Common use of Preferential Right to Lease Clause in Contracts

Preferential Right to Lease. A. Subject only to the renewal options, expansion options, rights of first offer and rights of first refusal of other tenants in the Building granted by Landlord prior to the Effective Date (as listed on Exhibit L attached hereto and made a part hereof for all purposes) or which are included in any lease executed after the Effective Date as to which Tenant failed or elected not to exercise its Right of First Refusal under Section 51, and provided no less than twenty-four (24) months remain in the then-remaining Term, including any Extended Term or Terms created through Renewal Options exercised previously or contemporaneously, Tenant shall have a continuing and recurring right, more specifically described below, to lease any space which shall be or become available for “direct” lease on the eighth (8th) floor of the Building (the “Preferential Right to Lease”). The Preferential Right to Lease is not a “right of first offer”, but rather (absent a prospect for the space, as to which the Right of First Refusal provisions shall apply) the right on the part of Tenant to give written notice to Landlord of its desire to lease additional space on the eighth (8th) floor of the Building (a “Tenant’s Preferential Notice”), which shall include (i) the approximate amount of additional space which Tenant desires to lease, and (ii) the desired commencement date for such space, it being understood and agreed that the term of the lease for such additional space shall be coterminous with the then existing Term. Within ten (10) business days of receipt of Tenant’s Preferential Notice, Landlord shall give written notice to Tenant of (a) all such space availabilities on the eighth (8th) floor of the Building (including space that Landlord believes may become available during the six (6) month period before and after Tenant’s date of desired commencement) (the “Available Space”), (b) an existing-condition floor plan(s) of the Available Space, and (c) the applicable leasehold improvement allowance (a “Landlord’s Preferential Right Notice”). Space for which Landlord has a lease proposal out, or is actively negotiating a letter of intent, lease or similar agreement with a third party, shall not be deemed “Available Space”. Within ten (10) business days of receipt of Landlord’s Preferential Right Notice, Tenant shall give Landlord written notice of its intent to lease all or a portion (contiguous to the Leased Premises as they are then constituted) of the Available Space. The lease of such Available Space shall be on the same terms and conditions as the initial Leased Premises (including the termination date, the Rent then applicable under this Lease Agreement and the dates of rental increases); provided, however, Tenant will be only be provided with a leasehold improvement allowance for such Available Space equal to the product of (x) $45.00 per square foot of Net Rentable Area in the Available Space and (y) a quotient, the numerator of which is the number of months in the initial Term remaining from the commencement date for such Available Space and the denominator of which is the number of months in the initial Term), and the Term with respect to such Available Space shall commence on the date which is the earlier to occur of (A) Tenant’s beneficial occupancy of the space for the purposes of conducting its business therein, or (B) sixty (60) days after Landlord tenders such space in its entirety to Tenant. If any of the Available Space which Tenant intends to lease is occupied by a tenant whose lease is expiring, then notwithstanding anything herein contained, Landlord shall be entitled to accept an offer from, or make an offer to, the existing tenant to extend its lease on such terms as Landlord considers appropriate, and in the event that the said tenant and Landlord agree on the terms of an extension, Tenant’s notice of intent to lease such Available Space shall be of no force or effect, and Tenant shall be entitled to revoke its notice in respect of the other Available Space it intended to lease. If Tenant elects to lease only a portion of the Available Space on a given floor, then the location and configuration of the space which Tenant desires to lease must be reasonably acceptable to Landlord, including as to the marketability of the remaining space on the floor. B. This Lease Agreement shall be deemed to have been automatically amended in accordance with this Section 52 as of the date the Available Space is delivered to Tenant, and Tenant and Landlord shall thereafter promptly (but in no event longer than fifteen (15) days after Landlord’s submission of the amendment to Tenant) execute and deliver an appropriate amendment of this Lease Agreement to evidence the foregoing. Notwithstanding any provision herein to the contrary, Tenant shall not have the right to lease the Available Space pursuant to this Section 52 if, at the time Tenant exercises its right to lease such Available Space, an Event of Default then exists under this Lease Agreement. Any termination of this Lease Agreement shall also terminate the Preferential Right to Lease. Tenant shall not have the right to assign the Preferential Right to Lease to any subtenant of the Leased Premises or assignee of this Lease Agreement other than a Permitted Transferee, nor may any such subtenant or assignee (other than a Permitted Transferee) exercise such Preferential Right to Lease unless in connection with an assignment of Tenant’s entire interest in this Lease Agreement or a sublease of the entire Leased Premises. C. Subject to the requirements of prospective tenants, any leasing done by Landlord on the eighth (8th) floor of the Building shall begin at the northeast corner of the floor and progress first in a southerly direction, and then in a westerly direction.

Preferential Right to Lease. A. Subject only to the renewal options, expansion options, rights of first offer and rights of first refusal of other tenants in the Building granted by Landlord prior to the Effective Date (So long as listed on Exhibit L attached hereto and made a part hereof for all purposes) or which are included in any lease executed after the Effective Date as to which Tenant failed or elected not to exercise its Right of First Refusal under Section 51, and provided no less than twenty-four (24) 24 months remain in the then-remaining Term, including any Extended Term or Terms created through Renewal Options exercised previously or contemporaneouslyFirst Extension Period, Tenant shall have a continuing and recurring right, more specifically described below, Preferential Right to lease Lease any space which shall be or become available for “direct” lease on the eighth (8th) 15th floor of the Building Building, as shown on Schedule 1 to this Rider No. 4 (the “Preferential Right to LeaseSpace”), at such time as such space becomes Available (as defined below) for direct lease to a new tenant (whether or not a bona fide offer has been made); provided no uncured event of default exists under the Lease (and no condition exists which, with the passage of time and/or giving of notice, would be an event of default) and Tenant remains in occupancy of the entirety of the Premises located on floors 16, 17 and 18. The Preferential Space shall be deemed “Available” at such time as Landlord decides to offer the Preferential Space for lease and such space is no longer any of the following: (i) leased or occupied; (ii) assigned or subleased by the then-current tenant of the space; (iii) re-leased by the then-current tenant of the space by renewal, extension or renegotiation (whether agreed to prior to or after the Effective Date); or (iv) subject to any expansion option, right of first refusal, preferential right or similar obligation existing under any other tenant leases for the Property as of the date of full execution of this Amendment, as specified in a separate written notice delivered by Landlord to Tenant contemporaneously with the full execution of this Amendment. This Preferential Right to Lease is not shall terminate upon any Transfer as defined in the Lease, except in the case of a “right of first offer”, but rather (absent a prospect for the space, as to which the Right of First Refusal provisions shall apply) the right on the part of Tenant to give written notice to Landlord of its desire to lease additional space on the eighth (8th) floor of the Building (a “Tenant’s Preferential Notice”), which shall include (i) the approximate amount of additional space which Tenant desires to lease, and (ii) the desired commencement date for such space, it being understood and agreed that the term of the lease for such additional space shall be coterminous with the then existing Term. Within ten (10) business days of receipt of Tenant’s Preferential Notice, Landlord shall give written notice to Tenant of (a) all such space availabilities on the eighth (8th) floor of the Building (including space that Landlord believes may become available during the six (6) month period before and after Tenant’s date of desired commencement) (the “Available Space”), (b) an existing-condition floor plan(s) of the Available Space, and (c) the applicable leasehold improvement allowance (a “Landlord’s Preferential Right Notice”). Space for which Landlord has a lease proposal out, or is actively negotiating a letter of intent, lease or similar agreement with a third party, shall not be deemed “Available Space”. Within ten (10) business days of receipt of Landlord’s Preferential Right Notice, Tenant shall give Landlord written notice of its intent to lease all or a portion (contiguous to the Leased Premises as they are then constituted) of the Available SpacePermitted Transfer. The lease of such Available Preferential Space shall be on the same terms and conditions as the initial Leased Premises (including the termination date, the Rent then applicable under this Lease Agreement and the dates of rental increases); provided, however, Tenant will be only be provided with a leasehold improvement allowance for such Available Space equal reduced to the product of (x) $45.00 per square foot of Net Rentable Area in the Available Space and (y) a quotientextent Tenant leases any portion thereof, the numerator of which is the number of months in the initial Term remaining from the commencement date for such Available Space and the denominator of which is the number of months in the initial Term), and the Term with respect to such Available Space shall commence on the date which is the earlier to occur of (A) Tenant’s beneficial occupancy of the space for the purposes of conducting its business therein, whether or (B) sixty (60) days after Landlord tenders such space in its entirety to Tenant. If any of the Available Space which Tenant intends to lease is occupied by a tenant whose lease is expiring, then notwithstanding anything herein contained, Landlord shall be entitled to accept an offer from, or make an offer to, the existing tenant to extend its lease on such terms as Landlord considers appropriate, and in the event that the said tenant and Landlord agree on the terms of an extension, Tenant’s notice of intent to lease such Available Space shall be of no force or effect, and Tenant shall be entitled to revoke its notice in respect of the other Available Space it intended to lease. If Tenant elects to lease only a portion of the Available Space on a given floor, then the location and configuration of the space which Tenant desires to lease must be reasonably acceptable to Landlord, including as to the marketability of the remaining space on the floor. B. This Lease Agreement shall be deemed to have been automatically amended in accordance with this Section 52 as of the date the Available Space is delivered to Tenant, and Tenant and Landlord shall thereafter promptly (but in no event longer than fifteen (15) days after Landlord’s submission of the amendment to Tenant) execute and deliver an appropriate amendment of this Lease Agreement to evidence the foregoing. Notwithstanding any provision herein to the contrary, Tenant shall not have the right to lease the Available Space pursuant to this Section 52 if, at the time Tenant exercises its right to lease such Available Space, an Event of Default then exists under this Lease Agreement. Any termination of this Lease Agreement shall also terminate the Preferential Right to Lease. Tenant shall not have the right to assign the Preferential Right to Lease to any subtenant of the Leased Premises or assignee of this Lease Agreement other than a Permitted Transferee, nor may any such subtenant or assignee (other than a Permitted Transferee) exercise such Preferential Right to Lease unless in connection with an assignment of Tenant’s entire interest formal option provision in this Lease Agreement or a sublease of the entire Leased PremisesLease. C. Subject to the requirements of prospective tenants, any leasing done by Landlord on the eighth (8th) floor of the Building shall begin at the northeast corner of the floor and progress first in a southerly direction, and then in a westerly direction.

Preferential Right to Lease. A. Subject only to the renewal options, expansion options, rights of first offer and rights of first refusal of other tenants in the Building granted by Landlord prior to the Effective Date (So long as listed on Exhibit L attached hereto and made a part hereof for all purposes) or which are included in any lease executed after the Effective Date as to which Tenant failed or elected not to exercise its Right of First Refusal under Section 51, and provided no less than twenty-four (24) months remain in the then-remaining initial Term, including any Extended Term or Terms created through Renewal Options exercised previously or contemporaneously, Tenant shall have a continuing and recurring right, more specifically described below, to lease any space which shall be or become available for “direct” lease on the eighth (8th) floor of the Building (the “Preferential Right to Lease”). The A Preferential Right to Lease is up to approximately 11,400 RSF (+1-20%, in Landlord's discretion) on the 8th floor of the Building, as shown on EXHIBIT A-2 to the Second Amendment (the "PREFERENTIAL SPACE"), at such time as such space becomes Available (as defined below) for direct lease to a new or existing tenant (whether or not a “bona fide offer has been made); provided no uncured Event of Default exists under the Lease (and no condition exists which, with the passage of time and/or giving of notice, would be an Event of Default) and Tenant remains in occupancy of the entire Premises. The Preferential Space shall be deemed "AVAILABLE" at such time as Landlord decides to offer the Preferential Space for lease and such space is no longer any of the following: (i) leased or occupied; (ii) assigned or subleased by the then-current tenant of the space; (iii) re-leased by the then-current tenant of the space by renewal, extension or renegotiation (whether agreed to prior to or after the Date of Lease); or (iv) subject to an expansion option, right of first offer”refusal, but rather (absent a prospect preferential right or similar obligation existing under any other tenant leases for the space, as to which the Right of First Refusal provisions shall apply) the right on the part of Tenant to give written notice to Landlord of its desire to lease additional space on the eighth (8th) floor of the Building (a “Tenant’s Preferential Notice”), which shall include (i) the approximate amount of additional space which Tenant desires to lease, and (ii) the desired commencement date for such space, it being understood and agreed that the term of the lease for such additional space shall be coterminous with the then existing Term. Within ten (10) business days of receipt of Tenant’s Preferential Notice, Landlord shall give written notice to Tenant of (a) all such space availabilities on the eighth (8th) floor of the Building (including space that Landlord believes may become available during the six (6) month period before and after Tenant’s date of desired commencement) (the “Available Space”), (b) an existing-condition floor plan(s) of the Available Space, and (c) the applicable leasehold improvement allowance (a “Landlord’s Preferential Right Notice”). Space for which Landlord has a lease proposal out, or is actively negotiating a letter of intent, lease or similar agreement with a third party, shall not be deemed “Available Space”. Within ten (10) business days of receipt of Landlord’s Preferential Right Notice, Tenant shall give Landlord written notice of its intent to lease all or a portion (contiguous to the Leased Premises as they are then constituted) of the Available Space. The lease of such Available Space shall be on the same terms and conditions as the initial Leased Premises (including the termination date, the Rent then applicable under this Lease Agreement and the dates of rental increases); provided, however, Tenant will be only be provided with a leasehold improvement allowance for such Available Space equal to the product of (x) $45.00 per square foot of Net Rentable Area in the Available Space and (y) a quotient, the numerator of which is the number of months in the initial Term remaining from the commencement date for such Available Space and the denominator of which is the number of months in the initial Term), and the Term with respect to such Available Space shall commence on the date which is the earlier to occur of (A) Tenant’s beneficial occupancy of the space for the purposes of conducting its business therein, or (B) sixty (60) days after Landlord tenders such space in its entirety to Tenant. If any of the Available Space which Tenant intends to lease is occupied by a tenant whose lease is expiring, then notwithstanding anything herein contained, Landlord shall be entitled to accept an offer from, or make an offer to, the existing tenant to extend its lease on such terms as Landlord considers appropriate, and in the event that the said tenant and Landlord agree on the terms of an extension, Tenant’s notice of intent to lease such Available Space shall be of no force or effect, and Tenant shall be entitled to revoke its notice in respect of the other Available Space it intended to lease. If Tenant elects to lease only a portion of the Available Space on a given floor, then the location and configuration of the space which Tenant desires to lease must be reasonably acceptable to Landlord, including as to the marketability of the remaining space on the floor. B. This Lease Agreement shall be deemed to have been automatically amended in accordance with this Section 52 Project as of the date the Available Space is delivered to Tenant, and Tenant and Landlord shall thereafter promptly (but in no event longer than fifteen (15) days after Landlord’s submission Date of the amendment to Tenant) execute and deliver an appropriate amendment of this Lease Agreement to evidence the foregoing. Notwithstanding any provision herein to the contrary, Tenant shall not have the right to lease the Available Space pursuant to this Section 52 if, at the time Tenant exercises its right to lease such Available Space, an Event of Default then exists under this Lease Agreement. Any termination of this Lease Agreement shall also terminate the Preferential Right to Lease. Tenant shall not have the right to assign the This Preferential Right to Lease to any subtenant shall terminate upon relocation of the Leased Premises to another building or assignee of this Lease Agreement other than a Permitted Transferee, nor may upon any such subtenant or assignee (other than a Permitted Transferee) exercise such Transfer as defined in the Lease. The Preferential Right to Lease unless in connection with an assignment of Tenant’s entire interest in this Lease Agreement or a sublease of the entire Leased Premises. C. Subject Space shall be reduced to the requirements of prospective tenantsextent Tenant leases any portion thereof, any leasing done by Landlord on whether or not pursuant to a formal option provision in the eighth (8th) floor of the Building shall begin at the northeast corner of the floor and progress first in a southerly direction, and then in a westerly directionLease.

Preferential Right to Lease. A. Subject only to the renewal options, expansion options, rights of first offer and rights of first refusal of other tenants in the Building granted by Landlord a. At any time prior to the Effective Date (as listed on Exhibit L attached hereto and made a part hereof for all purposes) or which are included in any lease executed after the Effective Date as to which Tenant failed or elected not to exercise its Right of First Refusal under Section 51December 31, and provided no less than twenty-four (24) months remain in the then-remaining Term, including any Extended Term or Terms created through Renewal Options exercised previously or contemporaneously2001, Tenant shall have a continuing and recurring right, more specifically described below, to lease any space which shall be or become available for “direct” lease on the eighth (8th) floor of the Building (the “Preferential Right to Lease”). The Preferential Right to Lease is not a “right space located on the sixth (6th), seventh (7th) or twelfth (12th) floor(s) of first offer”Building-12 (the "Preferential Space"), but rather (absent a prospect for the spaceat such time as such space becomes "Available", as defined below, for direct lease to which a new tenant; provided that there is no uncured event of default under the Right of First Refusal provisions shall apply) the right on the part of Lease by Tenant to give written notice to Landlord of its desire to lease additional space on the eighth (8th) floor and Tenant remains in occupancy of the Building (a “Tenant’s Leased Premises. For purposes hereof, the Preferential Notice”), which Space shall include be deemed "Available" at such time as such space is no longer (i) the approximate amount of additional space which Tenant desires to lease, and ]eased; (ii) assigned or subleased by the desired commencement date for such space, it being understood and agreed that the term current tenant of the space; (iii) re-leased, renewed or extended by the current tenant, or any assignee or sublessee thereof, pursuant to a formal lease for such additional space shall be coterminous with provision in their lease executed prior to the then existing Term. Within ten (10) business days of receipt of Tenant’s Preferential Notice, Landlord shall give written notice to Tenant of (a) all such space availabilities on the eighth (8th) floor of the Building (including space that Landlord believes may become available during the six (6) month period before and after Tenant’s date of desired commencementthis Twenty-Eighth Amendment; (iv) (re-leased, renewed or extended by the “Available Space”), (b) an existingthen-condition floor plan(s) of the Available Space, and (c) the applicable leasehold improvement allowance (a “Landlord’s Preferential Right Notice”). Space for which Landlord has a lease proposal outcurrent tenant, or is actively negotiating any assignee or sublessee thereof, pursuant to a letter of intent, formal lease or similar agreement with a third party, shall not be deemed “Available Space”provision in their lease executed after Tenant has declined to exercise its preferential rights under Paragraph 7.b. Within ten (10) business days of receipt of Landlord’s Preferential Right Notice, Tenant shall give Landlord written notice of its intent to lease all or a portion (contiguous to the Leased Premises as they are then constituted) of the Available Space. The lease of such Available Space shall be on the same terms and conditions as the initial Leased Premises (including the termination date, the Rent then applicable under this Lease Agreement and the dates of rental increases); provided, however, Tenant will be only be provided with a leasehold improvement allowance for such Available Space equal to the product of (x) $45.00 per square foot of Net Rentable Area in the Available Space and (y) a quotient, the numerator of which is the number of months in the initial Term remaining from the commencement date for such Available Space and the denominator of which is the number of months in the initial Term), and the Term below with respect to such Available Space shall commence on the date which is the earlier space; or (v) subject to occur a specific expansion right, right of (A) Tenant’s beneficial occupancy of the space first refusal or preferential right existing under any other tenant leases for the purposes of conducting its business therein, or (B) sixty (60) days after Landlord tenders such space in its entirety to Tenant. If any of the Available Space which Tenant intends to lease is occupied by a tenant whose lease is expiring, then notwithstanding anything herein contained, Landlord shall be entitled to accept an offer from, or make an offer to, the existing tenant to extend its lease on such terms as Landlord considers appropriate, and in the event that the said tenant and Landlord agree on the terms of an extension, Tenant’s notice of intent to lease such Available Space shall be of no force or effect, and Tenant shall be entitled to revoke its notice in respect of the other Available Space it intended to lease. If Tenant elects to lease only a portion of the Available Space on a given floor, then the location and configuration of the space which Tenant desires to lease must be reasonably acceptable to Landlord, including as to the marketability of the remaining space on the floor. B. This Lease Agreement shall be deemed to have been automatically amended in accordance with this Section 52 Project as of the date the Available Space is delivered to Tenant, and Tenant and Landlord shall thereafter promptly (but in no event longer than fifteen (15) days after Landlord’s submission of the amendment to Tenant) execute and deliver an appropriate amendment of this Lease Agreement Twenty-Eighth Amendment. With respect to evidence the foregoing. Notwithstanding any provision herein space which may be subject to the contraryspecific options as outlined in clauses (iv) and (v) above, then Tenant shall not have the right to lease the Available Space pursuant to this Section 52 if, at the time Tenant exercises its a subordinate preferential right to lease such Available Space, an Event of Default then exists space under this Lease Agreement. Any termination of this Lease Agreement shall also terminate the Preferential Right to Lease. Tenant shall not have the right to assign the Preferential Right to Lease to any subtenant of the Leased Premises or assignee of this Lease Agreement other than a Permitted Transferee, nor may any such subtenant or assignee (other than a Permitted Transferee) exercise such Preferential Right to Lease unless in connection with an assignment of Tenant’s entire interest in this Lease Agreement or a sublease of the entire Leased Premisesprovisions outlined herein. C. Subject b. At such time as any Preferential Space becomes Available and again prior to leasing such space to a new tenant pursuant to a bona fide offer, Landlord shall first offer such space in writing to Tenant. Each such offer notice shall specify the requirements amount and location of prospective tenantssuch space, any leasing done by Landlord on the eighth (8th) floor date of the Building shall begin at the northeast corner of the floor and progress first in a southerly directionAvailability or proposed lease, as applicable, and then in a westerly direction.the rental rate based on Fair

Preferential Right to Lease. Commencing November 1, 2001, Paragraphs 27 and 28 of the Lease are deleted in their entirety and replaced by the following: PREFERENTIAL RIGHT TO LEASE A. Subject only to the renewal options, expansion options, rights of first offer and rights of first refusal of other tenants in the Building granted by Landlord prior to the Effective Date (So long as listed on Exhibit L attached hereto and made a part hereof for all purposes) or which are included in any lease executed after the Effective Date as to which Tenant failed or elected not to exercise its Right of First Refusal under Section 51, and provided no less than twenty-four (24) months remain in the then-remaining Term, including any Extended Term or Terms created through Renewal Options exercised previously or contemporaneouslySecond Extension Period, Tenant shall have a continuing and recurring right, more specifically described below, to lease any space which shall be or become available for “direct” lease on the eighth (8th) floor of the Building (the “Preferential Right to Lease”). The Preferential Right to Lease is not a “right of first offer”, but rather (absent a prospect for the space, as to which the Right of First Refusal provisions shall apply) the right space located on the part of Tenant to give written notice to Landlord of its desire to lease additional space on fourth (4th) and fifth (5th) floors (the eighth (8th) floor of the Building (a “Tenant’s Preferential Notice”"PREFERENTIAL SPACE"), which shall include (i) the approximate amount of additional space which Tenant desires to lease, and (ii) the desired commencement date for at such space, it being understood and agreed that the term of the lease for such additional space shall be coterminous with the then existing Term. Within ten (10) business days of receipt of Tenant’s Preferential Notice, Landlord shall give written notice to Tenant of (a) all time as such space availabilities on the eighth becomes Available (8thas defined below) floor of the Building (including space that Landlord believes may become available during the six (6) month period before and after Tenant’s date of desired commencement) (the “Available Space”), (b) an existing-condition floor plan(s) of the Available Space, and (c) the applicable leasehold improvement allowance (is subject to a “Landlord’s Preferential Right Notice”). Space for which Landlord has a lease proposal out, or is actively negotiating a letter of intent, lease or similar agreement with bona fide offer from a third party; provided no uncured Event of Default exists under the Lease (and no condition exists which, shall not with the passage of time and/or giving of notice, would be deemed “Available Space”. Within ten (10) business days of receipt of Landlord’s Preferential Right Notice, Tenant shall give Landlord written notice of its intent to lease all or a portion (contiguous to the Leased Premises as they are then constituted) of the Available Space. The lease of such Available Space shall be on the same terms and conditions as the initial Leased Premises (including the termination date, the Rent then applicable under this Lease Agreement and the dates of rental increases); provided, however, Tenant will be only be provided with a leasehold improvement allowance for such Available Space equal to the product of (x) $45.00 per square foot of Net Rentable Area in the Available Space and (y) a quotient, the numerator of which is the number of months in the initial Term remaining from the commencement date for such Available Space and the denominator of which is the number of months in the initial Term), and the Term with respect to such Available Space shall commence on the date which is the earlier to occur of (A) Tenant’s beneficial occupancy of the space for the purposes of conducting its business therein, or (B) sixty (60) days after Landlord tenders such space in its entirety to Tenant. If any of the Available Space which Tenant intends to lease is occupied by a tenant whose lease is expiring, then notwithstanding anything herein contained, Landlord shall be entitled to accept an offer from, or make an offer to, the existing tenant to extend its lease on such terms as Landlord considers appropriate, and in the event that the said tenant and Landlord agree on the terms of an extension, Tenant’s notice of intent to lease such Available Space shall be of no force or effect, and Tenant shall be entitled to revoke its notice in respect of the other Available Space it intended to lease. If Tenant elects to lease only a portion of the Available Space on a given floor, then the location and configuration of the space which Tenant desires to lease must be reasonably acceptable to Landlord, including as to the marketability of the remaining space on the floor. B. This Lease Agreement shall be deemed to have been automatically amended in accordance with this Section 52 as of the date the Available Space is delivered to Tenant, and Tenant and Landlord shall thereafter promptly (but in no event longer than fifteen (15) days after Landlord’s submission of the amendment to Tenant) execute and deliver an appropriate amendment of this Lease Agreement to evidence the foregoing. Notwithstanding any provision herein to the contrary, Tenant shall not have the right to lease the Available Space pursuant to this Section 52 if, at the time Tenant exercises its right to lease such Available Space, an Event of Default then exists under this Lease Agreement. Any termination of this Lease Agreement shall also terminate the Preferential Right to Lease. Default) and Tenant shall not have the right to assign the Preferential Right to Lease to any subtenant of the Leased Premises or assignee of this Lease Agreement other than a Permitted Transferee, nor may any such subtenant or assignee (other than a Permitted Transferee) exercise such Preferential Right to Lease unless remains in connection with an assignment of Tenant’s entire interest in this Lease Agreement or a sublease occupancy of the entire Leased Premises. The Preferential Space shall be deemed "AVAILABLE" at such time as Landlord decides to offer the Preferential Space for lease and such space is no longer any of the following: (i) leased or occupied; (ii) assigned or subleased by the then-current tenant of the space; (iii) re-leased by the then-current tenant of the space by renewal, extension or renegotiation (whether agreed to prior to or after the Date of Lease); or (iv) subject to an expansion option, right of first refusal, preferential right or similar obligation existing under any other tenant leases for the Project as of the Date of Lease. This Preferential Right to Lease shall terminate upon relocation of the Leased Premises to another building or upon any Transfer as defined in the Lease. The Preferential Space shall be reduced to the extent Tenant leases any portion thereof, whether or not pursuant to a formal option provision in the Lease. The preferential right granted hereunder is subject to and subordinate to any current or future expansion option, right of first refusal, preferential right or similar obligation to AIM Management Group Inc. B. Prior to leasing the Preferential Space pursuant to a bona fide offer from a third party, Landlord shall first offer such space in writing to Tenant specifying the amount and location of such space, the anticipated date of tender of possession, the rental rate based on the Market Rental Rate (as defined in the Lease), including any projected rate increases over the applicable term, and other applicable terms (the "PREFERENTIAL RENTAL NOTICE"). Tenant shall have 7 business days within which to accept or reject such offer. If Tenant accepts Landlord's offer, Tenant and Landlord shall, within 15 business days after Landlord's written request, execute and return a lease amendment adding the Preferential Space to the Leased Premises for all purposes under the Lease (including any extensions or renewals) and confirming the Base Rental and other applicable terms specified in the Preferential Rental Notice. Such lease amendment may, if applicable, contain a construction agreement using Landlord's then-current form setting forth the schedule and other terms and obligations of the parties regarding the construction of any leasehold improvements in the Preferential Space. If Tenant rejects such offer or fails timely to (i) accept such offer or (ii) execute and return the required lease amendment, then this Preferential Right to Lease shall lapse and be of no further force and effect with regard to the space that is identified in the Preferential Rental Notice. C. Subject The Preferential Space shall be leased for the period commencing upon Landlord's tender of possession of the Preferential Space in accordance with Landlord's offer and this provision (the "PREFERENTIAL SPACE COMMENCEMENT DATE") and continuing through the expiration or earlier termination of the Term, as it may be extended or renewed. Landlord shall not be liable for any delay or failure to tender possession of the Preferential Space by the anticipated tender date for any reason, including by reason of any holdover tenant or occupant, nor shall such failure invalidate the Lease or extend the Term. D. The Preferential Space shall be tendered in an "as-is" condition. However, all leasehold improvements shall be constructed in the Preferential Space in accordance with the construction agreement (if any) attached to the requirements of prospective tenants, any leasing done by Landlord on the eighth (8th) floor of the Building shall begin at the northeast corner of the floor and progress first in a southerly direction, and then in a westerly directionapplicable lease amendment.