasonably agreed to between the parties. 17.5.3 Tenant will have no right to deliver the Additional Space Notice as described below as to any space that is currently leased and at the expiration such time of the initial space leases for notice is subject to a lease. 17.5.4 The Additional Space Commencement Date shall be the first (1st) day of any month on or before the commencement of the fortieth (40/th/) month of the Initial Term and Tenant shall provide Landlord with a written notice of its intention to add the Additional Space and Tenant's proposed Additional Space Commencement Date (the "Additional Space Notice") by no later than the first (1st) day of the month four (4) months prior to the Additional Space Commencement Date. When such Additional Space which is currently vacant, subject in either event, to Landlord’s right to renew such leasesNotice has been delivered, the existing rights of existing tenants and Additional Space shall become subject to the requirements of tenants leasing more than 14,220 rentable square feet. If the term terms of this lease shall be in full force Lease and effect on the expiration or termination date become part of the existing space leases for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenants, and the date upon which Tenant shall exercise the option hereinafter referred to, Tenant shall have the option to lease all, but not less than all Premises as of the Additional Space on Commencement Date and the parties shall execute an as-is basis, provided Tenant gives Landlord written notice of such election within 10 business days after Tenant amendment to this Lease which amendment shall receive Landlord's notice that such Additional Space is available for leasing to Tenant. If Tenant fails or refuses to exercise this option within the time period set forth above (time being of the essence), then and in such event Tenant shall have no further rights under this Section with respect to such Additional Space. If Tenant shall elect to lease contain all or any portion of required information concerning the Additional Space (a) as set forth herein. 17.5.5 The Annual Basic Rent for the Additional Space shall be deemed incorporated within Fifteen and part of the Demised Premises on the date Landlord shall notify Tenant that 95/100 Dollars ($15.95) per rental square foot for such Additional Space is ready for occupancy by and the Tenant, (b) 's Share of Expenses Percentage will be changed to reflect the fixed rent payable pursuant addition of the Additional Space to Section 3.01 the Premises and the Additional Rent shall be increased by an amount changed to reflect the change in the Tenant's Expense Share and such that during Additional Space shall be treated, in all respects, as the balance Premises in connection with the Tenant's requirement to pay Additional Rent. 17.5.6 All initial improvements to the Additional Space other than Landlord's Improvements shall be referred to herein as "Expansion Improvements." The construction of the term of this lease the fixed rent for each square foot of Rentable Area Expansion Improvements in the Additional Space shall be at governed by the then fair market rent same terms and provisions of Section 17.1 which sum govern the construction of the Tenant's Improvements in the Premises. 17.5.7 In connection with such Additional Space, Tenant will receive an improvement allowance ("Expansion Allowance") in an amount equal to $0.24 per rentable square foot in the Additional Space for unimproved space or $0.12 per rental square foot in the Additional Space for previously improved space, multiplied by the remaining number of months in the initial Term as of the Additional Space Commencement Date. An amount not to exceed ten percent (10%) of the Expansion Allowance may be utilized by Tenant as a credit against Base Rent or for payment of "soft costs." The remainder of the Expansion Allowance shall be determined in applied towards actual "hard" construction costs to the manner extent that such "hard" costs are incurred. The Expansion Allowance will otherwise be payable pursuant to the terms and conditions set forth in Section (ii)17.1.21, plus Electric Rent pursuant which Expansion Allowance must be used only for the construction of Expansion Improvements and Tenant shall only receive credit or payment with respect to Article 21the Expansion Allowance with respect to actual construction costs incurred. 17.5.8 If Tenant is to construct Expansion Improvements, (c) Tenant's Proportionate Share shall be proportionately increasedLandlord will exercise commercially reasonable efforts, (d) subject to Force Majeure, to deliver the number of parking spaces available Additional Space to Tenant pursuant at least ninety (90) days prior to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area the Additional Space Commencement Date for Tenant to perform Expansion Improvement work in the Additional Space, and (e) all the other terms and provisions set forth in this lease shall apply, except that Landlord shall . The Additional Space Commencement Date will not be required extended for any reason except Landlord's failure to perform any work with respect deliver the space at least ninety (90) days prior to the Additional Space Commencement Date or make any contribution toward the cost thereof. The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space and the incorporation of said Additional Space into the Demised Premises. (ii) Landlord and Tenant shall use their best efforts, within 30 days after Landlord receives Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree upon the fixed rent to be paid by Tenant for said Additional SpaceForce Majeure. If Landlord and Tenant shall agree upon the fixed rent, the parties shall promptly execute an amendment to this lease stating the fixed rent for the Additional Space. If the parties are unable to agree on the fixed rent for said Additional Space during the Negotiation Periodeither such Landlord's Delay or Force Majeure occur, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords and tenants) in Rockland County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers Commencement Date shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this lease stating the fixed rent be delayed for the Additional Space. If the fixed rent for said Additional Space has not been agreed to or established prior to the incorporation number of said Additional Space in the demised premises, then Tenant shall pay to Landlord an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis shall be days equal to the Fixed rent, on a per square foot basis, then being paid by Tenant for the Demised Premises. Thereafter, if the parties shall agree upon a fixed rent, such Landlord Delay or the Fixed rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord the difference between the Fixed rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent is less than the Temporary Rent, Landlord shall credit to Tenant's subsequent monthly installments of fixed rent the difference between the Temporary Rent and the fixed rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space in the Building and in comparable buildings in the County of Rockland, New York. In no event shall the fixed rent for the Additional Space, on a per square foot basis, be less than the fixed rent for the Demised Premises, on a per square foot basisForce Majeure. B. The option granted to Tenant under this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy of the Additional Space, Tenant shall sublease all or any part of the Demised Premises.”

Option for Additional Space. (iA) Subject Landlord hereby grants Tenant the option to acquire additional office space on Floors 1, 2, and 3 of the Building, in accordance with the following schedule: (1) Landlord agrees to limit all leases on the third floor and approximately one-half of the contiguous space on the second floor of the Building to a maximum lease term of three (3) years. Tenant will have the option to acquire all the office space on the third floor and approximately one-half of the second floor as the initial lease(s) expire. In any event all space on the third floor and approximately one-half of (2) Landlord agrees to limit all leases on the first floor and approximately one-half of the second floor of the Building to a maximum lease term of five (5) years. Tenant will have the option to acquire all the office space on the first and approximately one-half of the second floor of the Building as the initial leases expire. In any event all space on the first and second floors will be made available to Tenant no later than January 1, 1986. Landlord will furnish Tenant a continuously updated list, as leases are made for space on the first, second and third floors of the Building. The list shall include the amount of the square feet under lease, the location of the space drawn on a 1/8" scale typical Building floor plan, the lease expiration date and the space presently vacant in the Building. Tenant shall advise Landlord in writing no later than six (6) months in advance of each lease expiration date of its intent to acquire any space or within ten (10) days of the date space becomes vacant for any other reason. Any space so acquired by Tenant shall be subject to all the same terms and conditions of this lease including termination date except as provided herein. (B) In addition to the provisions options for additional space granted to Tenant, as stated herein, Tenant shall have the right to lease any unleased space in the Building and to lease any leased space that becomes vacant for any reason from time to time on the same terms and conditions as contained in sections (D) and (E) of this ArticleArticle 35. Landlord shall inform Tenant monthly of the status of any negotiations concerning unleased or vacant space and Tenant shall inform Landlord within a reasonable time thereafter of Tenant's desire to acquire any of said vacant or unleased space. At the request of Tenant, Landlord shall lease to Tenant any vacant space available (C) If Tenant does not acquire all the space in the Building as provided for herein, Landlord may re-lease any space not acquired for a maximum term of five (5) years. Tenant shall have the option to lease from Landlord acquire any remaining space in the balance of the space on the fifth (5th ) floor of the Building ("Additional Space") building at the expiration of the existing said five (5) year lease term in the same manner as provided herein. (D) The rental schedule for all expansion space leases acquired in accordance with this Article 35 shall be as follows: (1) The rental rate for such Additional Space which is currently leased all space acquired on the third floor will be at $9.25 per net rentable square foot per year plus accumulated escalations as determined by Article 4. (2) The rental rate for all space acquired on the first floor and at second floor prior to the expiration end of the initial space leases for such Additional Space which is currently vacant, subject in either event, to Landlord’s right to renew such leases, the existing rights lease term of existing tenants five (5) years and the requirements First Option period, years 6 through 10, will be at the lower of tenants leasing more than 14,220 rentable square feet. If the term of this lease shall be in full force and effect ten current market rate for said space based on the expiration rental rates for comparable space in Inverness Center, (hereinafter referred to as "Market Rate"), or termination date an increase of 10% over the existing space leases base rental rate then in effect for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacantTenant's fourth, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenantsfifth, and the date upon which Tenant shall exercise the option hereinafter referred tosixth floor space, Tenant shall have the option to lease all, but not less than all of the Additional Space on an as-is basis, provided Tenant gives Landlord written notice of such election within 10 business days after Tenant shall receive Landlord's notice that such Additional Space is available plus accumulated escalation as determined by Article 4. The rental rate for leasing to Tenant. If Tenant fails or refuses to exercise this option within the time period set forth above (time being of the essence), then and in such event Tenant shall have no further rights under this Section with respect to such Additional Space. If Tenant shall elect to lease all or any portion of the Additional Space (a) the Additional Space shall be deemed incorporated within and part of the Demised Premises on the date Landlord shall notify Tenant that such Additional Space is ready for occupancy by Tenant, (b) the fixed rent payable pursuant to Section 3.01 shall be increased by an amount such that said space acquired during the balance of the term of this Second Option Period, or lease the fixed rent for each square foot of Rentable Area in the Additional Space years 11-15, shall be at the lower of the Market Rate or 20% over the base rental rate then fair market rent which sum in effect for Tenant's fourth, fifth and sixth floor office space, plus accumulated escalation. The rental rate for space acquired during the Third Option Period or lease years 16-20, shall be determined at the lower of the Market Rate or 30% over the base rental then in the manner set forth in Section (ii)effect for Tenant's fourth, fifth and sixth floor office space, plus Electric Rent pursuant to Article 21, (c) Tenant's Proportionate Share shall be proportionately increased, (d) the number of parking spaces available to Tenant pursuant to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area in the Additional Space, and (e) all the other terms and provisions set forth in this lease shall apply, except that Landlord shall not be required to perform any work with respect to the Additional Space or make any contribution toward the cost thereof. The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space and the incorporation of said Additional Space into the Demised Premisesaccumulated escalation. (iiE) Landlord and Tenant All expansion space acquired in accordance with this Article 35 shall use their best efforts, within 30 days after Landlord receives be prepared for Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree upon the fixed rent to be paid occupance by Tenant for said Additional Space. If Landlord and Tenant shall agree upon the fixed rent, the parties shall promptly execute an amendment to this lease stating the fixed rent for the Additional Space. If the parties are unable to agree on the fixed rent for said Additional Space during the Negotiation Period, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords and tenants) in Rockland County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the parties, at the request of either party, both parties shall execute and deliver to each other an amendment of this lease stating the fixed rent for the Additional Space. following schedule: (1) If the fixed rent for said Additional Space has expansion space acquired by Tenant had not been agreed to previously occupied by tenants, agent or established prior to the incorporation of said Additional Space in the demised premisesLandlord, then Tenant shall pay to Landlord an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis shall be equal to the Fixed rent, on a per square foot basis, then being paid by Tenant for the Demised Premises. Thereafter, if the parties shall agree upon a fixed rent, or the Fixed rent shall be established upon the determination of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord the difference between the Fixed rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent is less than the Temporary Rent, Landlord shall credit to prepare the space for Tenant's subsequent monthly installments of fixed rent the difference between the Temporary Rent and the fixed rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space occupancy in the Building and in comparable buildings in the County of Rockland, New York. In no event shall the fixed rent for the Additional Space, on a per square foot basis, be less than the fixed rent for the Demised Premises, on a per square foot basisaccordance with Article 33. B. The option granted to Tenant under this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy of the Additional Space, Tenant shall sublease all or any part of the Demised Premises.”

Option for Additional Space. (ia) Subject Provided Tenant has not lost the right to the provisions of exercise this Articleoption as set forth above, Tenant shall have a right of first offer on the option terms set forth herein to lease from Landlord the balance one or both areas of the additional contiguous space on the fifth (5th ) fourth floor of the Office Building as shown in Exhibit "D" attached hereto and made a part hereof ("Additional Space") at ), for the expiration remainder of the existing space leases for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject in either event, to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of tenants leasing more than 14,220 rentable square feet. If the term of this lease shall be in full force and effect on the expiration or termination date Lease. If either of the existing space leases for such Additional Space which is currently leased and at the expiration of the initial space leases for such Additional Space which is currently vacant, subject to Landlord’s right to renew such leases, the existing rights of existing tenants and the requirements of larger tenants, and the date upon which Tenant shall exercise the option hereinafter referred to, Tenant shall have the option to lease all, but not less than all of occupying the Additional Space on an as-is basis, provided Tenant gives Landlord written notice of vacates the space or such election within 10 business days after Tenant shall receive Landlordtenant's notice that such Additional Space is available for leasing to Tenant. If Tenant fails lease expires or refuses to exercise this option within the time period set forth above (time being of the essence), then and in such event Tenant shall have no further rights under this Section with respect to such Additional Space. If Tenant shall elect to lease all or any if either portion of the Additional Space otherwise becomes available during the initial term of this Lease or any extension thereof, and if there is a minimum of three years remaining on Tenant's term under this Lease, Landlord will give Tenant notice stating the portion of the Additional Space that will be available, the Fair Market Rent and the date of availability. Upon receipt of Landlord's notice, Tenant may, within ten (a10) business days thereafter, elect to send written notice to Landlord of Tenant's intent to accept and lease the entire space described in Landlord's notice as of the date stated in Landlord's notice. Tenant's acceptance of and agreement to lease the Additional Space shall be deemed incorporated within and part of upon the Demised Premises on the date Landlord shall notify Tenant that such Additional Space is ready for occupancy by Tenant, (b) the fixed rent payable pursuant to Section 3.01 shall be increased by an amount such that during the balance of the term of this lease the fixed rent for each square foot of Rentable Area in the Additional Space shall be at the then fair market rent which sum shall be determined in the manner set forth in Section (ii), plus Electric Rent pursuant to Article 21, (c) Tenant's Proportionate Share shall be proportionately increased, (d) the number of parking spaces available to Tenant pursuant to Article 16 shall be increased by three (3) spaces per 1,000 square feet of Rentable Area in the Additional Space, and (e) all the other same terms and provisions set forth in this lease shall applyconditions as provided herein for the Leased Premises, except that Landlord an appropriate adjustment shall not be required made to perform any work with respect to the Additional Space or make any contribution toward the cost thereof. The parties shall promptly execute an amendment of this lease confirming Tenant's election to lease said Additional Space Pro-Rata Share and the incorporation of said Additional Space into the Demised Premises. (ii) Landlord and Tenant shall use their best efforts, within 30 days after Landlord receives Tenant's notice of its election to lease said Additional Space, ("Negotiation Period") to agree upon the fixed rent to be paid by Tenant for said Additional Space. If Landlord and Tenant shall agree upon the fixed rent, the parties shall promptly execute an amendment to this lease stating the fixed rent for the Additional Space. If the parties are unable to agree on the fixed rent for said Additional Space during the Negotiation Period, then within 15 days notice from the other party, given after expiration of the Negotiation Period, each party, at its cost and upon notice to the other party, shall appoint a person to act as an appraiser hereunder, to determine the fair market rent for the Additional Space. Each such person shall be a real estate broker or appraiser with at least ten years' active commercial real estate appraisal or brokerage experience (involving the leasing of similar space as agent for both landlords and tenants) in Rockland County. If a party does not appoint a person to act as an appraiser within said 15 day period, the person appointed by the other party shall be the sole appraiser and shall determine the aforesaid fair market rent. Each notice containing the name of a person to act as appraiser shall contain the person's address. Before proceeding to establish the fair market rent, the appraisers shall subscribe and swear to an oath fairly and impartially to determine such rent. If the two appraisers are appointed by the parties as stated in the immediately preceding paragraph, they shall meet promptly and attempt to determine the fair market rent. If they are unable to agree within 45 days after the appointment of the second appraiser, they shall attempt to select a third person meeting the qualifications stated in the immediately preceding paragraph within 15 days after the last day the two appraisers are given to determine the fair market rent. If they are unable to agree on the third person to act as appraiser within said 15 day period, the third person shall be appointed by the American Arbitration Association, upon the application of Landlord or Tenant to the office of the Association nearest the Building. The person appointed to act as appraiser by the Association shall be required to meet the qualifications stated in the immediately preceding paragraph. Each of the parties shall bear 50% of the cost of appointing the third person and of paying the third person's fees. The third person, however selected, shall be required to take an oath similar to that described above. The three appraisers shall meet and determine the fair market rent. A decision in which two of the three appraisers concur shall be binding and conclusive upon the parties. In deciding the dispute, the appraisers shall act in accordance with the American Arbitration Rules for the Real Estate Industry then in force of the American Arbitration Association, subject however, to such limitations as may be placed on them by the provisions of this lease. After the fixed base rent for the Additional Space has been determined by the appraiser or appraisers and the appraiser or appraisers shall have notified the partiesequal Fair Market Rent, at the request of either partyas defined below, both parties shall execute and deliver with Tenant's obligation to each other an amendment of this lease stating the fixed rent pay Rent for the Additional Space. If Space commencing forty-five (45) days after the fixed rent for said date Landlord delivers the Additional Space has to Tenant in its "as is" condition. (b) In the event Tenant accepts such Additional Space, Landlord agrees to reimburse Tenant for payments made by Tenant to third party contractors for constructing leasehold improvements to such space in an amount not been agreed to or established prior to exceed the incorporation product of said Additional Space in the demised premises, then Tenant shall pay to Landlord an annual rent ("Temporary Rent") which Temporary Rent on a per square foot basis expense by Landlord for the Initial Improvements in Exhibit "B", which amount is agreed to be $13.00 per square foot, multiplied by a fraction, the numerator of which shall be equal the amount of time remaining under this Lease and the denominator of which shall be the amount of time in the original Lease Term. Xxxxxxxx's reimbursement shall be made at the completion of Xxxxxx's construction of the leasehold improvements to the Fixed rentAdditional Space and only if Tenant is not in default under this Lease and shall not include reimbursement for any personal property, on a per square foot basis, then being paid trade fixtures or equipment installed by Tenant for Tenant. (c) Upon receipt of Xxxxxx's notice of intent to accept the Demised Premises. Thereafter, if space and provided all the parties shall agree upon a fixed rent, or the Fixed rent shall be established upon the determination terms of the fair market rent by the appraiser or appraisers, at a rate at variance with the Temporary Rent (i) if such Fixed rent is greater than the Temporary Rent, Tenant shall promptly pay to Landlord the difference between the Fixed rent determined by agreement or the appraisal process and the Temporary Rent, or (ii) if such fixed rent is less than the Temporary Rentthis option has been met, Landlord shall credit to Tenant's subsequent monthly installments of fixed rent the difference between the Temporary Rent prepare and the fixed rent determined by agreement or the appraisal process. In determining the fair market rent for said Additional Space, the appraiser or appraisers shall be required to take into account the rentals at which leases are then being concluded for comparable space in the Building and in comparable buildings in the County of Rockland, New York. In no event shall the fixed rent for the Additional Space, on a per square foot basis, be less than the fixed rent for the Demised Premises, on a per square foot basis. B. The option granted submit to Tenant under for its signature an amendment to this Article 49 may be exercised only by Tenant, its permitted successors and assigns, and not by any subtenant or any successor to Lease adding the interest of Tenant by reason of any action under the Bankruptcy Code, or by any public officer, custodian, receiver, United States Trustee, trustee or liquidator of Tenant or substantially all of Tenant's property. Tenant shall have no right to exercise any of such options subsequent to the date Landlord shall have the right to give the notice of termination referred to in Article 32. Notwithstanding the foregoing, Tenant shall have no right to exercise the option granted to Tenant hereunder if, at the time it gives notice of such election (i) Tenant shall not be in occupancy of substantially all of the Demised Premises or (ii) the Demised Premises or any part thereof shall be the subject of a sublease. If Tenant shall have elected to exercise its option hereunder, such election shall be deemed withdrawn if, at any time after the giving of notice of such election and prior to the occupancy appropriate portion of the Additional SpaceSpace to, Tenant and making this Additional Space part of, the Leased Premises. If Xxxxxx does not advise Landlord in writing of its election to make an offer upon such space within the time specified, this right of first offer shall sublease all or any part cease to exist entirely as to the relevant space and this Article 20 shall be void and of the Demised Premisesno further effect.”