Common use of Recapture Right Clause in Contracts

Recapture Right. Notwithstanding any of the above provisions of this Section 16 to the contrary, in the case of a proposed assignment of this Lease or a sublease or other Transfer of all or any portion of the Premises (other than to a Permitted Transferee), Landlord, in lieu of consenting to such assignment or sublease, may, by giving written notice to Tenant within twenty (20) days after receipt of Tenant’s Notice of Proposed Transfer, elect to terminate this Lease with respect to the Subject Space, provided that in the event of an assignment of this Lease or a sublease of more than fifty percent (50%) of the rentable square footage of the Premises, Landlord may elect to terminate this Lease in its entirety. If Landlord recaptures the Subject Space, the following provisions shall apply: (a) Landlord, at Landlord’s expense, shall construct any demising walls required to demise the Subject Space; and Tenant shall be responsible, at Tenant’s expense, for painting, covering or otherwise decorating the surfaces of the partitions facing the Premises retained by Tenant; (b) if this Lease shall be cancelled with respect to less than the entire Premises, the Base Rent shall be prorated on the basis of the number of rentable square feet retained by Tenant in proportion to the number of rentable square feet contained in the Premises and Tenant’s Share shall be appropriately adjusted, and the parties shall execute and deliver an amendment reflecting such modifications; and (c) Landlord may thereafter lease such space to any party, including the prospective Transferee identified by Tenant, on such terms as shall be acceptable to Landlord in its sole and absolute discretion, and Tenant hereby waives any claims against Landlord related thereto, including any claims for compensation or profit related to such lease or occupancy agreement.

Recapture Right. Notwithstanding any (i) In the event that Tenant shall desire Landlord’s consent to the subletting of the above provisions of this Section 16 to Demised Premises or the contrary, in the case of a proposed assignment of this Lease. Tenant shall give Landlord one hundred twenty (120) days prior written notice thereof (the “Tenant Notice”). Such notice shall be deemed to be an offer by Tenant to assign this Lease or a sublease or other Transfer of all or any portion of to Landlord. In the Premises event Landlord wishes to accept said offer, Landlord shall give Tenant notice thereof within said one hundred twenty (other than to a Permitted Transferee120) days (“Landlord’s Notice”), in which event the assignment to Landlord shall become effective on the date specified in Landlord’s Notice, in lieu of consenting to such assignment or sublease, may, by giving written notice to Tenant within twenty which date shall be not less than thirty (2030) nor more than one hundred eighty (180) days after receipt the date of TenantLandlord’s Notice Notice, and Tenant shall vacate the Demised Premises in accordance with the terms of Proposed Transfer, elect to terminate this Lease with respect to the Subject Space, provided that in by such date. In the event of an assignment of this Lease or a sublease to Landlord, on the effective date of more than fifty percent (50%) of the rentable square footage of the Premises, Landlord may elect to terminate such assignment this Lease in its entirety. If shall terminate and Landlord recaptures the Subject Space, the following provisions shall apply: (a) Landlord, at Landlord’s expense, shall construct any demising walls required to demise the Subject Space; and Tenant shall be responsiblereleased from all liability accruing thereafter under this Lease, at Tenantas if such date were the Expiration Date originally set forth herein. The sending of Landlord’s expenseNotice shall, for paintingipso facto, covering and without the necessity of any further act or otherwise decorating instrument, be sufficient to effectuate said assignment. However, if Landlord shall request, Xxxxxx shall execute such documents as Landlord may reasonably request in confirmation thereof. In the surfaces of event that Xxxxxxxx does not accept said offer within one hundred twenty (120) days as aforesaid, Xxxxxxxx’s said right to recapture the partitions facing the Demised Premises retained by Tenant; (b) if this Lease assignment shall be cancelled with respect deemed to less than the entire Premisesbe waived, but nothing herein contained shall be deemed to be a consent by Landlord to any subletting or assignment unless Landlord delivers to Tenant its written consent thereto. Notwithstanding Landlord’s failure to recapture on any one occasion, the Base Rent right to recapture as aforesaid shall be prorated on the basis of the number of rentable square feet retained by Tenant in proportion to the number of rentable square feet contained in the Premises and Tenant’s Share shall be appropriately adjusted, and the parties shall execute and deliver an amendment reflecting such modifications; and (c) Landlord may thereafter lease such space apply to any party, including the prospective Transferee identified by Tenant, on such terms as shall be acceptable to Landlord in its sole and absolute discretion, and Tenant hereby waives any claims against Landlord related thereto, including any claims for compensation further subletting or profit related to such lease or occupancy agreementassignment.

Recapture Right. Notwithstanding any In the event (and only in such event) Tenant proposes to sublease two full floors or more of the above provisions of this Section 16 to Demised Premises for the contrary, in entire remaining Lease Term the case of a proposed assignment of this Lease or a sublease or other Transfer of all or any portion of the Premises (other than to a Permitted Transferee“Recapture Space”), Landlord, in lieu of consenting to such assignment or sublease, may, by giving written notice to then Tenant within twenty (20) days after receipt shall first inform Landlord of Tenant’s intent before Tenant commences to market the Recapture Space (the “Recapture Offer Notice”) and shall include with the Recapture Offer Notice a description of Proposed Transferthe Recapture Space, elect and a proposed recapture date (the “Recapture Date”). Landlord shall have the right in its sole and absolute discretion to terminate this Lease with respect to the Subject Space, provided that in the event Recapture Space by sending Tenant written notice of an assignment such termination within fifteen (15) business days after Landlord’s receipt of this Lease or a sublease of more than fifty percent (50%) of the rentable square footage of the Premises, Tenant’s Recapture Offer Notice. If Landlord may elect exercises its option to terminate this Lease in its entirety. If Landlord recaptures with respect to the Subject Recapture Space, the following provisions shall apply: then (ai) Landlord, at Landlord’s expense, shall construct any demising walls required to demise the Subject Space; and Tenant shall tender the Recapture Space to Landlord on the Recapture Date and such space shall thereafter be responsible, at Tenant’s expense, for painting, covering or otherwise decorating deleted from the surfaces of the partitions facing the Demised Premises retained by Tenant; (b) if and this Lease shall be cancelled with respect terminate as to less than the entire PremisesRecapture Space, on the Recapture Date, and (ii) as to that portion, if any, of the Demised Premises which is not part of the Recapture Space, this Lease shall remain in full force and effect except that Base Annual Rent, Additional Rent and any other calculations hereunder that vary according to the rentable area of the Demised Premises shall be prorated on reduced pro rata. Tenant shall promptly execute such lease amendment or other instruments as Landlord may reasonably require to evidence the basis terms and intent of this Section 4.4. If Tenant has failed to provide the Recapture Offer Notice to Landlord, or if Tenant shall fail to consummate any sublease of the number Recapture Space within six (6) months following the date of rentable square feet retained by any Recapture Office Notice sent to Landlord, Tenant in proportion shall not have the right to sublease any portion of the number Recapture Space without complying with the terms of rentable square feet contained in the Premises and Tenant’s Share shall be appropriately adjusted, and the parties shall execute and deliver an amendment reflecting such modifications; and (c) Landlord may thereafter lease such space to any party, including the prospective Transferee identified by Tenant, on such terms as shall be acceptable to Landlord in its sole and absolute discretion, and Tenant hereby waives any claims against Landlord related thereto, including any claims for compensation or profit related to such lease or occupancy agreementthis Section 4.4.

Recapture Right. Notwithstanding any Sublandlord shall have the right (the “Recapture Right”) to recapture approximately 10,000 square feet of the above provisions Subleased Premises, together with any Sublandlord FF&E which is located in such space as of this the Commencement Date. The space which Sublandlord may elect to recapture and the Sublandlord FF&E which shall be located therein as of the Commencement Date is more particularly depicted on Exhibit H attached hereto (the “Recapture Space”), provided that the Recapture Space is subject to such reasonable modifications as may be required for final demising plans and specifications required for construction permits. The Recapture Right shall expire if not exercised on or before December 31, 2022. Notwithstanding the foregoing, but subject to Section 16 1.2 above, Sublandlord agrees that Subtenant shall be entitled to remove and/or reconfigure any Sublandlord FF&E which is located in the Recapture Space until the Recapture Effective Date, and if so removed, Subtenant shall be entitled to store the Sublandlord FF&E either within the Subleased Premises or at an offsite facility. To exercise the Recapture Right, Sublandlord shall provide no less than ninety (90) days prior written notice to Subtenant of its intent to exercise its Recapture Right. Such notice shall specify a “Recapture Effective Date” which is at least ninety (90) days after the date of such notice. If Sublandlord exercises the Recapture Right, Sublandlord shall be solely responsible for all costs in connection therewith, including but not limited to design, permits, approvals and construction costs in connection with demising the Recapture Space to code, including the construction of any necessary corridors, lobbies and vestibules, etc. and separation of any Building systems including air balancing (the “Demising Work”). The Demising Work shall also include any cabling or moving costs incurred as a direct result of demising of the Subleased Premises, the reassembly of any Sublandlord FF&E which was disassembled or reconfigured, including without limitation furniture systems, and such work shall be at Sublandlord’s sole cost and expense, provided however that Subtenant shall be solely responsible for all costs and expenses incurred in connection with returning any Sublandlord FF&E that was removed from the Subleased Premises to the contrarySubleased Premises. The Demising Work design shall ensure that Subtenant maintains a double door entrance into its portion of the Subleased Premises. Sublandlord shall make commercially reasonable efforts to ensure that said work does not interfere with Subtenant’s business and will coordinate the timing of the Demising Work so as to minimize interference with Subtenant’s business activity in the Subleased Premises and Subtenant shall reasonably cooperate with Sublandlord in this regard. Sublandlord acknowledges that to the extent Demising Work is likely to interfere with Subtenant’s business operations such Demising Work shall be performed during non-business hours. Upon Sublandlord’s exercise of the Recapture Right, Subtenant shall have thirty (30) days during which it shall have the right to terminate the Sublease by written notice to Sublandlord. Such termination and vacation of the Subleased Premises shall occur no later than the Recapture Effective Date. Notwithstanding anything to the contrary herein, in the case of a proposed assignment of this Lease or a sublease or other Transfer of event Sublandlord exercises the Recapture Right, all or any portion Sublandlord FF&E which is located in the Recapture Space as of the Premises (other than Commencement Date shall be retained by Sublandlord and shall not be sold to a Permitted Transferee), Landlord, in lieu of consenting to such assignment or sublease, may, by giving written notice to Tenant within twenty (20) days after receipt of Tenant’s Notice of Proposed Transfer, elect to terminate this Lease with respect to the Subject Space, provided that in the event of an assignment of this Lease or a sublease of more than fifty percent (50%) Subtenant as part of the rentable square footage of the Premises, Landlord may elect to terminate this Lease sale described in its entirety. If Landlord recaptures the Subject Space, the following provisions shall apply: (a) Landlord, at Landlord’s expense, shall construct any demising walls required to demise the Subject Space; and Tenant shall be responsible, at Tenant’s expense, for painting, covering or otherwise decorating the surfaces of the partitions facing the Premises retained by Tenant; (b) if this Lease shall be cancelled with respect to less than the entire Premises, the Base Rent shall be prorated on the basis of the number of rentable square feet retained by Tenant in proportion to the number of rentable square feet contained in the Premises and Tenant’s Share shall be appropriately adjusted, and the parties shall execute and deliver an amendment reflecting such modifications; and (c) Landlord may thereafter lease such space to any party, including the prospective Transferee identified by Tenant, on such terms as shall be acceptable to Landlord in its sole and absolute discretion, and Tenant hereby waives any claims against Landlord related thereto, including any claims for compensation or profit related to such lease or occupancy agreementSection 1.2 above.

Recapture Right. Notwithstanding any of (a) In the above provisions of this Section 16 event that Tenant desires to the contrary, in the case of a proposed assignment of this Lease Assign or a sublease or other Transfer of Sublease all or any portion of the Premises pursuant to an Assignment or Sublease that requires Landlord's consent hereunder, Tenant shall give notice to Landlord (other than the "Assignment or Sublease Notice") of (i) the space to a Permitted Transfereebe Assigned or Subleased (the "Proposed Assignment or Sublease Space"), Landlordand (ii) the proposed terms and conditions, including without limitation rent and similar charges, at which Tenant proposes to offer the Proposed Assignment or Sublease Space for Assignment or Sublease. Landlord shall notify Tenant as soon as possible but in lieu of consenting to such assignment or sublease, may, by giving written notice to Tenant any event within twenty thirty (2030) days after receipt of Tenant’s the Assignment or Sublease Notice of Proposed Transfer, elect regarding whether Landlord desires to terminate this Lease with respect as to the Subject Proposed Assignment or Sublease Space or whether Landlord desires to allow Tenant to proceed to attempt to Assign or Sublease such the Proposed Assignment or Sublease Space, provided that in . In the event of an assignment of this Lease or a sublease of more than fifty percent that Landlord notifies Tenant within such thirty (50%30) of the rentable square footage of the Premises, day period that Landlord may elect desires to terminate this Lease in its entirety. If Landlord recaptures as to the Subject Proposed Assignment or Sublease Space, this Lease shall terminate as to the following provisions shall apply: Proposed Assignment or Sublease Space on the date for commencement of the term therefor as set forth in the Assignment or Sublease Notice. In the event that Landlord notifies Tenant within such thirty (a30) Landlordday period that Landlord does not want to terminate this Lease as to the Proposed Assignment or Sublease Space or in the event Landlord fails to give Tenant any notice within such thirty (30) days period, at Landlord’s expense, shall construct any demising walls required to demise the Subject Space; and then Tenant shall be responsible, at Tenant’s expense, for painting, covering free to seek an assignee or otherwise decorating the surfaces of the partitions facing the Premises retained by Tenant; (b) if this Lease shall be cancelled with respect sublessee thereof subject to less than the entire Premises, the Base Rent shall be prorated on the basis of the number of rentable square feet retained by Tenant in proportion Landlord's consent to the number of rentable square feet contained in the Premises and Tenant’s Share shall be appropriately adjusted, and the parties shall execute and deliver an amendment reflecting such modifications; and (c) Landlord may thereafter lease such space to any party, including the prospective Transferee identified by Tenant, on such terms as shall be acceptable to Landlord in its sole and absolute discretion, and Tenant hereby waives any claims against Landlord related thereto, including any claims for compensation or profit related to such lease or occupancy agreementextent required hereunder.