Common use of Rent During Renewal Term Clause in Contracts

Rent During Renewal Term. (i) The annual Basic Rent to be paid by Tenant for each Renewal Property during a Renewal Term shall equal the Fair Market Rental Value of such Renewal Property during such Renewal Term as determined by the parties or, in the absence of their agreement, determined by appraisal as expressed below; provided that (i) during the first Renewal Term immediately following the expiration of the Initial Term, the annual Basic Rent payable for all Renewal Properties, computed on an aggregate basis, shall not exceed one hundred ten percent (110%) of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior to the commencement of such first Renewal Term, computed on an aggregate basis, and (ii) during the second and all subsequent Renewal Terms, the annual Basic Rent payable for all Renewal Properties shall not exceed one hundred five percent (105%) of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior to the commencement of such Renewal Term, computed on an aggregate basis (the maximum aggregate annual Basic Rent as so determined, the “Maximum Renewal Term Basic Rent”). If the aggregate Fair Market Rental Values of the Renewal Properties (collectively, the “Aggregate FMRV Rent”) exceeds the Maximum Renewal Term Basic Rent, the Fair Market Rental Values of the Renewal Properties shall be proportionately reduced by multiplying each such Fair Market Rental Values by a fraction, expressed as a decimal, the numerator of which is the Maximum Renewal Term Basic Rent and the denominator of which is the Aggregate FMRV Rent, so that the annual Basic Rent for the Renewal Properties shall, in the aggregate, equal the Maximum Renewal Term Basic Rent. (ii) Within thirty (30) days following the Renewal Option Notice Date, Landlord shall deliver to Tenant a proposal setting forth Landlord’s determination of the Fair Market Rental Value for the Renewal Properties during the applicable Renewal Term. For thirty (30) days thereafter, Landlord and Tenant shall negotiate in good faith to reach agreement as to the Fair Market Rental Value for the Renewal Properties. Tenant’s leasing of the Renewal Properties shall be upon the same terms and conditions as set forth in this Lease, except (A) the annual Basic Rent during the Renewal Term shall be determined as specified in Paragraphs (e)(i) and (e)(iii) of this Article 4 and (B) the leasehold improvements for the space in question will be provided in their existing condition, on an “AS-IS” basis at the time the Renewal Term commences. Once established, the annual Basic Rent for the applicable Renewal Term will remain fixed for each Renewal Term, and be paid annually in advance on the Rent Payment Date. (iii) If Landlord and Tenant are unable to reach a definitive agreement as to the Fair Market Rental Value applicable to the Renewal Properties within sixty (60) days following the Renewal Option Notice Date, the Fair Market Rental Value will be submitted for resolution in accordance with the provisions of this Article 4(e)(iii). Within seventy-five (75) days following the Renewal Option Notice Date (or, if later, within fifteen (15) days following the date on which either Landlord or Tenant notifies the other party in writing that such notifying party desires to have the annual Basic Rent for a Renewal Term determined by appraisal), Landlord and Tenant shall each select and engage an Appraiser to determine the Fair Market Rental Value of the Renewal Properties. If either party fails to select and engage an Appraiser within such time, if such failure continues for more than five (5) Business Days following such party’s receipt of written notice that states in all capital letters (or other prominent display) that such party has failed to select an Appraiser as required under the Lease and will be deemed to have waived certain rights granted to it under the Lease unless it selects an Appraiser within five (5) Business Days, the Fair Market Rental Value will be determined by the Appraiser engaged by the other party. Each Appraiser shall prepare an appraisal report and submit it to both Landlord and Tenant within thirty (30) days following the date on which the last Appraiser was selected. If the higher of the two appraisals of Fair Market Rental Value does not exceed one hundred five percent (105%) of the lower of the two appraisals of Fair Market Rental Value, then the average of the two (2) appraisals shall be the Fair Market Rental Value for the Renewal Property. If the higher of the two appraisals of Fair Market Rental Value exceeds one hundred five percent (105%) of the lower of the two appraisals of Fair Market Rental Value, then within seven (7) days after receipt by Landlord and Tenant of both appraisal reports, the Appraisers selected by Landlord and Tenant shall agree on a third Appraiser to determine Fair Market Rental Value. The third Appraiser shall not perform a third appraisal, but shall, within ten (10) days after his or her designation, select one (1) of the two (2) appraisals already performed, whichever of the two appraisals the third Appraiser determines to be closest to Fair Market Rental Value, as the controlling determination of the Fair Market Rental Value. The decision of the third Appraiser shall be conclusive, and, subject to the limitations expressed in Paragraph (e)(i) of this Article 4, shall be the Fair Market Rental Value for the Renewal Properties for the Renewal Term. Each party shall pay the costs of its Appraiser and one-half of the cost of the third Appraiser. The instructions to the Appraisers with respect to the determination of the Fair Market Rental Value applicable to such space will be to determine the Fair Market Rental Value for such space as of the relevant Renewal Term, assuming that such space will be leased on an “AS-IS” basis. Within thirty (30) days following the determination of the Fair Market Rental Value, Tenant shall elect one (1) of the following options: (A) to revoke the exercise of the subject Renewal Option, in which event, the Term of this Lease for the Leased Properties to which the notice of revocation applies shall automatically, and without further action of Landlord or Tenant, expire on the later of (1) the expiration of the then existing Term of this Lease or (2) the last day of the calendar month that is six (6) months following the month in which Tenant’s notice of revocation was given to Landlord or (B) to renew the Lease at the rate to be determined in accordance with this Article 4(e)(iii) after the Fair Market Rental Value has been determined by appraisal. If Tenant fails to exercise any of the foregoing options within the thirty (30) day period, Tenant shall be deemed to have elected option (A). If Tenant has elected option (B), Tenant thereby shall have irrevocably exercised its right to renew the Term and Tenant may not thereafter withdraw the exercise of the Renewal Option; in such event the renewal of this Lease (as to the Renewal Properties) shall be upon the same terms and conditions of this Lease, except (i) the annual Basic Rent during the Renewal Term shall be determined in accordance with the foregoing provisions and (ii) the leasehold improvements for the space in question will be provided in their existing condition, on an “AS-IS” basis at the time the Renewal Term commences. If the annual Basic Rent for a Renewal Term has not been determined prior to the commencement of such Renewal Term, Tenant shall pay to Landlord as of the commencement of the Renewal Term the same annual Basic Rent as Tenant was paying immediately prior to the commencement of the Renewal Term, subject to adjustment upon final determination. Once established, the annual Basic Rent for the Renewal Term will remain fixed for each Renewal Term, and be paid annually in advance on the Rent Payment Date. (iv) Notwithstanding anything to the contrary contained in this Article 4(e), subject to the provisions of Paragraph (b) of Article 3 above, Tenant’s failure to give the required renewal notice with respect to the Leased Properties in conformity with the requirements of Paragraph (c) of Article 3 above shall render the upcoming and all subsequent Renewal Options for such Leased Properties, if there by any, null and void.

Rent During Renewal Term. (i) The annual Basic Rent for and with respect to each Renewal Term shall be ninety (90%) percent of the annual fair market rent as determined by an independent appraisal of the Leased Property, which rent shall generate not more than a nine (9%) percent yield on the fair market value of the Leased Property (so long as Tenant’s (or any successor entity) credit is rated at least Aa3 by Xxxxx’x or Standard and Poor’s equivalent), such appraisal to be for a retail branch bank use if and to the extent that at the time of the exercise of the renewal option the Leased Property is used as a retail bank facility. The fair market rent shall be determined by an Appraiser selected by the parties, the cost of which appraisal shall be paid by Landlord. In the event that the parties shall be unable to agree upon an Appraiser within thirty (30) days after the date that Tenant for shall exercise its option to renew, then Landlord shall have the right, at its option, to invoke the following appraisal procedure by notice in writing to Tenant: Landlord and Tenant shall each Renewal Property during a Renewal Term appoint an Appraiser within ten (10) days next following receipt of Landlord’s notice to Tenant that Landlord has elected to invoke this appraisal procedure. If either Landlord or Tenant fails to appoint an Appraiser, the fair market rent (described as aforesaid) shall equal the Fair Market Rental Value of such Renewal Property during such Renewal Term as be determined by the parties or, in the absence of their agreement, determined by appraisal as expressed below; provided that (i) during the first Renewal Term immediately following the expiration of the Initial Term, the annual Basic Rent payable for all Renewal Properties, computed on an aggregate basis, shall not exceed one hundred ten percent (110%) of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior to the commencement of such first Renewal Term, computed on an aggregate basis, and (ii) during the second and all subsequent Renewal Terms, the annual Basic Rent payable for all Renewal Properties shall not exceed one hundred five percent (105%) of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior to the commencement of such Renewal Term, computed on an aggregate basis (the maximum aggregate annual Basic Rent as so determined, the “Maximum Renewal Term Basic Rent”). If the aggregate Fair Market Rental Values of the Renewal Properties (collectively, the “Aggregate FMRV Rent”) exceeds the Maximum Renewal Term Basic Rent, the Fair Market Rental Values of the Renewal Properties shall be proportionately reduced by multiplying each such Fair Market Rental Values by a fraction, expressed as a decimal, the numerator of Appraiser which is the Maximum Renewal Term Basic Rent and the denominator of which is the Aggregate FMRV Rent, so that the annual Basic Rent for the Renewal Properties shall, in the aggregate, equal the Maximum Renewal Term Basic Rent. appointed within such ten (ii10) day period. Within thirty (30) days following of appointment, the Renewal Option Notice DateAppraiser or Appraisers shall determine the fair market rent, Landlord and if the two Appraisers so appointed are unable to agree upon the fair market rent, the fair market rent shall deliver to Tenant a proposal setting forth Landlord’s determination be the average of the Fair Market Rental Value for amounts determined by the Renewal Properties during Appraisers if the applicable Renewal Termgreater amount is no more than one hundred and five (105%) percent of the lesser amount. For If the greater amount exceeds one hundred and five (105%) percent of the lesser amount, the determination shall be made by a third Appraiser, who shall be selected within five (5) days after the end of the thirty (30) day period referred to above, by the two Appraisers appointed by the parties. Such determination shall be made by the third Appraiser within thirty (30) days thereafterof his/her appointment. In such event, Landlord and Tenant the fair market rent shall negotiate in good faith to reach agreement as to be the Fair Market Rental Value for the Renewal Properties. Tenant’s leasing average of the Renewal Properties shall be upon two closest appraised amounts. In the same terms and conditions as set forth in this Lease, except (A) event the annual Basic Rent during the Renewal Term shall be determined as specified in Paragraphs (e)(i) and (e)(iii) of this Article 4 and (B) the leasehold improvements for the space in question will be provided in their existing condition, on an “AS-IS” basis at the time the Renewal Term commences. Once established, the annual Basic Rent for the applicable Renewal Term will remain fixed for each Renewal Term, and be paid annually in advance on the Rent Payment Date. (iii) If Landlord and Tenant parties are unable to reach a definitive agreement as to agree on an Appraiser and Landlord invokes the Fair Market Rental Value applicable to the Renewal Properties within sixty (60) days following the Renewal Option Notice Dateappraisal procedure outlined above, the Fair Market Rental Value will be submitted for resolution then in accordance with the provisions of this Article 4(e)(iii). Within seventy-five (75) days following the Renewal Option Notice Date (or, if later, within fifteen (15) days following the date on which either Landlord or Tenant notifies the other party in writing that such notifying party desires to have the annual Basic Rent for a Renewal Term determined by appraisal)event, Landlord and Tenant shall each select and engage an Appraiser to determine the Fair Market Rental Value of the Renewal Properties. If either party fails to select and engage an Appraiser within such time, if such failure continues for more than five (5) Business Days following such party’s receipt of written notice that states in all capital letters (or other prominent display) that such party has failed to select an Appraiser as required under the Lease and will be deemed to have waived certain rights granted to it under the Lease unless it selects an Appraiser within five (5) Business Days, the Fair Market Rental Value will be determined by the Appraiser engaged by the other party. Each Appraiser shall prepare an appraisal report and submit it to both Landlord and Tenant within thirty (30) days following the date on which the last Appraiser was selected. If the higher of the two appraisals of Fair Market Rental Value does not exceed one hundred five percent (105%) of the lower of the two appraisals of Fair Market Rental Value, then the average of the two (2) appraisals shall be the Fair Market Rental Value for the Renewal Property. If the higher of the two appraisals of Fair Market Rental Value exceeds one hundred five percent (105%) of the lower of the two appraisals of Fair Market Rental Value, then within seven (7) days after receipt by Landlord and Tenant of both appraisal reports, the Appraisers selected by Landlord and Tenant shall agree on a third Appraiser to determine Fair Market Rental Value. The third Appraiser shall not perform a third appraisal, but shall, within ten (10) days after his or her designation, select one (1) of the two (2) appraisals already performed, whichever of the two appraisals the third Appraiser determines to be closest to Fair Market Rental Value, as the controlling determination of the Fair Market Rental Value. The decision of the third Appraiser shall be conclusive, and, subject to the limitations expressed in Paragraph (e)(i) of this Article 4, shall be the Fair Market Rental Value for the Renewal Properties for the Renewal Term. Each party shall pay the costs of its Appraiser and one-half of the cost of the third AppraiserAppraisers; otherwise, Landlord agrees that it shall bear all costs associated with obtaining the aforesaid appraisals. The instructions to the Appraisers with respect to the determination of the Fair Market Rental Value applicable to such space will be to determine the Fair Market Rental Value for such space as of the relevant Renewal Term, assuming that such space will be leased on an “AS-IS” basis. Within thirty (30) days following the determination of the Fair Market Rental Value, Tenant shall elect one (1) of the following options: (A) to revoke the exercise of the subject Renewal Option, in which event, the Term of this Lease for the Leased Properties to which the notice of revocation applies shall automatically, and without further action of Landlord or Tenant, expire on the later of (1) the expiration of the then existing Term of this Lease or (2) the last day of the calendar month that is six (6) months following the month in which Tenant’s notice of revocation was given to Landlord or (B) to renew the Lease at the rate to be determined in accordance with this Article 4(e)(iii) after the Fair Market Rental Value has been determined by appraisal. If Tenant fails to exercise any of the foregoing options within the thirty (30) day period, Tenant shall be deemed to have elected option (A). If Tenant has elected option (B), Tenant thereby shall have irrevocably exercised its right to renew the Term and Tenant may not thereafter withdraw the exercise of the Renewal Option; in such event the renewal of this Lease (as to the Renewal Properties) shall be upon the same terms and conditions of this Lease, except (i) the annual Basic Rent during the for each Renewal Term shall be determined in accordance with the foregoing provisions as aforesaid, and (ii) the leasehold improvements for the space in question will be provided in their existing conditiononce determined, on an “AS-IS” basis at the time the Renewal Term commences. If the annual Basic Rent for a Renewal Term has not been determined prior to the commencement of such Renewal Term, Tenant shall pay to Landlord as of the commencement of the Renewal Term the same annual Basic Rent as Tenant was paying immediately prior to the commencement of the Renewal Term, subject to adjustment upon final determination. Once established, the annual Basic Rent for the Renewal Term will remain fixed for each respective Renewal Term, Term and shall be paid annually monthly in advance on the Rent Payment Date. (iv) Notwithstanding anything to the contrary contained in this Article 4(e)arrears, subject to the provisions of Paragraph (b) Article 4 hereof regarding the payment of Article 3 above, Tenant’s failure to give the required renewal notice with respect to the Leased Properties in conformity with the requirements of Paragraph (c) of Article 3 above shall render the upcoming and all subsequent Renewal Options for such Leased Properties, if there by any, null and voidBasic Rent quarterly notwithstanding.

Rent During Renewal Term. (i) The annual Basic Rent rent for the first and second option periods shall be determined as follows: (I) Following delivery to be paid by Tenant for each Renewal Property during a Renewal Term the Lessor of the Lessee's notice of exercise of the option to renew the Lease, the Lessor and the Lessee shall equal endeavor to agree on the Fair Market Rental Value monthly fair market rental value of such Renewal Property during such Renewal Term the Premises. (II) If the monthly fair rental value of the Premises as determined by the Lessor and the Lessee are not equal, and the parties orcannot otherwise agree, in the absence of both parties shall submit their agreement, determined by appraisal as expressed below; provided that (i) during the first Renewal Term immediately following the expiration calculation of the Initial Term, the annual Basic Rent payable for all Renewal Properties, computed on an aggregate basis, shall not exceed one hundred ten percent (110%) monthly fair rental value of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior Premises to the commencement of Xxxxxxx, Xxxxxx & Xxxxx or another local, independent real estate appraisal company that is mutually agreeable. Xxxxxxx, Xxxxxx & Xxxxx, or such first Renewal Term, computed on an aggregate basis, and (ii) during the second and all subsequent Renewal Terms, the annual Basic Rent payable for all Renewal Properties shall not exceed one hundred five percent (105%) of the annual Basic Rent payable by Tenant for all Renewal Properties immediately prior to the commencement of such Renewal Term, computed on an aggregate basis (the maximum aggregate annual Basic Rent as so determined, the “Maximum Renewal Term Basic Rent”). If the aggregate Fair Market Rental Values of the Renewal Properties (collectively, the “Aggregate FMRV Rent”) exceeds the Maximum Renewal Term Basic Rent, the Fair Market Rental Values of the Renewal Properties shall be proportionately reduced by multiplying each such Fair Market Rental Values by a fraction, expressed as a decimal, the numerator of which is the Maximum Renewal Term Basic Rent and the denominator of which is the Aggregate FMRV Rent, so that the annual Basic Rent for the Renewal Properties other appraiser shall, in the aggregate, equal the Maximum Renewal Term Basic Rent. (ii) Within thirty (30) days following the Renewal Option Notice Date, Landlord shall deliver to Tenant a proposal setting forth Landlord’s determination of the Fair Market Rental Value for the Renewal Properties during the applicable Renewal Term. For thirty (30) days thereafter, Landlord and Tenant shall negotiate in good faith to reach agreement as to the Fair Market Rental Value for the Renewal Properties. Tenant’s leasing of the Renewal Properties shall be upon the same terms and conditions as set forth in this Lease, except (A) the annual Basic Rent during the Renewal Term shall be determined as specified in Paragraphs (e)(i) and (e)(iii) of this Article 4 and (B) the leasehold improvements for the space in question will be provided in their existing condition, on an “AS-IS” basis at the time the Renewal Term commences. Once established, the annual Basic Rent for the applicable Renewal Term will remain fixed for each Renewal Term, and be paid annually in advance on the Rent Payment Date. (iii) If Landlord and Tenant are unable to reach a definitive agreement as to the Fair Market Rental Value applicable to the Renewal Properties within sixty (60) days following the Renewal Option Notice Date, the Fair Market Rental Value will be submitted for resolution in accordance with the provisions of this Article 4(e)(iii). Within seventy-five (75) days following the Renewal Option Notice Date (or, if later, within fifteen (15) days following the date on which either Landlord or Tenant notifies the other party in writing that such notifying party desires to have the annual Basic Rent for a Renewal Term determined by appraisal), Landlord and Tenant shall each select and engage an Appraiser to determine the Fair Market Rental Value of the Renewal Properties. If either party fails to select and engage an Appraiser within such time, if such failure continues for more than five (5) Business Days following such party’s receipt of written notice that states in all capital letters (or other prominent display) that such party has failed to select an Appraiser as required under the Lease and will be deemed to have waived certain rights granted to it under the Lease unless it selects an Appraiser within five (5) Business Days, the Fair Market Rental Value will be determined by the Appraiser engaged by the other party. Each Appraiser shall prepare an appraisal report and submit it to both Landlord and Tenant within thirty (30) days following the date on which the last Appraiser was selected. If the higher of its receipt of the two appraisals monthly fair rental value calculations of Fair Market Rental Value does the Lessor and the Lessee, select either the calculation offered by the Lessor or the Lessee which, in the exercise of its judgment using appraisal techniques generally accepted in the local appraisal community, most closely approximates the monthly fair rental value of the Premises as of the Commencement of the extension term. The appraiser shall not exceed one hundred average or blend the alternative calculations. (III) The base rent for the first extension term shall be ninety-five percent (10595%) of the lower of the two appraisals of Fair Market Rental Valuefair market rental rate determined pursuant to subsections (i) and (ii) above, then the average of the two (2) appraisals but in no event shall such base rent be the Fair Market Rental Value for the Renewal Property. If the higher of the two appraisals of Fair Market Rental Value exceeds one hundred five less than ninety percent (10590%) of the lower of base rent for the two appraisals of Fair Market Rental Value, then within seven (7) days after receipt by Landlord and Tenant of both appraisal reports, Premises during the Appraisers selected by Landlord and Tenant shall agree on a third Appraiser to determine Fair Market Rental Valuepreceding lease year. The third Appraiser shall not perform a third appraisal, but shall, within ten (10) days after his or her designation, select one (1) of base rent for the two (2) appraisals already performed, whichever of the two appraisals the third Appraiser determines to be closest to Fair Market Rental Value, as the controlling determination of the Fair Market Rental Value. The decision of the third Appraiser first extension term shall be conclusive, and, subject to annual adjustment pursuant to Paragraph 3.5. (IV) The base rent for the limitations expressed in Paragraph (e)(i) of this Article 4, second extension term shall be the Fair Market Rental Value for the Renewal Properties for the Renewal Term. Each party shall pay the costs of its Appraiser and one-half of the cost of the third Appraiser. The instructions fair market rental rate determined pursuant to the Appraisers with respect to the determination of the Fair Market Rental Value applicable to such space will be to determine the Fair Market Rental Value for such space as of the relevant Renewal Term, assuming that such space will be leased on an “AS-IS” basis. Within thirty (30) days following the determination of the Fair Market Rental Value, Tenant shall elect one (1) of the following options: (A) to revoke the exercise of the subject Renewal Option, in which event, the Term of this Lease for the Leased Properties to which the notice of revocation applies shall automatically, and without further action of Landlord or Tenant, expire on the later of (1) the expiration of the then existing Term of this Lease or (2) the last day of the calendar month that is six (6) months following the month in which Tenant’s notice of revocation was given to Landlord or (B) to renew the Lease at the rate to be determined in accordance with this Article 4(e)(iii) after the Fair Market Rental Value has been determined by appraisal. If Tenant fails to exercise any of the foregoing options within the thirty (30) day period, Tenant shall be deemed to have elected option (A). If Tenant has elected option (B), Tenant thereby shall have irrevocably exercised its right to renew the Term and Tenant may not thereafter withdraw the exercise of the Renewal Option; in such event the renewal of this Lease (as to the Renewal Properties) shall be upon the same terms and conditions of this Lease, except subsections (i) the annual Basic Rent during the Renewal Term shall be determined in accordance with the foregoing provisions and (ii) above, but in no event shall such base rent be less than ninety percent (90%) of the leasehold improvements base rent for the space in question will Premises during the preceding lease year. The base rent for the second extension term shall be provided in their existing condition, on an “AS-IS” basis at the time the Renewal Term commences. If the annual Basic Rent for a Renewal Term has not been determined prior to the commencement of such Renewal Term, Tenant shall pay to Landlord as of the commencement of the Renewal Term the same annual Basic Rent as Tenant was paying immediately prior to the commencement of the Renewal Term, subject to annual adjustment upon final determination. Once established, the annual Basic Rent for the Renewal Term will remain fixed for each Renewal Term, and be paid annually in advance on the Rent Payment Datepursuant to Paragraph 3.5. (iv) Notwithstanding anything to the contrary contained in this Article 4(e), subject to the provisions of Paragraph (b) of Article 3 above, Tenant’s failure to give the required renewal notice with respect to the Leased Properties in conformity with the requirements of Paragraph (c) of Article 3 above shall render the upcoming and all subsequent Renewal Options for such Leased Properties, if there by any, null and void.