Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 7 contracts

Samples: Office Lease Agreement (Conatus Pharmaceuticals Inc), Office Lease Agreement (Conatus Pharmaceuticals Inc), Office Lease Agreement (CarePayment Technologies, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after ~~receipt of Tenant’s Initial Renewal~~ receiving the Extension Notice, Landlord shall ~~advise~~ give Tenant either (i) written notice (“Landlord’s Binding Notice”) accepting Tenant’s estimate of the ~~applicable Base Rent~~ Prevailing Market rate for the ~~Premises~~ Extension Term stated in the Extension Notice, or (ii) written notice (“Landlord’s Rejection Notice”) rejecting such estimate and stating Landlord’s estimate of the Prevailing Market rate for the ~~Renewal~~ Extension Term. If Landlord gives Tenant a Landlord’s Rejection Notice, Tenant, within 15 days ~~after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term~~thereafter, shall give Landlord either (i) ~~give Landlord final binding~~ written notice (“Tenant’s Binding Notice”) accepting Landlord’s estimate of ~~Tenant~~the Prevailing Market rate for the Extension Term stated in such Landlord’s ~~exercise of its Renewal Option~~Rejection Notice, or (ii) ~~if Tenant disagrees with Landlord’s determination, provide Landlord with~~ written notice ~~of rejection~~ (~~the~~ “Tenant’s Rejection Notice”)) rejecting such estimate. If Tenant ~~fails to provide~~ gives Landlord ~~with either~~ a ~~Binding Notice or Rejection Notice within such 15 day period,~~ Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree in writing upon the Prevailing Market rate for the ~~Premises during the Renewal~~ Extension Term. ~~When Landlord and Tenant have agreed~~ If, within 30 days after delivery of a Tenant’s Rejection Notice, the parties fail to agree in writing upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Noticerate, Tenant’s ~~Renewal~~ Extension Option shall be ~~deemed to be null and void and~~ of no further force ~~and~~ or effect.

Appears in 5 contracts

Samples: Office Lease (Coherus BioSciences, Inc.), Office Lease (Versartis, Inc.), Office Lease (Versartis, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant’s Renewal Option shall ~~be deemed to~~ be null and void and of no force and effect.

Appears in 2 contracts

Samples: Office Lease Agreement (Digital Music Group, Inc.), Office Lease Agreement (Liberate Technologies)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant in writing of ~~the~~ Landlord’s proposed applicable Base Rent rate for the Premises for the Renewal Term, which shall be based on Landlord’s good faith estimate of the annual Prevailing Market rate for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good ~~faith~~ faith, for a period not to exceed thirty (30) days following the date Landlord receives the Rejection Notice (such 30-day period, the “Negotiation Period”), to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ If Landlord and Tenant have ~~agreed~~ agreed, during the Negotiation Period, upon the Prevailing Market rate for the ~~Premises~~Premises for the Renew Term, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding~~ In the ~~foregoing~~event that Landlord and Tenant fail to mutually agree upon such Prevailing Market rate for the Premises for the Renewal Term within the Negotiation Period, if Landlord and Tenant shall, within fifteen (15) days after the conclusion of such Negotiation Period, mutually appoint a Qualified Appraiser (as hereinafter defined) to determine such Prevailing Market rate. If Landlord and Tenant are unable to agree ~~upon~~ on the appointment of such Qualified Appraiser at the end of such fifteen (15) day period, Landlord and Tenant shall, within the following five (5) day period, each select a Qualified Appraiser who shall, within the following five (5) day period, designate a third Qualified Appraiser and the three Qualified Appraisers shall cooperate jointly. Within five (5) days of the date that the Qualified Appraisers are appointed, Landlord and Tenant shall each deliver its estimate of such Prevailing Market rate to the Qualified Appraisers. Within fifteen (15) days after the appointment of the third Qualified Appraiser, the Qualified Appraisers shall select either the Landlord’s or the Tenant’s determination of the Prevailing Market rate and submit such determination to Landlord and Tenant in writing, which determination shall be the Base Rent for the ~~Premises within 30 days after~~ Renewal Term. The decision of the ~~date~~ single Qualified Appraiser or that in which at least two (2) of the three (3) Qualified Appraisers concur shall be final and binding upon the parties. The Qualified Appraiser(s) shall have no power to modify the provisions of this Lease and shall have no power to select an alternative position or a decision different from that proposed by either party. The determination of the Qualified Appraiser(s) shall be binding on the parties and the fees and expenses of the Qualified Appraiser(s) shall be divided equally between Landlord and Tenant. An appraiser shall be a “Qualified Appraiser” only if he or she has not less than fifteen (15) years’ experience in the appraisal of real property of the type to be appraised, is a member of the American Institute of Real Estate Appraisers or any successor thereto, and shall not have been employed by Landlord or Tenant ~~provides~~ or any of their affiliates in the twenty-four (24) months preceding his or her engagement hereunder. If the Term expires prior to the Qualified Appraisers’ determination, the Landlord’s estimate of Prevailing Market rate shall apply during such time period and Landlord ~~with~~ shall credit Tenant any excess paid if the ~~Rejection Notice,~~ Qualified Appraisers select Tenant’s ~~Renewal Option shall be deemed to be null and void and~~ estimate of ~~no force and effect~~the Prevailing Market rate.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Loxo Oncology, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section 4.04 below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 2 contracts

Samples: Office Lease Agreement, Office Lease Agreement (Zillow Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises (or the Partial Premises Renewal Space, as the case may be) for the subject Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the subject Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of ~~its~~ the subject Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises (or the Partial Premises Renewal Space, as the case may be) during the Renewal Term. ~~When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises~~Upon agreement, ~~such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and~~ Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section 3.04 below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Silicon Valley Bancshares)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 10 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Subsection D below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Fourth Amendment (Affymax Inc)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s Initial Renewal ~~Notice~~Notice for a Renewal Option, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the subject Renewal Term. Tenant, within 15 fifteen (15) days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 fifteen (15) day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding the foregoing, if~~ If Landlord and Tenant are unable to agree in writing upon the Prevailing Market rate for the Premises within 30 thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, ~~Tenant’s Renewal Option~~ the Prevailing Market rate for the Premises shall be ~~deemed to~~ established by appraisal in accordance with the procedure set forth in Exhibit A attached hereto and such determination shall be ~~null and void and of no force and effect~~binding.

Appears in 1 contract

Samples: Formfactor Inc

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, ~~Tenant’s Renewal Option~~ Tenant shall be ~~null and void and of no further force and effect~~deemed to have provided Landlord with a Binding Notice. If Tenant ~~provides~~ provides, or is deemed to have provided, Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 45 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant’s Renewal Option shall ~~be deemed to~~ be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Aspirity Holdings LLC)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s 's Initial Renewal Notice, Landlord shall advise Tenant of the applicable Monthly Base ~~Rent~~ Rental rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Monthly Base ~~Rent~~ Rental rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“"Binding Notice”") of Tenant’s 's exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the “"Rejection Notice”"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s 's Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Ritz Interactive, Inc.)

Appears in 1 contract

Samples: Office Lease Agreement (Summit Bank Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be ~~null~~ deemed exercised upon the terms and ~~void and of no further force and effect~~conditions set forth herein. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, then either party, by written notice to the other (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described below. If Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed ~~to be null~~ exercised upon the terms and ~~void and of no force and effect~~conditions set forth herein.

Appears in 1 contract

Samples: Office Lease Agreement (Bitstream Inc)

Appears in 1 contract

Samples: Office Lease Agreement (Sonoma College Inc)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s ~~Initial~~ Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 thirty (30) days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 thirty (30) day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, ~~Tenant’s~~ then Landlord and Tenant shall each, within five (5) business days following the expiration of such 30-day period, appoint a qualified MAI appraiser who has had at least 5 years experience within the previous 10 years as a real estate appraiser working in the area, in turn those two independent MAI appraisers shall appoint a third MAI appraiser satisfying the same criteria and the majority shall decide upon the Prevailing Market rate for the Premises for the Renewal ~~Option~~ Term. If either Landlord or Tenant fails to appoint an appraiser within the 5-day period referred to above, the appraiser appointed by the other party shall be ~~deemed~~ the sole appraiser for the purposes hereof. Landlord and Tenant shall equally share in the expense of this appraisal except that in the event the Prevailing Market rate for the Premises is found to be ~~null~~ within five percent (5%) of the original rate quoted by Landlord, then Tenant shall bear the full cost of all the appraisal process, and ~~void~~ in the event the Prevailing Market rate for the Premises is found to be more than five percent (5%) less than the original rate quoted by Landlord, then Landlord shall bear the full cost of all the appraisal process. If the Prevailing Market rate has not been determined by commencement of the Renewal Term, Tenant shall pay Base Rent upon the terms and conditions in effect under the Lease during the month preceding the commencement of ~~no force and effect~~the Renewal Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent shall be retroactively adjusted to the commencement of the Renewal Term. If such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within thirty (30) days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next installment of Base Rent due under the Lease and, to the extent necessary, any subsequent installments, until the entire amount of such overpayment has been credited against Base Rent.

Appears in 1 contract

Samples: Lease (Heritage Commerce Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Second Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Second Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Second Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Second Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Second Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Second Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Emphasys Medical, Inc.)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Leased Premises for the Renewal Term. Tenant, within 15 thirty (30) days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (““ Binding ~~Notice~~Notice ”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the ““ Rejection ~~Notice~~Notice ”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 thirty (30) day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Leased Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Leased Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding~~ If the ~~foregoing, if Landlord and Tenant are unable to agree upon~~ parties have not reached agreement on the Prevailing Market rate by the date that is sixty (60) days after Tenant’s delivery of the Rejection Notice (the “Initial Rent Determination Period ”) to Landlord, then within ten (10) days following the expiration of the Initial Rent Determination Period, Tenant may elect, by giving written notice to Landlord, to either (i) submit to binding arbitration for a determination of the ~~Premises~~ Prevailing Market rate as set forth herein, or (ii) extend the Term of this Lease for a period of six (6) to twelve (12) months, as specified by Tenant in its written notice of election (which notice and election shall be irrevocable), at a Minimum Monthly Rent equal to one hundred ten percent (110%) of the then-current Minimum Monthly Rent plus payment of all additional rent. If Tenant elects alternative (ii) and extends the Term of this Lease for a period of six (6) to twelve (12) months, such extension shall be upon and subject to all of the terms and provisions of this Lease, and this Lease shall automatically terminate at the end of the applicable period so specified by Tenant; provided that Tenant shall have no further option to extend or renew this Lease. The failure of Tenant to make an election of either alternative (i) or (ii) above within 30 the aforesaid ten (10) day period shall be conclusively and irrevocably deemed to be an election by Tenant to elect alternative (i). If Tenant elects, or is deemed to have elected, to submit to binding arbitration, then each party shall appoint an appraiser and shall give to the other party the identity of the appraiser no later than the date that is twenty (20) days after the expiration of the Initial Rent Determination Period. If either party fails to appoint an appraiser by such date, the sole appraiser appointed, if any, shall determine the Prevailing Market rate. If either party fails to appoint an appraiser as set forth herein, then Landlord’s determination of the Prevailing Market rate shall be final and binding upon the parties. If two appraisers are appointed, they shall immediately meet and attempt to agree upon such Prevailing Market rate. If the appraisers cannot reach agreement on the Prevailing Market rate by the date that is fifteen (15) days after appointment of the appraisers by the parties hereto, each appraiser shall submit a determination of the Prevailing Market rate to Landlord and Tenant ~~provides Landlord with~~ not later than twenty (20) days after such appointment. If only one (1) appraiser submits its determination of the ~~Rejection Notice~~Prevailing Market rate within such twenty (20) day period, ~~Tenant’s Renewal Option~~ then the Prevailing Market rate shall be deemed to equal such appraiser’s determination. If neither appraiser timely submits its determination of the Prevailing Market rate, then Landlord’s determination of the Prevailing Market rate shall be ~~null~~ final and ~~void~~ binding upon the parties. If the determinations of the Prevailing Market rate made by these two appraisers differ by five percent (5%) or less of the higher of the two determinations, the Prevailing Market rate shall be the average of the two determinations. If the determinations vary by more than five percent (5%) of the higher of the two determinations, the two appraisers shall within ten (10) days after submission of their determinations, appoint a third appraiser. If the two appraisers shall be unable to agree on the selection of a third appraiser within the ten (10) day period, then either Tenant or Landlord may request such appointment by petitioning the presiding judge of the Superior Court in and for the County of ~~no force~~ Santa Xxxxx. Such third appraiser shall, within thirty (30) days after appointment, make a determination of the Prevailing Market rate and ~~effect~~submit such determination to Landlord and Tenant. The Prevailing Market rate shall be the determination of the Prevailing Market rate submitted by the original two appraisers that is closer to the Prevailing Market rate determination of the third appraiser. If the third appraiser’s determination is exactly equal to the arithmetic mean of the Prevailing Market rate determinations of the original two appraisers, then the Prevailing Market rate shall be the average of the original two determinations. For purposes of this Section, “appraiser” shall mean an MAI designated appraiser with not less than five (5) years of full-time commercial appraisal experience in the County of Santa Xxxxx. Each party shall bear the fees and costs incurred by each party’s appraiser in connection with the determination of the Prevailing Market rate and all fees and costs incurred by the third appraiser, if any, in connection with the determination of the Prevailing Market rate shall be shared equally by Landlord and Tenant. If the determination of the Prevailing Market rate has not been made by the Applicable Expiration Date, then Tenant shall (i) continue to pay monthly Minimum Monthly Rent at the rate of one hundred ten percent (110%) of the monthly Minimum Monthly Rent for the last month of the Term (the “ Arbitration Period Minimum Monthly Rent ”), as well as any Additional Rent due under this Lease and (ii) pay to Landlord, or receive as a refund from Landlord, as applicable, on the first day of the month after the determination of the Prevailing Market rate is made, an amount, if any, equal to the difference between the Arbitration Period Minimum Monthly Rent that was paid to Landlord and the Minimum Monthly Rent for the Renewal Term that should have been paid to Landlord as the monthly Minimum Monthly Rent for the Renewal Term as determined hereunder.

Appears in 1 contract

Samples: Office Lease (Webex Communications Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Second Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Second Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Second Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Second Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Second Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: First Amendment (Radview Software LTD)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant in writing of ~~the~~ Landlord’s proposed applicable Base Rent rate for the Premises for the Renewal Term, which shall be based on Landlord’s good faith estimate of the annual Prevailing Market rate for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good ~~faith~~ faith, for a period not to exceed thirty (30) days following the date Landlord receives the Rejection Notice (such 30-day period, the “Negotiation Period”), to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ If Landlord and Tenant have ~~agreed~~ agreed, during the Negotiation Period, upon the Prevailing Market rate for the ~~Premises~~Premises for the Renewal Term, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding~~ In the ~~foregoing~~event that Landlord and Tenant fail to mutually agree upon such Prevailing Market rate for the Premises for the Renewal Term within the Negotiation Period, if Landlord and Tenant shall, within fifteen (15) days after the conclusion of such Negotiation Period, mutually appoint a Qualified Appraiser (as hereinafter defined) to determine such Prevailing Market rate. If Landlord and Tenant are unable to agree ~~upon~~ on the appointment of such Qualified Appraiser at the end of such fifteen (15) day period, Landlord and Tenant shall, within the following five (5) day period, each select a Qualified Appraiser who shall, within the following five (5) day period, designate a third Qualified Appraiser and the three Qualified Appraisers shall cooperate jointly. Within five (5) days of the date that the Qualified Appraisers are appointed, Landlord and Tenant shall each deliver its estimate of such Prevailing Market rate to the Qualified Appraisers. Within fifteen (15) days after the appointment of the third Qualified Appraiser, the Qualified Appraisers shall select either the Landlord’s or the Tenant’s determination of the Prevailing Market rate and submit such determination to Landlord and Tenant in writing, which determination shall be the Base Rent for the ~~Premises within 30 days after~~ Renewal Term. The decision of the ~~date~~ single Qualified Appraiser or that in which at least two (2) of the three (3) Qualified Appraisers concur shall be final and binding upon the parties. The Qualified Appraiser(s) shall have no power to modify the provisions of this Lease and shall have no power to select an alternative position or a decision different from that proposed by either party. The determination of the Qualified Appraiser(s) shall be binding on the parties and the fees and expenses of the Qualified Appraiser(s) shall be divided equally between Landlord and Tenant. An appraiser shall be a “Qualified Appraiser” only if he or she has not less than fifteen (15) years’ experience in the appraisal of real property of the type to be appraised, is a member of the American Institute of Real Estate Appraisers or any successor thereto, and shall not have been employed by Landlord or Tenant ~~provides~~ or any of their affiliates in the twenty-four (24) months preceding his or her engagement hereunder. If the Term expires prior to the Qualified Appraisers’ determination, the Landlord’s estimate of Prevailing Market rate shall apply during such time period and Landlord ~~with~~ shall credit Tenant any excess paid if the ~~Rejection Notice,~~ Qualified Appraisers select Tenant’s ~~Renewal Option shall be deemed to be null and void and~~ estimate of ~~no force and effect~~the Prevailing Market rate.

Appears in 1 contract

Samples: Office Lease Agreement (Cara Therapeutics, Inc.)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s ~~Initial Renewal Notice~~Extension Notice (but no sooner than twelve (12) months prior to the expiration of the First Floor Premises Term), Landlord shall advise Tenant of the applicable Base Rent rate for the First Floor Premises for the ~~Renewal~~ First Floor Premises Option Term. Tenant, within ~~15 days~~ fifteen (15) Business Days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the ~~Renewal~~ First Floor Premises Option Term, shall either (ix) give Landlord ~~final binding~~ written notice that Tenant accepts Landlord’s Base Rent for the First Floor Premises Option Term (“~~Binding~~ Acceptance Notice”) ~~of Tenant’s exercise of its Renewal Option,~~ or (iiy) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either ~~a Binding~~ an Acceptance Notice or a Rejection Notice within such ~~15 day~~ fifteen-(15)-Business-Day period, ~~Tenant’s Renewal Option~~ Tenant shall be ~~null and void and of no further force and effect~~deemed to have provided a Rejection Notice. If Tenant provides Landlord with ~~a Binding~~ an Acceptance Notice, Landlord and Tenant shall enter into the ~~Renewal~~ Extension Amendment (as defined below) upon the terms and conditions set forth ~~herein~~herein and in Landlord’s notice as to Base Rent for the First Floor Premises Option Term. If Tenant ~~provides~~ provides, or is deemed to have provided, Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the First Floor Premises during the ~~Renewal~~ First Floor Premises Option Term. ~~When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises~~Upon agreement, ~~such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and~~ Landlord and Tenant shall enter into the ~~Renewal~~ Extension Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 thirty (30) days after the date Tenant provides (or is deemed to have provided) Landlord with the Rejection Notice, ~~Tenant’s Renewal Option~~ then the Prevailing Market rate shall be ~~deemed to be null and void and of no force and effect~~determined in accordance with the arbitration procedures described in Section D below.

Appears in 1 contract

Samples: Lease (Akebia Therapeutics, Inc.)

Appears in 1 contract

Samples: Office Lease Agreement (Avistar Communications Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s ~~Initial~~ Renewal ~~Notice~~Notice for either the first Renewal Term or the second Renewal Term, Landlord shall advise Tenant of the applicable ~~Base Rent~~ Monthly Installment of rent rate for the Premises for the subject Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable ~~Base Rent~~ Monthly Installment of rent rate for the subject Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, ~~Tenant’s Renewal Option~~ Tenant shall be ~~null and void and of no further force and effect~~deemed to have provided a Rejection Notice. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice (or is deemed to have provided a Rejection Notice), Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice (or is deemed to have provided a Rejection Notice), Tenant~~’s Renewal Option~~ , by written notice to Landlord (the “Appraisal Notice”) within 15 days after the expiration of such 30 day period, shall ~~be deemed~~ have the right to ~~be null and void and of no force and effect~~have the Prevailing Market rate determined in accordance with the appraisal procedures described in Section E below.

Appears in 1 contract

Samples: First Amendment (Tessera Technologies Inc)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s ~~Initial~~ Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Leased Premises for the Renewal Term. Tenant, within 15 thirty (30) days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 thirty (30) day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Leased Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Leased Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Leased Premises within 30 thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, ~~Tenant’s~~ then Landlord and Tenant shall each, within five (5) business days following the expiration of such 30-day period, appoint a qualified MAI appraiser who has had at least 5 years experience within the previous 10 years as a real estate appraiser working in the area, in turn those two independent MAI appraisers shall appoint a third MAI appraiser satisfying the same criteria and the majority shall decide upon the Prevailing Market rate for the Leased Premises for the Renewal ~~Option~~ Term. If either Landlord or Tenant fails to appoint an appraiser within the 5-day period referred to above, the appraiser appointed by the other party shall be ~~deemed~~ the sole appraiser for the purposes hereof. Landlord and Tenant shall equally share in the expense of this appraisal except that in the event the Prevailing Market rate for the Leased Premises is found to be ~~null~~ within five percent (5%) of the original rate quoted by Landlord, then Tenant shall bear the full cost of all the appraisal process, and ~~void~~ in the event the Prevailing Market rate for the Leased Premises is found to be more than five percent (5%) less than the original rate quoted by Landlord, then Landlord shall bear the full cost of all the appraisal process. If the Prevailing Market rate has not been determined by commencement of the Renewal Term, Tenant shall pay Minimum Monthly Rent upon the terms and conditions in effect under the Lease during the month preceding the commencement of ~~no force and effect~~the Renewal Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Minimum Monthly Rent shall be retroactively adjusted to the commencement of the Renewal Term. If such adjustment results in an underpayment of Minimum Monthly Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within thirty (30) days after the determination thereof. If such adjustment results in an overpayment of Minimum Monthly Rent by Tenant, Landlord shall credit such overpayment against the next installment of Minimum Monthly Rent due under the Lease and, to the extent necessary, any subsequent installments, until the entire amount of such overpayment has been credited against Minimum Monthly Rent.

Appears in 1 contract

Samples: Lease (Heritage Commerce Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if If Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section D below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: First Amendment (Rackable Systems, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are~~ 8F8 unable to t0 agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Neurobiological Technologies Inc /Ca/)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the First Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the First Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its First Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s First Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the First Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s First Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Emphasys Medical, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal ~~Term~~Term (“Landlord’s Renewal Base Rent Notice”), which shall reflect the Prevailing Market rate (described below in this Section 2.05) per rentable square foot for the Premises. Tenant, within 15 days after ~~the date on which Landlord advises Tenant~~ Tenant’s receipt of ~~the applicable~~ Landlord’s Renewal Base Rent ~~rate for the Renewal Term~~Notice, shall either (i) give Landlord ~~final binding~~ written notice (“Binding Notice”) ~~of Tenant~~that Tenant accepts the Base Rent rate for the Premises for the Renewal Term described in Landlord’s ~~exercise of its~~ Renewal ~~Option~~Base Rent Notice, in which event the parties shall enter into the Renewal Amendment as described in the “Renewal Amendment”) provision below, or (ii) if Tenant disagrees with Landlord’s ~~determination~~determination of the applicable Base Rent rate for the Premises during the Renewal Term, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or ~~otherwise~~otherwise (and such shall be deemed a “Binding Notice”, for purposes herein), and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section 2.04 below. If Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Office Lease (Optimer Pharmaceuticals Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing March 9, 2004 Matter ID Number: 11424 1 Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Captiva Software Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described below. If Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (L-1 Identity Solutions, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal ~~Term~~Term (“Landlord’s Renewal Base Rent Notice”), which shall reflect the Prevailing Market rate (described below in this Section) per rentable square foot for the Premises. Tenant, within 15 days after ~~the date on which Landlord advises Tenant~~ Tenant’s receipt of ~~the applicable~~ Landlord’s Renewal Base Rent ~~rate for the Renewal Term~~Notice, shall either (i) give Landlord ~~final binding~~ written notice (“Binding Notice”) ~~of Tenant~~that Tenant accepts the Base Rent rate for the Premises for the Renewal Term described in Landlord’s ~~exercise of its~~ Renewal ~~Option~~Base Rent Notice, in which event the parties shall enter into the Renewal Amendment as described in the “Renewal Amendment”) provision below, or (ii) if Tenant disagrees with Landlord’s ~~determination~~determination of the applicable Base Rent rate for the Premises during the Renewal Term, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or ~~otherwise~~otherwise (and such shall be deemed a “Binding Notice”, for purposes herein), and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Versant Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s 's Initial Renewal Notice, Landlord shall advise Tenant in writing of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 30 days after the date on which Landlord advises Tenant of the ~~applicable~~ Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“"Binding Notice”") of Tenant’s 's exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the “"Rejection Notice”"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 30-day period, Tenant’s 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding ~~Notice~~Notice within such 30-day period, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith for a period of 15 days to agree upon the Prevailing Market rate for the Premises ~~during~~ for the Renewal Term. ~~When~~ Upon agreement Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding the foregoing, if~~ If Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for~~ within such 15-day period, Tenant, by written notice to Landlord in writing (the ~~Premises~~ "Broker Notice") within 30 5 days after the ~~date Tenant provides Landlord~~ expiration of such 15-day period, shall have the right to have the Prevailing Market rate determined in accordance with the ~~Rejection Notice~~following procedures. Upon Tenant’s delivering the Broker Notice to Landlord, Tenant shall be deemed to have irrevocably exercised the Renewal Option. If Tenant fails to timely deliver the notice to Landlord, Tenant’s 's Renewal Option shall be deemed to be null and void and of no further force and effect. If Tenant provides Landlord with a Broker Notice, Landlord and Tenant, within 10 days after the date of the Broker Notice, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate (collectively referred to as the "Estimates"). If the higher Estimate is less than or equal to 103% of the lower Estimate, the Prevailing Market rate shall be the average of the Estimates. If the Prevailing Market rate is not resolved by the exchange of Estimates, Landlord and Tenant, within 7 days after the exchange of Estimates, shall each select a real estate broker to determine which of the two Estimates more closely reflects the Prevailing Market rate. Each real estate broker selected by either Landlord or Tenant shall be a broker licensed in Austin, Texas, with at least 10 years continuous experience in the commercial leasing market in Austin, Texas, and shall have a working knowledge of current rental rates and practices for commercial office properties in the Austin, Texas Central Business District. Upon selection, Landlord's and Tenant's real estate brokers shall work together in good faith to agree upon which of the two Estimates more closely reflects the Prevailing Market rate for the Premises for the Renewal Term. The Estimate chosen by such real estate brokers shall be binding on both Landlord and Tenant as the Prevailing Market rate for the Premises during the Renewal Term. If either Landlord or Tenant fails to appoint a real estate broker within the 7-day period referred to above, the real estate broker appointed by the other party shall be the sole real estate broker for the purposes hereof and shall determine which Estimate more closely reflects the Prevailing Market rate for the Premises. If the two real estate brokers cannot agree upon which of the two Estimates more closely reflects the Prevailing Market rate within the 15 days after their appointment, then, within 10 days after the expiration of such 15-day period, the two real estate brokers shall select a third real estate broker meeting the aforementioned criteria. Once the third real estate broker has been selected as provided for above, then, as soon thereafter as practicable, but in any case within 14 days, the third real estate broker shall make his or her determination of which of the two Estimates more closely reflects the Prevailing Market rate and such Estimate shall be binding on both Landlord and Tenant as the Prevailing Market rate for the Premises during the Renewal Term. The parties shall share equally in the costs of the third real estate broker. Any fees of any real estate broker, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such real estate broker, counsel or expert. In the event that the Prevailing Market rate has not been determined by the commencement date of the Renewal Term, Tenant shall pay Base Rent upon the terms and conditions in effect EXHIBIT F for the Premises during the final month of the initial Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Premises shall be retroactively adjusted to the commencement of the Renewal Term for the Premises. If such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within 30 days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next installment of Base Rent due under the Lease and, to the extent necessary, any subsequent installments until the entire amount of such overpayment has been credited against Base Rent.

Appears in 1 contract

Samples: Office Lease Agreement (CrowdStrike Holdings, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s 's Second Initial ~~Renewal~~ Extension Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the ~~Renewal~~ Second Extension Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the ~~Renewal~~ Second Extension Term, shall either (i) give Landlord final binding written notice (~~“Binding Notice”~~"SECOND BINDING NOTICE") of Tenant’s 's exercise of its ~~Renewal~~ Second Extension Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the ~~“Rejection Notice”~~"SECOND REJECTION NOTICE"). If Tenant fails to provide Landlord with either a Second Binding Notice or Second Rejection Notice within such 15 day period, Tenant~~’s Renewal~~ 's Second Extension Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Second Binding Notice, Landlord and Tenant shall enter into the ~~Renewal~~ Second Extension Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Second Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the ~~Renewal~~ Second Extension Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the ~~Renewal~~ Second Extension Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Second Rejection Notice, Tenant~~’s Renewal Option~~ , by written notice to Landlord (the "SECOND ARBITRATION NOTICE") within 5 days after the expiration of such 30 day period, shall ~~be deemed~~ have the right to ~~be null and void and of no force and effect.~~have the Prevailing Market rate determined in accordance with the arbitration procedures described in

Appears in 1 contract

Samples: Office and Laboratory Lease Agreement (Combinatorx, Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s 's Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the ~~Premises~~ Substitution Space for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“"Binding Notice”") of Tenant’s 's exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the “"Rejection Notice”"). If Tenant fails to provide ~~Landlord~~ Landlord, with either a Binding Notice or Rejection Notice within such 15 day period, . Tenant’s 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the ~~Premises~~ Substitution Space during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the ~~Premises~~ Substitution Space within 30 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, ~~Tenant’s~~ then within 10 days thereafter, Landlord and Tenant shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate (collectively referred to as the "Renewal ~~Option~~ Estimates"). If the higher of such Renewal Estimates is not more than 105% of the lower of such Renewal Estimates, then the Prevailing Market rate shall be ~~deemed~~ the average of the two Renewal Estimates. If the Prevailing Market rate is not resolved by the exchange of Renewal Estimates, Landlord and Tenant, within 7 days after the exchange of Renewal Estimates, shall each select an appraiser to determine the Prevailing Market rate. Each appraiser so selected shall be ~~null~~ certified as an MAI appraiser or as an ASA appraiser and ~~void~~ shall have had at least 5 years experience within the previous 10 years as a real estate appraiser working in the area located within 5 miles surrounding the Building with working knowledge of current rental rates and practices for comparable first-class or Class A offices building of comparable size or greater than the Building. For purposes of this Amendment, an "MAI" appraiser means an individual who holds an MAI designation conferred by, and is an independent member of, the American Institute of Real Estate Appraisers (or its successor organization, or in the event there is no successor organization, the organization and designation most similar), and an "ASA appraiser means an individual who holds the Senior Member designation conferred by and is an independent member of, the American Society of Appraisers (or its successor organization, or, in the event there is no successor organization, the organization and designation most similar). Upon selection, Landlord's and Tenants appraisers shall work together in good faith to agree upon the Prevailing Market rate for the Substitution Space taking into consideration the Prevailing Market rate in that area located within 5 miles surrounding the Building for comparable first-class or Class A buildings of comparable size or greater than the Building. The determination of such appraisers shall be binding on both Landlord and Tenant, provided that in no event shall the determination of Prevailing Market by the appraisers be higher than the higher Renewal Estimate or lower than the lower Renewal Estimate of Prevailing Market submitted by Landlord and Tenant. If either Landlord or Tenant fails to appoint an appraiser within the 7 day period referred to above, the appraiser appointed by the other party shall be the sole appraiser for the purposes hereof. If the two appraisers cannot agree upon the Prevailing Market within the 20 days after their appointment, then, within 10 days after the expiration of such 20 day period, the 2 appraisers shall select a third appraiser meeting the aforementioned criteria. Once the third appraiser has been selected as provided for above, then, as soon thereafter as practicable but in any case within 14 days, the appraiser shall make his determination of Prevailing Market (also taking into consideration the Prevailing Market rate in that area located within 5 miles surrounding the Building for comparable first-class or Class A buildings of comparable size or greater than the Building), which determination shall not be higher than the higher Renewal Estimate nor lower than the lower Renewal Estimate of the Prevailing Market rate submitted by Landlord and Tenant. The determination by the arbitrator shall be rendered in writing to both Landlord and Tenant and shall be final and binding upon them. If the arbitrator believes that expert advice would materially assist him, he may retain one or more qualified persons, to provide such expert advice. The parties shall share equally in the costs of the arbitrator and of ~~no force and effect~~any experts retained by the arbitrator. Any fees of any appraiser, counsel or experts engaged directly by Landlord or Tenant, however, shall be borne by the party retaining such appraiser, counsel or expert. In the event that the Prevailing Market rate has not been determined by the commencement date of the Renewal Term, Tenant shall pay Base Rent based upon Landlord's Renewal Estimate until such time as the Prevailing Market rate has been determined. Upon such determination, the Base Rent for the Renewal Term shall be retroactively adjusted to the commencement of the Renewal Term, such adjustment results in an underpayment of Base Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within 30 days after the determination thereof. If such adjustment results in an overpayment of Base Rent by Tenant, Landlord shall credit such overpayment against the next Installment of Base Rent due under the Lease as amended hereby and, to the extent necessary, any subsequent installments until the entire amount of such overpayment has been credited against Base Rent.

Appears in 1 contract

Samples: Part of Lease Agreement (Clean Energy Fuels Corp.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s 's First Initial ~~Renewal~~ Extension Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the ~~Renewal~~ First Extension Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the ~~Renewal~~ First Extension Term, shall either (i) give Landlord final binding written notice (~~“Binding Notice”~~"FIRST BINDING NOTICE") of Tenant’s 's exercise of its ~~Renewal~~ First Extension Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the ~~“Rejection Notice”~~"FIRST REJECTION NOTICE"). If Tenant fails to provide Landlord with either a First Binding Notice or First Rejection Notice within such 15 day period, Tenant~~’s Renewal~~ 's First Extension Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a First Binding Notice, Landlord and Tenant shall enter into the ~~Renewal~~ First Extension Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a First Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the ~~Renewal~~ First Extension Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the ~~Renewal~~ First Extension Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the First Rejection Notice, Tenant~~’s Renewal~~ , by written notice to Landlord (the "FIRST ARBITRATION NOTICE") within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section 3.04 below. If Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant's First Extension Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Office and Laboratory Lease Agreement (Combinatorx, Inc)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s ~~Initial Renewal Notice~~Extension Notice (but no sooner than twelve (12) months prior to the expiration of the Term), Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the ~~Renewal~~ Option Term. Tenant, within ~~15 days~~ fifteen (15) Business Days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the ~~Renewal~~ Option Term, shall either (i) give Landlord ~~final binding~~ written notice that Tenant accepts Landlord’s Base Rent for the Option Term (“~~Binding~~ Acceptance Notice”) ~~of Tenant’s exercise of its Renewal Option,~~ or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either ~~a Binding~~ an Acceptance Notice or a Rejection Notice within such ~~15 day~~ fifteen-(15)-Business-Day period, ~~Tenant’s Renewal Option~~ Tenant shall be ~~null and void and of no further force and effect~~deemed to have provided a Rejection Notice. If Tenant provides Landlord with ~~a Binding~~ an Acceptance Notice, Landlord and Tenant shall enter into the ~~Renewal~~ Extension Amendment (as defined below) upon the terms and conditions set forth ~~herein~~herein and in Landlord’s notice as to Base Rent for the Option Term. If Tenant ~~provides~~ provides, or is deemed to have provided, Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the ~~Renewal~~ Option Term. ~~When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises~~Upon agreement, ~~such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and~~ Landlord and Tenant shall enter into the ~~Renewal~~ Extension Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 thirty (30) days after the date Tenant provides (or is deemed to have provided) Landlord with the Rejection Notice, ~~Tenant’s Renewal Option~~ then the Prevailing Market rate shall be ~~deemed to be null and void and of no force and effect~~determined in accordance with the arbitration procedures described in Section D below.

Appears in 1 contract

Samples: Lease (Akebia Therapeutics, Inc.)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant’s Renewal Option shall ~~be deemed to~~ be null and void and of no force and effect.

Appears in 1 contract

Samples: Second Amendment (Logicvision Inc)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s 's Initial Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Leased Premises for the Renewal Term. Tenant, within 15 thirty (30) days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“"Binding Notice”") of Tenant’s 's exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the “"Rejection Notice”"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 thirty (30) day period, Tenant’s 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Leased Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Leased Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. ~~Notwithstanding~~ If the ~~foregoing, if Landlord and Tenant are unable to agree upon~~ parties have not reached agreement on the Prevailing Market rate by the date that is sixty (60) days after Tenant's delivery of the Rejection Notice (the "Initial Rent Determination Period") to Landlord, then within ten (10) days following the expiration of the Initial Rent Determination Period, Tenant may elect, by giving written notice to Landlord, to either (i) submit to binding arbitration for a determination of the ~~Premises~~ Prevailing Market rate as set forth herein, or (ii) extend the Term of this Lease for a period of six (6) to twelve (12) months, as specified by Tenant in its written notice of election (which notice and election shall be irrevocable), at a Minimum Monthly Rent equal to one hundred ten percent (110%) of the then-current Minimum Monthly Rent plus payment of all additional rent. If Tenant elects alternative (ii) and extends the Term of this Lease for a period of six (6) to twelve (12) months, such extension shall be upon and subject to all of the terms and provisions of this Lease, and this Lease shall automatically terminate at the end of the applicable period so specified by Tenant; provided that Tenant shall have no further option to extend or renew this Lease. The failure of Tenant to make an election of either alternative (i) or (ii) above within 30 the aforesaid ten (10) day period shall be conclusively and irrevocably deemed to be an election by Tenant to elect alternative (i). If Tenant elects, or is deemed to have elected, to submit to binding arbitration, then each party shall appoint an appraiser and shall give to the other party the identity of the appraiser no later than the date that is twenty (20) days after the expiration of the Initial Rent Determination Period. If either party fails to appoint an appraiser by such date, the sole appraiser appointed, if any, shall determine the Prevailing Market rate. If either party fails to appoint an appraiser as set forth herein, then Landlord's determination of the Prevailing Market rate shall be final and binding upon the parties. If two appraisers are appointed, they shall immediately meet and attempt to agree upon such Prevailing Market rate. If the appraisers cannot reach agreement on the Prevailing Market rate by the date that is fifteen (15) days after appointment of the appraisers by the parties hereto, each appraiser shall submit a determination of the Prevailing Market rate to Landlord and Tenant ~~provides Landlord with~~ not later than twenty (20) days after such appointment. If only one (1) appraiser submits its determination of the ~~Rejection Notice~~Prevailing Market rate within such twenty (20) day period, ~~Tenant’s Renewal Option~~ then the Prevailing Market rate shall be deemed to equal such appraiser's determination. If neither appraiser timely submits its determination of the Prevailing Market rate, then Landlord's determination of the Prevailing Market rate shall be ~~null~~ final and ~~void~~ binding upon the parties. If the determinations of the Prevailing Market rate made by these two appraisers differ by five percent (5%) or less of the higher of the two determinations, the Prevailing Market rate shall be the average of the two determinations. If the determinations vary by more than five percent (5%) of the higher of the two determinations, the two appraisers shall within ten (10) days after submission of their determinations, appoint a third appraiser. If the two appraisers shall be unable to agree on the selection of a third appraiser within the ten (10) day period, then either Tenant or Landlord may request such appointment by petitioning the presiding judge of the Superior Court in and for the County of ~~no force~~ Santa Xxxxx. Such third appraiser shall, within thirty (30) days after appointment, make a determination of the Prevailing Market rate and ~~effect~~submit such determination to Landlord and Tenant. The Prevailing Market rate shall be the determination of the Prevailing Market rate submitted by the original two appraisers that is closer to the Prevailing Market rate determination of the third appraiser. If the third appraiser's determination is exactly equal to the arithmetic mean of the Prevailing Market rate determinations of the original two appraisers, then the Prevailing Market rate shall be the average of the original two determinations. For purposes of this Section, "appraiser" shall mean an MAI designated appraiser with not less than five (5) years of full-time commercial appraisal experience in the County of Santa Xxxxx. Each party shall bear the fees and costs incurred by each party's appraiser in connection with the determination of the Prevailing Market rate and all fees and costs incurred by the third appraiser, if any, in connection with the determination of the Prevailing Market rate shall be shared equally by Landlord and Tenant. If the determination of the Prevailing Market rate has not been made by the Applicable Expiration Date, then Tenant shall (i) continue to pay monthly Minimum Monthly Rent at the rate of one hundred ten percent (110%) of the monthly Minimum Monthly Rent for the last month of the Term (the "Arbitration Period Minimum Monthly Rent"), as well as any Additional Rent due under this Lease and (ii) pay to Landlord, or receive as a refund from Landlord, as applicable, on the first day of the month after the determination of the Prevailing Market rate is made, an amount, if any, equal to the difference between the Arbitration Period Minimum Monthly Rent that was paid to Landlord and the Minimum Monthly Rent for the Renewal Term that should have been paid to Landlord as the monthly Minimum Monthly Rent for the Renewal Term as determined hereunder.

Appears in 1 contract

Samples: Office Lease (Witness Systems Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall ~~advise~~ notify Tenant in writing of the applicable Base Rent rate for the Premises for the Renewal ~~Term~~Term (“Landlord’s Notice”). Tenant, within 15 30 days after the date on which ~~Landlord advises~~ Tenant ~~of the applicable Base Rent rate for the Renewal Term~~receives Landlord’s Notice, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 30 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section D below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: Tenth Amendment (Click2learn Inc/De/)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Binding Notice and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 60 days after the date on which Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant’s Renewal Option shall ~~be deemed to~~ be null and void and of no force and effect.

Appears in 1 contract

Samples: Fourth Amendment (CymaBay Therapeutics, Inc.)

Procedure for Determining Prevailing Market. ~~Within 30 days after receipt of Tenant’s Initial Renewal Notice~~1. No earlier than April 1, 2010, Landlord shall advise Tenant of the applicable Initial Base Rent ~~rate~~ for the ~~Premises~~ Must-Take Space for the ~~Renewal~~ Must-Take Term (excluding Base Rent for the Advance Must-Take Term, if any). Tenant, within 15 30 days ~~after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term~~thereafter, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s ~~exercise~~ acceptance of ~~its Renewal Option~~Landlord’s determination of the Initial Base Rent, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 30 day period, ~~Tenant~~then the Initial Base Rent set forth in Landlord’s ~~Renewal Option~~ notice shall be ~~null~~ deemed correct and ~~void and of no further force and effect~~shall be binding on Tenant. If Tenant provides Landlord with a Binding ~~Notice~~Notice (or fails to act within the 30 day period provided above), Landlord and Tenant shall enter into the ~~Renewal~~ Must-Take Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market ~~rate for the Premises during the Renewal Term~~rate. ~~When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises~~Upon agreement, ~~such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and~~ Landlord and Tenant shall enter into the ~~Renewal~~ Must-Take Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with ~~the~~ a Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Paragraph 2 below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, then the Initial Base Rent set forth in Landlord’s ~~Renewal Option~~ notice shall be deemed to correct and shall be ~~null and void and of no force and effect~~binding on Tenant.

Appears in 1 contract

Samples: Fourth Amendment (Affymax Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Second Renewal Initial ~~Renewal~~ Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Second Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Second Renewal Term, shall either (i) give Landlord final binding written notice (“Second Renewal Binding Notice”) of Tenant’s exercise of its Second Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Second Renewal Binding Notice or Rejection Notice within such 15 day period, Tenant’s Second Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Second Renewal Binding Notice, Landlord and Tenant shall enter into the Second Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Second Renewal Term. ~~When~~ Upon agreement, Tenant shall provide Landlord ~~and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise,~~ with Second Renewal Binding Notice and Landlord and Tenant shall enter into the Second Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant ~~are unable~~ fail to agree upon the Prevailing Market rate ~~for the Premises~~ within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant, by written notice to Landlord (the “Arbitration Notice”) within 5 days after the expiration of such 30 day period, shall have the right to have the Prevailing Market rate determined in accordance with the arbitration procedures described in Section 10.02(4) below. If Landlord and Tenant fail to agree upon the Prevailing Market rate within the 30 day period described and Tenant fails to timely exercise its right to arbitrate, Tenant’s Second Renewal Option shall be deemed to be null and void and of no further force and effect.

Appears in 1 contract

Samples: First Amendment (Zillow Inc)

Appears in 1 contract

Samples: Office Lease Agreement (Lightbridge Inc)

Appears in 1 contract

Samples: Office Lease Agreement (Inktomi Corp)

Procedure for Determining Prevailing Market. Within 30 days after ----------------------------------------------- receipt of Tenant’s 's Initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (~~“Binding Notice”~~"BINDING NOTICE") of Tenant’s 's exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s 's determination, provide Landlord with written notice of rejection (the ~~“Rejection Notice”~~"REJECTION NOTICE"). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, Tenant’s 's Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s 's Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Clean Diesel Technologies Inc)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s ~~Initial~~ initial Renewal Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the Renewal Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 day period, . Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: First Amendment (Premier Commercial Bancorp)

Procedure for Determining Prevailing Market. Within 30 thirty (30) days after receipt of Tenant’s ~~Initial~~ Renewal Notice, Landlord shall advise Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Leased Premises for the Renewal Term. Tenant, within 15 thirty (30) days after the date on which Landlord advises Tenant of the applicable ~~Base~~ Minimum Monthly Rent rate for the Renewal Term, shall either (i) give Landlord final binding written notice (“Binding Notice”) of Tenant’s exercise of its Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). If Tenant fails to provide Landlord with either a Binding Notice or Rejection Notice within such 15 thirty (30) day period, Tenant’s Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Binding Notice, Landlord and Tenant shall enter into the Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Leased Premises during the Renewal Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Leased Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Leased Premises within 30 thirty (30) days after the date Tenant provides Landlord with the Rejection Notice, ~~Tenant’s~~ then Landlord and Tenant shall each, within five (5) business days following the expiration of such thirty (30)-day period, appoint a qualified MAI appraiser who has had at least five (5) years experience within the previous ten (10) years as a real estate appraiser working in the area. In turn, those two independent MAI appraisers shall appoint a third MAI appraiser satisfying the same criteria and the majority shall decide upon the Prevailing Market rate for the Leased Premises for the Renewal ~~Option~~ Term. If either Landlord or Tenant fails to appoint an appraiser within the five (5)-day period referred to above, the appraiser appointed by the other party shall be ~~deemed~~ the sole appraiser for the purposes hereof. Landlord and Tenant shall equally share in the expense of this appraisal except that in the event the Prevailing Market rate for the Leased Premises is found to be ~~null~~ within five percent (5%) of the original rate quoted by Landlord, then Tenant shall bear the full cost of all the appraisal process, and ~~void~~ in the event the Prevailing Market rate for the Leased Premises is found to be more than five percent (5%) less than the original rate quoted by Landlord, then Landlord shall bear the full cost of all the appraisal process. If the Prevailing Market rate has not been determined by commencement of the Renewal Term, Tenant shall pay Minimum Monthly Rent upon the terms and conditions in effect under the Lease during the month preceding the commencement of ~~no force and effect~~the Renewal Term until such time as the Prevailing Market rate has been determined. Upon such determination, the Minimum Monthly Rent shall be retroactively adjusted to the commencement of the Renewal Term. If such adjustment results in an underpayment of Minimum Monthly Rent by Tenant, Tenant shall pay Landlord the amount of such underpayment within thirty (30) days after the determination thereof. If such adjustment results in an overpayment of Minimum Monthly Rent by Tenant, Landlord shall credit such overpayment against the next installment of Minimum Monthly Rent due under the Lease and, to the extent necessary, any subsequent installments, until the entire amount of such overpayment has been credited against Minimum Monthly Rent.

Appears in 1 contract

Samples: Lease (Heritage Commerce Corp)

Procedure for Determining Prevailing Market. Within 30 days after receipt of Tenant’s Second Renewal Initial ~~Renewal~~ Notice, Landlord shall advise Tenant of the applicable Base Rent rate for the Premises for the ~~Renewal~~ Second Extended Term. Tenant, within 15 days after the date on which Landlord advises Tenant of the applicable Base Rent rate for the ~~Renewal~~ Second Extended Term, shall either (i) give Landlord final binding written notice (“Second Renewal Binding Notice”) of Tenant’s exercise of its Second Renewal Option, or (ii) if Tenant disagrees with Landlord’s determination, provide Landlord with written notice of rejection (the “Rejection Notice”). , If Tenant fails to provide Landlord with either a Second Renewal Binding Notice or Rejection Notice within such 15 day period, Tenant’s Second Renewal Option shall be null and void and of no further force and effect. If Tenant provides Landlord with a Second Renewal Binding Notice, Landlord and Tenant shall enter into the Second Renewal Amendment (as defined below) upon the terms and conditions set forth herein. If Tenant provides Landlord with a Rejection Notice, Landlord and Tenant shall work together in good faith to agree upon the Prevailing Market rate for the Premises during the ~~Renewal~~ Second Extended Term. When Landlord and Tenant have agreed upon the Prevailing Market rate for the Premises, such agreement shall be reflected in a written agreement between Landlord and Tenant, whether in a letter or otherwise, and Landlord and Tenant shall enter into the Second Renewal Amendment in accordance with the terms and conditions hereof. Notwithstanding the foregoing, if Landlord and Tenant are unable to agree upon the Prevailing Market rate for the Premises within 30 days after the date Tenant provides Landlord with the Rejection Notice, Tenant’s Second Renewal Option shall be deemed to be null and void and of no force and effect.

Appears in 1 contract

Samples: Office Lease Agreement (Healthequity Inc)

Common use of Procedure for Determining Prevailing Market Clause in Contracts