Common use of Option to Extend Clause in Contracts

Option to Extend. Provided Tenant is not in default in its obligations hereunder beyond any applicable cure period, Tenant shall have the option to extend this Lease for one additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period of five (5) years, provided that Tenant proceeds strictly in accordance with the provisions of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without default on the part of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”).

Option to Extend. Provided If the Tenant has not been in material default (any default cured within any applicable curative period provided for in this Lease is not material) of any of the terms, covenants and conditions contained herein during the Term of the Lease, and provided it is not at the date of exercising the option in default in its obligations hereunder beyond any applicable cure periodunder the Lease, Tenant it shall have the option to extend of extending the Term of this Lease for one additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period two further terms of five (5) years, provided that Tenant proceeds strictly in accordance with the provisions of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term years (the “Notice DateExtension Terms”), Tenant shall advise ) by giving written notice to the Landlord in writing that Tenant wishes of its intention to extend at least six (6) months before the term expiration of this Lease (hereinafter referred or the first Extension Term, as the case may be, and failing same the option herein contained shall be null and void, such extension to be on the same terms and conditions as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice in this Lease is in full force except as to Base Rent, Tenant Inducements or Allowances, Realtor Fees, fixturing and effect without default on the part any other rent free periods, Landlord’s Work and further right of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Termrenewal or extension. The Base Rent specified by Landlord for the Extension Terms shall be equal to the greater of: then fair market value rent for similar commercial premises situate in the vicinity of the Premises (a) without taking into account the Tenant’s improvements within the Premises). If the parties cannot agree as to the Base Rent scheduled during the Extension Terms, then the same shall be determined by arbitration by a single arbitrator pursuant to the Arbitration Act, 1991 of Ontario, or its successor, based on fair market rent of the Premises. Any costs for arbitration shall be borne equally by the Tenant and the Landlord. Until such time as the Base Rent for an Extension Term has been determined, the Tenant shall continue to pay Base Rent at the monthly amount paid for in the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (or first Extension Term, as the “FMV Rent Notice”)case may be.

Option to Extend. Provided that Tenant is not then in default in its obligations hereunder beyond any applicable cure periodDefault under this Lease, and provided further that this Lease shall not have theretofore been assigned, Tenant shall have the option right, at Tenant’s option, to extend the Term of this Lease for one (1) additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period of five (5) yearsyears (such additional period being herein referred to as the “Optional Extension Term”), provided Such option to extend (the “Option to Extend”) shall be exercised by Tenant giving written notice of the exercise thereof to Landlord at least nine (9) months before the Expiration Date. The Optional Extension Term shall be upon the same terms, covenants, and conditions as set forth in this Lease with respect to the Term, except that (a) Landlord shall have no obligation whatsoever to alter, improve or remodel the Premises and (b) the Base Rent and Rent Adjustments payable during the Optional Extension Term, if exercised, shall equal to 95% of the then-prevailing Fair Market Rental· Rate for the Premises, as defined below. At any time within twelve (12) months prior to the Expiration Date, Tenant proceeds strictly may request in accordance writing that Landlord provide Tenant with its determination of the provisions Fair Market Rental Rate for this Premises which shall apply during the Optional Extension Term and Landlord shall furnish same in writing to Tenant within thirty (30) days after such request. For purposes of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without default on the part of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”).

Option to Extend. Provided The Tenant is not in default in its obligations hereunder beyond any applicable cure period, Tenant shall have may extend the option to extend this Lease Term for one an additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period of five (5) yearsyears (such extended period being called the “Extended Term”), provided that the Tenant: (i) has duly and punctually observed and performed all of the Tenant’s covenants and obligations under this Lease throughout the Term in accordance with the terms of this Lease; (ii) is not in default of, and has not previously been in default of, any of the Tenant’s covenants and obligations under this Lease; (iii) is in possession of and is conducting its business in the whole of the Premises; (iv) advises the Landlord in writing that it wishes to extend the Term not more than 12 months and not less than 6 months prior to the expiration of the original Term, failing which this right to extend shall be rendered null and void. If the Tenant proceeds strictly exercises its right to extend the Term in accordance with the foregoing, the Lease shall be read as if the original Term was for a period of ten (10) years commencing on the Commencement Date and: (v) the Base Rent during the Extended Term shall be the then current fair market rental value of the Premises based on prevailing market rates for similar improved premises in similar buildings in the area of the Building, as established by the mutual agreement of the Landlord and the Tenant, but in no event shall the Base Rent payable during the Extended Term be less than the Base Rent payable during the last year of the original Term. If the Base Rent for the Extended Term has not been mutually agreed upon by the Landlord and the Tenant at least 3 months prior to the expiry of the original Term, the Base Rent for the Extended Term shall be determined by arbitration by a single arbitrator chosen by the Landlord and the Tenant, and if they cannot agree upon the arbitrator within 5 days after the written request for arbitration by either party to the other, either party may apply to a judge for the appointment of an arbitrator in accordance with the provisions of this Article 35the Arbitration Act (British Columbia), as amended from time to time. On or before The provisions of the date that is one hundred twenty (120) Arbitration Act shall govern the arbitration and the decision of the arbitrator shall be final and binding upon the parties. Each party shall pay one-half of the fees and expenses of the arbitrator. The arbitrator shall be instructed to render its decision no later than 15 days prior to the Expiration Date for expiry of the Term (original Term, but if the “Notice Date”), arbitrator fails to do so: A. the Tenant shall advise Landlord in writing that Tenant wishes to extend pay the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at same Base Rent it was paying during the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without default on the part last 12 months of the Tenant beyond original Term; and B. upon the arbitrator rendering its decision, any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant adjustments in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of made effective the commencement of the Extended Term and shall be paid by the relevant party within 15 days of the arbitrator rendering its decision. All documents and proceedings with respect to the arbitration are to be kept confidential by each of the parties; and (vi) the Landlord may require the Tenant to amend the Lease to bring it into conformity with the Landlord’s then-standard form of lease. For greater certainty, the parties acknowledge and agree that upon the Tenant exercising its within right to extend the Term: (vii) the Tenant will not be entitled to further extend the Term; (viii) the Landlord will not be required to perform the Landlord’s Work, for comparable space if any, and the Tenant will not be required to perform the Tenant’s Work; and (ix) the Tenant will not be entitled to any leasehold improvement allowance, tenant inducement or rent free period. The exercise of the within right to extend is solely within the control of the Tenant and nothing contained in comparable buildings in New Haven (the “FMV Rent Notice”)Lease obligates or requires the Landlord to remind the Tenant to exercise the within right to extend.

Option to Extend. Provided that Tenant is not then in default in its obligations hereunder Default under this Lease beyond any the expiration of applicable notice and cure periodperiods, then Tenant shall have the option right, at Tenant’s option, to extend the Term of this Lease for one two (2) additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period periods of five (5) yearsyears (each such additional period being herein referred to as the “Optional Extension Term”). Such options to extend (the “Options to Extend”) shall be exercised by Tenant giving written notice of the exercise thereof to Landlord at least nine (9) months before each such Expiration Date. The Optional Extension Terms shall be upon the same terms, provided covenants, and conditions as set forth in this Lease with respect to the Term, except that (a) Landlord shall have no obligation whatsoever to alter, improve or remodel the Premises and (b) the Base Rent and Rent Adjustments payable during the Optional Extension Term, if exercised, shall equal 95% of the then-prevailing Fair Market Rental· Rate for the Premises, as defined below. At any time within twelve (12) months prior to the Expiration Date, Tenant proceeds strictly may request in accordance writing that Landlord provide Tenant with its determination of the provisions Fair Market Rental Rate for this Premises which shall apply during the Optional Extension Term and Landlord shall furnish same in writing to Tenant within thirty (30) days after such request. For purposes of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without default on the part of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”).

Option to Extend. Provided Tenant is not in default in its obligations hereunder beyond any applicable cure periodSubject to Paragraph 31.B. and 31.C. below, Tenant shall have the term of this Lease may be extended, at the option to extend this Lease of Tenant, for one additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period of five (5) yearsyears (the "Renewal Term"). The Renewal Term shall be upon the same terms, covenants and conditions contained in this Lease except for the amount of Base Rent payable during the Renewal Term, and any reference in the Lease to the "Term" or "term" of the Lease shall be deemed to include the Renewal Term and apply thereto, unless it is expressly provided that otherwise. Tenant proceeds strictly in accordance with shall have no extension option beyond the provisions aforesaid five (5) year extension option. Any termination of this Article 35. On or before Lease during the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the initial term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice shall terminate all rights under this Lease is in full force and effect without default on the part of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of the Lease which shall be due for the Extended Term. Paragraph. A. The Base Rent specified by Landlord during the Renewal Term for any space then constituting a portion of the Premises shall be at a rate equal to the greater of: (ai) the Base Rent scheduled to be paid for in effect on the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of day immediately preceding the commencement of the Extended Renewal Term, or (ii) the Market Rent. The term "Market Rent" shall mean the rental rate and applicable adjustments (as reasonably determined by Landlord) for comparable space new leases or lease renewals of comparably located and finished office space, of a size similar to the Premises, in comparable the Milwaukee, Wisconsin, area for buildings in New Haven (of similar age and quality to the “FMV Building, including inducements and allowances. Tenant's obligation to pay Operating Cost Share Rent Notice”)and Tax Share Rent pursuant to the Lease shall continue during the Renewal Term.

Option to Extend. Provided Tenant is not in default in its obligations hereunder beyond any applicable cure period, (a) Tenant shall have the option right to extend this Lease for one additional two (2) successive term five (hereinafter referred to, as applicable, as the “Extended Term”5) commencing immediately upon year periods ("EXTENDED TERMS") by giving Landlord written notice of its intention to do so at least six (6) months prior to the expiration of the initial Term hereof and continuing for a period of five (5) yearsoriginal term or first Extended Term, provided as applicable; provided, however, that Tenant proceeds strictly is not in accordance with the provisions of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If at the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without material default on the part of the Tenant beyond any applicable notice or cure period, then, during the next thirty (30) days, Landlord shall notify Tenant in writing of the Base Rent pursuant to Article 3 of period under the Lease which shall be due for on the Extended Term. The Base Rent specified by Landlord shall be equal to date of giving such notice or on the greater of: (a) the Base Rent scheduled to be paid for the last year date of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term. Each Extended Term shall be upon all of the terms and conditions of this Lease, except that the following rights of Tenant shall not apply during such extension terms: (a) any right to rent-free possession, and (b) any right to further extension of the term of the Lease, and (c) any right to continue to pay the same Base Rent. Landlord and Tenant hereby acknowledge and agree that the Base Rent during each extended term shall be ninety-five percent (95.00%) of the "FAIR MARKET RENTAL" for comparable space the Premises, as determined in comparable buildings accordance with this Section. The parties shall have until the date that is four (4) months prior to the date that the original term or then extension term, as applicable, will expire in New Haven (order to agree on Base Rent during the “FMV next extension term. If the parties agree on the Base Rent Notice”)for the applicable Extended Term during that period, they shall immediately execute an amendment to this Lease stating the new Base Rent. If the parties are unable to agree on Base Rent for the extended term during that period, then the Fair Market Rental shall be established by appraisal.

Option to Extend. Provided Tenant is not in default in its obligations hereunder beyond any applicable cure periodLandlord grants to Tenant, Tenant shall have subject to the conditions set forth below, the right and option to extend this Lease for one ONE (1) additional successive term of ONE (hereinafter referred to1) year (the “Option Term”) at a rental rate equivalent to whatever Base Rent (plus whatever periodic adjustments) Landlord is then offering to prospective tenants for new leases of comparable space and use in the Property for a comparable term. In so event will the adjusted monthly Base Rent for any Option Term be lower than the monthly Base Rent for the immediately preceding period. This Option Term must be exercises by giving to Landlord, as applicableat least Six (6) months before the Expiration Date (or the expiration of the applicable Option Term, as the “Extended Term”) commencing immediately upon case may be), a written notice of the exercise thereof by Txxxxx, but Tenant shall in no event be entitled to extend the term hereof, even though such notice be timely given, unless Tenant shall have timely performed all of its obligations hereunder, and shall not be in default in the performance of any thereof, on the date of the expiration of the initial Term hereof and continuing for a period term hereof, or the expiration of five (5) yearsthe additional Option Term, provided that Tenant proceeds strictly in accordance with as the provisions case may be. For purposes of this Article 35. On or before the date that is one hundred twenty (120) prior Lease, any reference to the Expiration Date for Lease Term shall be deemed to include the Term (the “Notice Date”)Option Term, Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”)if exercised. If at the time Landlord receives Tenant’s Extension Notice this Lease is in full force and effect without default on the part Tenant exercises one or more of the Tenant beyond any applicable cure periodOption Term, then, during the next thirty (30) days, Landlord expiration Date as defined in Section 1.2 above shall notify Tenant in writing be deemed to be the expiration date of the Base Rent pursuant to Article 3 of first Option Term or the Lease which shall be due for additional Option Terms, as the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”)case may be.

Option to Extend. Provided Tenant is not in default in at its obligations hereunder beyond any applicable cure period, Tenant shall have the option to extend this Lease for one additional successive term (hereinafter referred to, as applicable, as the “Extended Term”) commencing immediately upon the expiration of the initial Term hereof and continuing for a period of five (5) years, provided that Tenant proceeds strictly in accordance with the provisions of this Article 35. On or before the date that is one hundred twenty (120) prior to the Expiration Date for the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to may extend the term of this Lease for up to two (hereinafter referred to as “Tenant’s Extension Notice”2) extension term(s) of five (5) years (each) by serving written notice thereof upon Landlord at least six (6) months before the expiration of the initial Lease Term (or any extension term). If , provided that at the time Landlord receives Tenant’s Extension Notice of such notice and at the commencement of such extended term, no uncured event of default, as defined in Section 20 of this Lease, shall have occurred. Upon the service of such notice and subject to the conditions set forth in the preceding sentence, this Lease is in full force and effect shall be extended without default on the part necessity of the Tenant beyond execution of any applicable cure periodfurther instrument or document. Such extended term shall commence upon the expiration date of the initial Lease Term (or the prior extension term), thenexpire upon the annual anniversary of such date five (5) years thereafter, during and be upon the next thirty (30) dayssame terms, Landlord shall notify Tenant covenants, and conditions as provided in writing of this Lease for the initial term, except that the Base Rent payable during each extended term shall be at the prevailing rate (the "Market Rate") for comparable space in office buildings comparable to the Building located in the same submarket in Dallas County, Texas, taking into consideration quality of construction and finish of the Building, the ease of accessibility to the Building from major thoroughfares, and the availability of free parking associated with the Building, at the commencement of each such extended term, which new Base Rent shall be adjusted as provided in and under this Lease. Any termination of this Lease during the initial term (or any extension term) shall terminate all rights of extension hereunder. Any assignment or subletting by Tenant pursuant to Article 3 Section 11 of this Lease shall terminate the Lease which option(s) of Tenant contained herein. Notwithstanding the foregoing, in no event shall be due for the Extended Term. The Base Rent specified by Landlord shall be equal to the greater of: (a) the Base Rent scheduled to for any extension term be paid for less than the Base Rent during the last year of the Term without giving effect to any partial initial term (or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Term, for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”prior extension term).

Option to Extend. Provided Tenant So long as: (a) This Agreement has been executed and delivered by Licensee in a form acceptable to Licensor; (b) Licensee is not and has not been in default under the License Agreement; (c) No transfer affecting Licensee, the Premises or the License Agreement has occurred, except as otherwise provided for in the License Agreement; and (d) Licensee gives to Licensor written notice of its obligations hereunder beyond any applicable cure period, Tenant intention to extend the term of the License Agreement not more than twelve (12) months nor less than nine (9) months prior to the expiry of the Term; The Licensee shall have the option right to extend this Lease the term of the License Agreement for one additional successive term (hereinafter referred to, as applicable, as the “Extended Term”1) commencing immediately upon the expiration of the initial Term hereof and continuing for a further period of five (5) yearsyears upon the same terms and conditions as contained in the License Agreement except as otherwise expressly provided therein and except that there shall be no further right of extension or renewal, provided that Tenant proceeds strictly in accordance with no rent concessions, no Licensor’s Work required, no fixturing period and no Licensee allowance or any other amount payable by Licensor to Licensee, and the provisions annual Licensee Fee shall be equal to: (i) the annual License Fee payable during the last prior year of this Article 35. On or before the date that is one hundred twenty (120) prior term increased by an amount at fair market rate for the Premises as agreed upon by the parties having regard to the Expiration Date for finished condition of the Term (the “Notice Date”), Tenant shall advise Landlord in writing that Tenant wishes to extend the term of this Lease (hereinafter referred to as “Tenant’s Extension Notice”). If premises at the time Landlord receives Tenant’s Extension Notice this Lease is of extension and having regard to then applicable License Fees for similar premises for similar term in full force and effect without default on the part of the Tenant beyond any applicable cure period, then, during the next thirty (30) days, Landlord Building. The parties shall notify Tenant in writing of the Base Rent pursuant make all reasonable efforts to Article 3 of the Lease which shall be due reach agreement as to fair market annual License Fee for the Extended Term. The Base Rent specified by Landlord shall be equal extension term not less than three (3) months prior to the greater of: (a) the Base Rent scheduled to be paid for the last year of the Term without giving effect to any partial or complete abatements of Base Rent (the “Rent Notice”); or (b) ninety five percent (95%) Landlord’s projected fair market Base Rent as of the commencement of the Extended Termextension term, and failing such agreement, fair market annual License Fee for comparable space in comparable buildings in New Haven (the “FMV Rent Notice”)extension term shall be fixed by an independent real estate appraiser appointed by Licensor and approved by Licensee acting reasonably. If Licensor so elects, Licensee shall execute Licensor’s then current form of amending agreement or license agreement, as determined by Licensor, to give effect to such extension of the term.