Common use of Option to Terminate Lease Clause in Contracts

Option to Terminate Lease. If the Premises or any part of the Building shall be damaged or destroyed by fire or other casualty, Landlord may, at its option and subject to Section 14.2 hereinbelow, elect to terminate this Lease by giving notice to the Tenant within ninety (90) days after Landlord receives actual notice of the fire or other casualty, and thereupon the Lease Term of this Lease shall expire by lapse of time upon the tenth (10th) day after such notice is given. If this Lease is terminated pursuant to the preceding sentence, then Tenant shall assign to Landlord all insurance proceeds relating to any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said option, Landlord may elect to repair or restore the Premises and/or Building to substantially the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by Landlord; provided, however, Landlord will have no obligation to repair or restore (i) non-Building standard leasehold improvements, or (ii) any items that Tenant or any other tenant or occupant of the Building is required to insure under Section 13.2 above or such other tenant’s or occupant’s lease or occupancy agreement with Landlord. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent to be paid by Tenant pursuant to this Lease shall be abated on the basis of the relation to which the rentable square footage of the portion of the Premises which is untenantable and not utilized by Tenant as a result of such fire or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on the date of the occurrence of such fire or casualty and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed by Landlord pursuant to this Section 14.1 is completed, or (b) Tenant re-opens the untenantable part of the Premises. Upon completion of Landlord’s repair or restoration work required to be performed pursuant to this Section 14.1, Tenant shall repair or restore any leasehold improvements required to be insured by Tenant. Landlord shall not be liable to Tenant for any delay which arises by reason of labor strikes, adjustments of insurance or any other cause beyond Landlord’s control, and in no event shall Landlord be liable for any loss of profits or income. Notwithstanding the foregoing, there shall be no abatement, apportionment or reduction in the rental obligations of Tenant if the damage or destruction is caused by the Tenant or Tenant’s agents, representatives, employees, customers or invitees.

Option to Terminate Lease. If the Premises or any part Paragraph 53(c) of the Building shall be damaged or destroyed by fire or other casualtyLease is hereby deleted in its entirety and replaced with the following: "If Tenant delivers a Termination Notice to Landlord, Landlord may, at its option and then subject to Section 14.2 hereinbelow, elect to terminate this Lease by giving notice to the Tenant within ninety (90Paragraph 53(a) days after Landlord receives actual notice of the fire or other casualtyLease, and thereupon the Lease Term of this Lease shall expire by lapse of time upon terminate on the tenth (10th) day after such notice is given. If this Lease is terminated pursuant to Termination Date specified in the preceding sentence, then Tenant shall assign to Landlord all insurance proceeds relating to any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said option, Landlord may elect to repair or restore the Premises and/or Building to substantially the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by LandlordTermination Notice; provided, however, Landlord will have no obligation that as a condition precedent to repair the termination of the Lease, Tenant shall pay to Landlord, on or restore before the Termination Date, an amount equal to the sum of (i) non-Building standard leasehold improvementsfifty percent (50%) of the Base Rent that would have otherwise come due under the Lease and the Amendment between the Termination Date and the original scheduled Expiration Date (the "Original Expiration Date"), or and (ii) any items that Tenant or any other tenant or occupant the unamortized portion of the Building is required to insure under Section 13.2 above or such other tenant’s or occupant’s lease or occupancy agreement with Landlord. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent that was waived by Landlord pursuant to be paid by Paragraph 4(a)(ii) of the Lease and Paragraph 2 of the Amendment, the unamortized portion of the Tenant Improvements Allowances provided to Tenant pursuant to this Paragraph 5(a) of Exhibit B to the Lease shall be abated on and Paragraph 5(a) of Exhibit B to the basis of the relation to which the rentable square footage of Amendment, the portion of the Premises which is untenantable and not utilized by Tenant as a result of such fire or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on the date of the occurrence of such fire or casualty and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed costs paid by Landlord pursuant to this Section 14.1 is completedParagraph 5(c)(iii) of Exhibit B to the Amendment that would have been payable by Tenant to Landlord between the Termination Date and the Original Expiration Date, or (b) Tenant re-opens and the untenantable part unamortized portion of the Premisesaggregate leasing commissions paid to Landlord's Broker and Tenant's Broker in connection with the Lease and the Amendment, all together with interest thereon at the rate of ten percent (10%) per annum. Upon completion For purposes of Landlord’s repair or restoration work required to the calculation referenced in the aforesaid clause (ii), the waived Base Rent, the Tenant Improvements Allowance and the leasing commissions paid in connection with the Lease shall be performed pursuant to this Section 14.1, Tenant shall repair or restore any leasehold improvements required to be insured by Tenant. Landlord shall not be liable to Tenant for any delay which arises by reason amortized on a straight-line basis over the initial one hundred twenty-six (126) month Term of labor strikes, adjustments of insurance or any other cause beyond Landlord’s controlthe Lease, and the waived Base Rent, the Tenant Improvements Allowance and the leasing commissions paid in no event shall Landlord be liable for any loss of profits or income. Notwithstanding connection with the foregoing, there Amendment shall be no abatement, apportionment or reduction in amortized on a straight-line basis over the rental obligations initial one hundred five (105) month Term of Tenant if the damage or destruction is caused by the Tenant or Tenant’s agents, representatives, employees, customers or inviteesAmendment."

Option to Terminate Lease. If the Premises or any part of the Building thereof shall be damaged or destroyed by fire or other casualty, Landlord shall promptly and diligently: (i) deliver to Tenant within ninety (90) days after the date Landlord learns of the necessity for repairs as a result of damage a good faith estimate (the "Damage Repair Estimate") of the time needed to repair the damage caused by such casualty (the "Completion Date"), which assessment shall be based on the opinion of a contractor reasonably selected by Landlord and experienced in Comparable Buildings; and (ii) subject to reasonable delays for insurance adjustment or other matters beyond Landlord's reasonable control, and subject to all other terms of this Article 14, the base, shell and core of the Building (which includes the Building Systems and Building Structure) to substantially the same condition as existed prior to the casualty, except for modifications required by law, the holder of a mortgage on the Property, or any other modifications to the Common Areas deemed desirable by Landlord, provided that access to the Premises and any common area restroom serving the Premises shall not be materially impaired. Notwithstanding any other provision of this Lease, and provided that as of the date of the fire or other casualty all insurance that Tenant is required to maintain pursuant to Section 13.2 of this Lease is in full force and effect, then upon the occurrence of any damage to the Premises resulting from fire or other casualty, Tenant shall promptly assign to Landlord all insurance proceeds payable to Tenant pursuant to the insurance maintained by Tenant under Section 13.2, and, provided that Tenant has made such assignment and not otherwise exercised its right to terminate this Lease pursuant to this Article 14, Landlord shall return the Improvements and Alterations to their original condition; provided that if the cost of such repair by Landlord exceeds the amount of insurance proceeds actually received by Landlord from the insurance proceeds assigned by Tenant to Landlord, the cost of such repairs shall be paid by Tenant at its expense to Landlord throughout the course of Landlord's repair of the damage. Notwithstanding the foregoing, Landlord may, at its option and subject to Section 14.2 hereinbelowhereof, elect not to rebuild and/or restore the Premises and/or Building and instead terminate this Lease by giving notice to the Tenant within ninety (90) days after Landlord receives actual notice of the fire or other casualty, and thereupon the Lease Term of this Lease shall expire by lapse of time upon the tenth ninetieth (10th90th) day after such notice is given. If this Lease is terminated pursuant to the preceding sentence, then Tenant shall assign to Landlord all insurance proceeds relating to any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said option, given but Landlord may so elect to repair only if the Building shall be damaged by fire or restore other casualty or cause, whether or not the Premises and/or Building to substantially are affected, and one or more of the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by Landlord; provided, however, Landlord will have no obligation to repair or restore following conditions is present: (i) non-Building standard leasehold improvements, repairs cannot reasonably be completed within two hundred forty (240) days after the date Landlord learns of the necessity for repairs as the result of damage (when such repairs are made without the payment of overtime or other premiums); or (ii) the holder of any items mortgage on the Building or ground or underlying lessor with respect to the Building shall require that Tenant the insurance proceeds or any other tenant portion thereof be used to retire the mortgage debt, or occupant of shall terminate the Building is required to insure under Section 13.2 above ground or such other tenant’s or occupant’s lease or occupancy agreement with Landlordunderlying lease, as the case may be. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent to be paid by Tenant pursuant to this Lease until such work is completed shall be abated on the basis of the relation to which the rentable square footage of the portion in proportion of the Premises which is untenantable and not utilized by Tenant as being unusable for a result of such fire period equal to one day or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on the date of the occurrence of such fire or casualty and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed by Landlord pursuant to this Section 14.1 is completed, or (b) Tenant re-opens the untenantable part of the Premises. Upon completion of Landlord’s repair or restoration work required to be performed pursuant to this Section 14.1, Tenant shall repair or restore any leasehold improvements required to be insured by Tenant. Landlord shall not be liable to Tenant for any delay which arises by reason of labor strikes, adjustments of insurance or any other cause beyond Landlord’s control, less and in no event shall Landlord be liable for any loss of profits or income. Notwithstanding the foregoing, there shall be no abatement, apportionment or reduction in the rental obligations of Tenant if the damage or destruction is caused by the gross negligence or willful misconduct of Tenant or Tenant’s agents, representatives, employees, customers or inviteesany of the Tenant Related Parties.

Option to Terminate Lease. If Notwithstanding the terms of Section 11.1 of this Lease, if more than fifty percent (50%) of the rentable area of the Premises or any part of the Building shall be have been damaged or destroyed by fire or other casualty, then Landlord may, at or (so long as the casualty was not caused by the gross negligence or willful misconduct of Tenant or its option and subject to Section 14.2 hereinbelow, employees) Tenant may elect to terminate this Lease by giving notifying the other party in writing of such termination within sixty (60) days after the date of discovery of such damage (which, in the case of a termination by Landlord, such notice to the Tenant within include a termination date which shall be no less than ninety (90) days following the date of such notice), provided that one or more of the following conditions is present: (i) the Anticipated Completion Date is more than two hundred seventy (270) days after the date of discovery of damage (when such repairs are made without the payment of overtime or other premiums), (ii) it will require a reasonably estimated expenditure by Landlord receives actual notice (i.e., above insurance proceeds) of more than five percent (5%) of the full insurable value of the Building or the Premises, as applicable, immediately prior to the fire or other casualtyoccurrence, and thereupon or (iii) such fire or other casualty occurs during the final twelve (12) months of the Lease Term (the parties agreeing that if such fire or other casualty occurs during the final twelve (12) months of the then-current Lease Term but Tenant previously shall have exercised an available renewal option pursuant to Section 2.2.3 of this Lease, the Lease Term shall be deemed to have been extended upon such exercise by the duration of the applicable Option Term). Upon any such termination of this Lease shall expire by lapse of time upon the tenth (10th) day after such notice is given. If this Lease is terminated pursuant to the preceding sentence, then Tenant shall assign to Landlord all insurance proceeds relating to any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said option, Landlord may elect to repair or restore the Premises and/or Building to substantially the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by Landlord; provided, however, Landlord will have no obligation to repair or restore (i) non-Building standard leasehold improvements, or (ii) any items that Tenant or any other tenant or occupant of the Building is required to insure under Section 13.2 above or such other tenant’s or occupant’s lease or occupancy agreement with Landlord. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent to be paid by Tenant pursuant to this Lease shall be abated on the basis of the relation to which the rentable square footage of the portion of the Premises which is untenantable and not utilized by Tenant as a result of such fire or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on the date of the occurrence of such fire or casualty and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed by Landlord pursuant to this Section 14.1 is completed, or (b) Tenant re-opens the untenantable part of the Premises. Upon completion of Landlord’s repair or restoration work required to be performed pursuant to this Section 14.111.2, Tenant shall repair or restore any leasehold improvements required pay the Base Rent and Additional Rent, properly apportioned up to be insured by Tenant. Landlord shall not be liable to Tenant for any delay which arises by reason such date of labor strikes, adjustments of insurance or any other cause beyond Landlord’s controltermination, and both parties hereto shall thereafter be freed and discharged of all further obligations hereunder, except as provided for in no event shall Landlord be liable for any loss provisions of profits this Lease which by their terms survive the expiration or income. Notwithstanding earlier termination of the foregoing, there shall be no abatement, apportionment or reduction in the rental obligations of Tenant if the damage or destruction is caused by the Tenant or Tenant’s agents, representatives, employees, customers or inviteesLease Term.

Option to Terminate Lease. If the Premises or any part of the Building shall be damaged or destroyed by fire or other casualty, Landlord mayLandlord, at its option and subject to Section 14.2 hereinbelowsatisfaction of the following conditions, may elect to terminate this Lease (the "Termination Right"). As a condition precedent to the exercise of the Termination Right, Landlord, at Landlord's sole cost and expense, shall construct or cause to be constructed on that certain tract of land adjacent to the Premises and being more particularly described on Exhibit "B" attached hereto and by giving this reference made a part hereof (the "Hospital Tract") parking spaces and drive areas in a quantity sufficient to replace all parking spaces and drive areas located on the Premises (the "Relocated Parking Work"). Landlord shall submit to Tenant for its review and written approval all plans for the Relocated Parking Work which approval shall include approval of the location of the relocated parking area. The Relocated Parking Work shall be done in a good and xxxxxxx like manner, be of a quality equal to or greater than the then existing parking improvements located on the Hospital Tract and be in accordance with all applicable laws, rules, and regulations and the REA. Prior to commencing the Relocated Parking Work, Landlord shall deliver to Tenant a copy of the permits for such work and certificates of insurances for such insurance as may be required by Tenant and any mortgagee of Tenant. Landlord, as part of the Relocated Parking Work, shall landscape the area in which the relocated parking is constructed in a manner equal to or greater than the landscaping then at the Hospital Tract. Upon completion of the Relocated Parking Work, Landlord shall provide Tenant with evidence of substantial completion of the Relocated Parking Work in accordance with the plans approved by Tenant and a certificate of occupancy or equivalent documentation which will allow the use of the relocated parking by Tenant, which evidence and other documentation shall be acceptable to Tenant in its sole discretion. After completion of the Relocated Parking Work as required herein and delivery to Tenant of acceptable evidence of substantial completion and occupancy and use rights, Landlord, by written notice to Tenant may exercise the Tenant within ninety (90) days after Landlord receives actual notice of the fire or other casualty, and thereupon the Lease Term Termination Right. The termination of this Lease shall expire by lapse be effective ten (10) days subsequent to Tenant's receipt of time upon Landlord's notice of Landlord's exercise of the tenth (10th) day after such notice is given. If this Lease is terminated pursuant to the preceding sentence, then Termination Right and thereafter neither Landlord nor Tenant shall assign to Landlord all insurance proceeds relating to have any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said optionfurther rights, Landlord may elect to repair duties or restore the Premises and/or Building to substantially the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by Landlord; provided, however, Landlord will have no obligation to repair or restore (i) non-Building standard leasehold improvements, or (ii) any items that Tenant or any other tenant or occupant of the Building is required to insure under Section 13.2 above or such other tenant’s or occupant’s lease or occupancy agreement with Landlord. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent to be paid by Tenant pursuant to this Lease shall be abated on the basis of the relation to which the rentable square footage of the portion of the Premises which is untenantable and not utilized by Tenant as a result of such fire or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on the date of the occurrence of such fire or casualty and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed by Landlord pursuant to this Section 14.1 is completed, or (b) Tenant re-opens the untenantable part of the Premises. Upon completion of Landlord’s repair or restoration work required to be performed pursuant to this Section 14.1, Tenant shall repair or restore any leasehold improvements required to be insured by Tenant. Landlord shall not be liable to Tenant for any delay which arises by reason of labor strikes, adjustments of insurance or any other cause beyond Landlord’s control, and in no event shall Landlord be liable for any loss of profits or income. Notwithstanding the foregoing, there shall be no abatement, apportionment or reduction in the rental obligations of Tenant if the damage or destruction is caused by the Tenant or Tenant’s agents, representatives, employees, customers or inviteeshereunder.

Option to Terminate Lease. If (2.4 S) Provided COUNTY is not in default or upon curing any defaults, COUNTY shall have the Premises or any part of the Building shall be damaged or destroyed by fire or other casualty, Landlord may, at its option and subject to Section 14.2 hereinbelow, elect to terminate this Lease by at any time after the first (1st) year of the Lease term upon giving CITY written notice to the Tenant within at least ninety (90) days after Landlord receives actual notice of the fire or other casualty, and thereupon the Lease Term of this Lease shall expire by lapse of time upon the tenth (10th) day after such notice is given. If this Lease is terminated pursuant prior to the preceding sentence, then Tenant shall assign to Landlord all insurance proceeds relating to any leasehold improvements required to be insured hereunder by Tenant. Instead of exercising said option, Landlord may elect to repair or restore the Premises and/or Building to substantially the same condition as existed before such damage or destruction except for modifications required by zoning and building codes and other laws or any other modification as deemed desirable by Landlordtermination date; provided, however, Landlord will if the parties have proceeded with the Expansion Project, no obligation such termination under this section shall be permitted until the Expansion Project has been completed or the Funding Agreement has terminated. If the Lease is terminated for any reason, COUNTY shall not be required to repair or restore (i) non-Building standard leasehold improvements, or (ii) make any items that Tenant or any other tenant or occupant payments under Section 2.5 of the Building is required to insure under Section 13.2 above or such other tenant’s or occupant’s lease or occupancy agreement with Landlord. Upon electing to repair or restore, Landlord may proceed with reasonable dispatch to perform the necessary work, and the Base Rent to be paid by Tenant pursuant to this Lease shall be abated on the basis of the relation to which the rentable square footage of the portion of the Premises which is untenantable and not utilized by Tenant as a result of such fire or casualty bears to the rentable square footage of the entire Premises. The foregoing abatement of Base Rent shall commence on Funding Agreement that become due after the date of the occurrence of such fire or casualty termination. The Parties acknowledge that COUNTY’s obligations to provide ongoing library services, repair and continue until the earlier of the date upon which (a) such repair or restoration work required to be performed by Landlord pursuant to this Section 14.1 is completed, or (b) Tenant re-opens the untenantable part maintenance of the Premises, and utilities and insurance with respect to the Premises under this Lease are subject to and contingent upon applicable budgetary appropriations being approved by the COUNTY Board of Supervisors for each fiscal year in which such obligations arise. Upon completion The failure of Landlord’s repair or restoration work required the COUNTY Board of Supervisors to be performed pursuant to this Section 14.1, Tenant shall repair or restore any leasehold improvements required to be insured by Tenant. Landlord make such appropriations shall not be liable constitute a default of COUNTY, but in such event, COUNTY and CITY each shall have the right to Tenant terminate this Lease upon thirty (30) days written notice to the other party. The Parties acknowledge that CITY’s obligations to provide repair and maintenance of the Premises, as provided for any delay which arises by reason of labor strikes, adjustments of insurance or any other cause beyond Landlord’s controlherein, and in no event shall Landlord be liable for any loss of profits or income. Notwithstanding insurance with respect to the foregoing, there shall be no abatement, apportionment or reduction in the rental obligations of Tenant if the damage or destruction is caused Premises under this Lease are subject to and contingent upon applicable budgetary appropriations being approved by the Tenant or Tenant’s agentsCity Council for each fiscal year in which such obligations arise. The failure of the City Council to make such appropriations shall not constitute a default of CITY, representativesbut in such event, employees, customers or inviteesCOUNTY and CITY each shall have the right to terminate this Lease upon thirty (30) days written notice to the other party.