Right of First Offer to Lease Additional Space. If at any time during the initial Lease Term (but specifically excluding any Renewal Term) Landlord receives notice that any space in the Building (the “Additional Space”) is to become vacant and available after it is initially leased to a third party tenant, Landlord shall extend to Tenant a right of first offer to lease the Additional Space (the “First Offer Right”) upon the following terms and conditions: (a) At the time the Additional Space becomes available, the remaining term of this Lease must be at least four (4) years. If necessary to ensure a term of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its exercise of the First Offer Right; (b) When and if Landlord receives notice that such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing to lease such Additional Space to Tenant (which offer shall designate only the Additional Space and not Landlord’s estimate of Fair Market Rent, which shall be determined pursuant to subsection (e) hereof), and Tenant shall accept such offer, if at all, in writing within ten (10) days after receipt of such notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate and be of no further force and effect; (c) Tenant shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part of the Additional Space available; (d) At the time the Additional Space becomes available, Tenant shall not have assigned this Lease or sublet the Premises, and no Event of Default shall have occurred and be continuing hereunder; (e) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and (f) This First Offer Right shall be subordinate to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing of the Additional Space.
Appears in 1 contract
Sources: Consent to Sublease (Cephalon Inc)
Right of First Offer to Lease Additional Space. If at any time during Tenant shall have the initial Lease Term (right, but specifically excluding any Renewal Term) Landlord receives notice that any space in not the Building obligation, to expand the Demised Premises (the “Additional Space”"Expansion Right") is to become vacant and available after it is initially leased to a third party tenant, Landlord shall extend to Tenant a right of first offer to lease include the Additional Expansion Space (the “First Offer Right”) upon the following terms and conditions:
9.1. In the event that Landlord desires to lease all or any portion of the Expansion Space, Landlord shall deliver to Tenant written notice (athe "Expansion Notice") At of the time availability of such portion of the Additional Space becomes availableExpansion Space, together with the remaining term terms and conditions on which Landlord is prepared to lease to Tenant such portion of this Lease must be at least four the Expansion Space. Tenant shall have ten (410) years. If necessary days following delivery of the Expansion Notice to ensure a term deliver to Landlord written notification of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its Tenant's exercise of the First Offer Right;
(b) When Expansion Right and if Landlord receives notice that such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing agreement to lease such Additional portion of the Expansion Space upon the terms and conditions of the Expansion Notice. In the event Tenant fails to timely deliver such notice, or if Landlord and Tenant (which offer shall designate only are unable to agree upon any of the Additional terms of the lease agreement for such portion of the Expansion Space and not Landlord’s estimate of Fair Market Rentafter negotiating in good faith, which Tenant shall be determined pursuant deemed to subsection (e) hereof)have waived any right to lease such portion of the Expansion Space unless and until such portion of the Expansion Space again becomes vacant following a tenancy, and Tenant shall accept such offeror, if at allsuch portion of the Expansion Space is not thereafter leased by Landlord, in writing within following the date which is one hundred eighty (180) days following the date of delivery of the Expansion Notice for such Expansion Space.
9.2. Within ten (10) days after receipt of such notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate and be of no further force and effect;
(c) Tenant shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part proper exercise of the Additional Space available;
(d) At the time the Additional Space becomes availableExpansion Right, Tenant and Landlord shall not have assigned this enter into a written amendment to the Lease or sublet (the Premises"Expansion Amendment") which shall provide, and no Event of Default shall have occurred and be continuing hereunder;
unless otherwise agreed in writing, (ea) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent commencement date of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant Expansion Space; (assuming b) that the Base Amount Allocable to the Demised Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per shall be increased to include the rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f) This First Offer Right shall be subordinate to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing feet of the Additional Expansion Space.;
Appears in 1 contract
Sources: Lease Agreement (Digene Corp)
Right of First Offer to Lease Additional Space. If at any time during 31.1 (a) Provided that there are no Default Conditions (as defined in SECTION 2.2, above) as of the initial Lease Term (but specifically excluding any Renewal Term) Landlord receives notice that any date the offer is made, the date the offer is accepted, and as of the date of commencement of the term of the lease with respect to such space, Tenant shall have the following rights of first offer to lease additional space in the Building Project (such rights to be exercised as more fully set forth in subsection 31.1(b) below):
(i) Subject to the “Additional Space”rights of 3Com Corporation and its successors and/or assigns under its lease (as such lease may be extended, renewed, amended or modified) is to become vacant and available after it is initially leased to a third party tenant(collectively, "3Com") now existing or hereafter granted by Landlord (and/or its successors and/or assigns), during the Term of this Lease Tenant shall extend to Tenant have a right of first offer to lease with respect to two floors of space in Building 2 (as shown on EXHIBIT B attached hereto). The two floors shall be the Additional Space first two floors to become available after 3Com vacates Building 2 or any portion thereof, unless all four floors are expected to become available at the same time, in which case, the right shall apply only to the top two floors of Building 2 (the “First "INITIAL OFFER SPACE"). Tenant's right of first offer with respect to the Initial Offer Right”) upon Space shall be continuing, but if Tenant does not accept the following terms and conditionsInitial Offer Space when first offered by Landlord, Tenant's right of first offer with respect to the Initial Offer Space shall thereafter be subject to:
(aA) At the time the Additional Space becomes available, the remaining term rights granted by Landlord and/or its successors and/or assigns to any current or future tenant of this Lease must be at least four (4) years. If necessary to ensure one half of a term of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its exercise floor of the First Initial Offer RightSpace on the balance of the Initial Offer Space (or any portion thereof);
(bB) When and if the rights granted by Landlord receives notice that such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing and/or its successors and/or assigns to lease such Additional Space to Tenant (which offer shall designate only the Additional Space and not Landlord’s estimate any current or future tenant of Fair Market Rent, which shall be determined pursuant to subsection (e) hereof), and Tenant shall accept such offer, if at all, in writing within ten (10) days after receipt least one-quarter of such notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate and be of no further force and effect;
(c) Tenant shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part a floor of the Additional Initial Offer Space available;
(d) At the time the Additional Space becomes available, Tenant shall not have assigned this Lease or sublet the Premises, and no Event of Default shall have occurred and be continuing hereunder;
(e) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part balance of Landlord to construct Tenant Improvementsthat floor (or any portion thereof); and
(fC) This First Offer Right shall be subordinate the rights granted by Landlord and/or its successors and/or assigns to any extensions, renewals current or other terms and conditions granted future tenant of a full floor of space within Building 2 on the Initial Offer Space (or any portion thereof);
(ii) Subject to the third party tenant in connection with rights of 3Com under its lease (as such lease may be extended, renewed, amended or modified) and subject to the initial leasing rights of any other tenants or occupants or future occupants of the Additional Project, (now existing, or hereafter granted by Landlord and/or its successors and/or assigns), Tenant shall have a continuing right of first offer, during the term of the Lease, with respect to the balance of Building 2 (other than the Initial Offer Space); and
(iii) In the event that Landlord constructs or is constructing a new building (the "NEW BUILDING") within the area shown on EXHIBIT B as "POTENTIAL BUILDING AREA", then, subject to the rights granted by Landlord and/or its successors and/or assigns to any tenant or future tenant that is expected to occupy at least: the lesser of 50,000 square feet or one-half of rentable square footage in the New Building, Tenant shall have a one time right of first offer to lease the remaining space, if any, in the New Building. In no event shall this subsection (iii) be deemed to require Landlord to construct a New Building for the benefit of Tenant.
Appears in 1 contract
Sources: Office Lease (Cytyc Corp)
Right of First Offer to Lease Additional Space. If at any time during the initial Lease Term (but specifically excluding any Renewal Term) Landlord receives notice that any space in the Building (the “Additional Space”) is to become vacant and available after it is initially leased to a third party tenant, Landlord shall extend to Tenant has a right of first offer to lease additional space in the Additional Space Building as and when the same becomes available as follows: Tenant has a right of first offer to lease from Landlord (the “Right of First Offer RightOffer”) upon any portion of the following terms and conditions:
Building other than the Premises (a) At the time “ROFO Space”). Landlord shall notify Tenant before marketing the Additional ROFO Space becomes available, or entering into negotiations for the remaining term lease of the ROFO Space with any third party. Landlord’s notice must include a proposed amendment to this Lease must be at least four (4) years. If necessary to ensure a term of not less than four (4) years, Tenant may exercise add the Renewal Option in conjunction with its exercise ROFO Space as part of the First Offer Right;
(b) When and if Landlord receives notice that such Additional Space shall become available during Premises, with no change to the initial then-remaining Lease Term, Landlord shall first offer in writing to lease such Additional Space to Tenant but providing as follows: (which offer shall designate only x) if delivered within thirty-six (36) months after the Additional Space and not Landlord’s estimate of Fair Market Rent, which shall be determined pursuant to subsection Effective Date (e) hereofthe “Prime Period”), containing an increase in Base Rent due to the addition of the ROFO Space, based on the same rental rate per square foot as the original Premises, and providing the same amount of tenant improvement allowance on a per-square-foot basis as given for the original Premises; or (y) if not delivered during the Prime Period, containing an increase in Base Rent due to the addition of the ROFO Space, based on market rental rates and offering other market terms (such as an allowance). Tenant shall accept such offer, if at all, in writing within ten will have thirty (1030) days after receipt of such notice from Landlord. If Landlord does to respond in writing as to whether or not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate and be of no further force and effect;
(c) Tenant shall have the right elects to lease the entire Additional Space available, and shall specifically not have the right ROFO Space. If Tenant elects to lease only part the ROFO Space, then within thirty (30) days after agreement on the final form of such amendment, the parties will execute the amendment. Landlord will deliver the ROFO Space in the same condition as required of the Additional Space available;
(d) At original Premises under Work Letter, Addendum [X]. If Tenant elects not to lease, or if Tenant does not exercise its Right of First Offer within the time periods provided in Section 35(b)(i), then Landlord may lease the Additional ROFO Space upon any terms acceptable to Landlord in its sole discretion. Once the ROFO Space becomes availableavailable again, Tenant shall not have assigned this Lease or sublet the Premises, and no Event ▇▇▇▇▇▇’s Right of Default shall have occurred and be continuing hereunder;
(e) If the First Offer Right is exercised, will apply and Landlord will be required to offer the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional ROFO Space to Tenant (assuming that the Base Amount Allocable pursuant to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2Section 35(b) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f) This First Offer Right shall be subordinate before leasing such space to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing of the Additional Spaceparty.] <OR> [IF SINGLE TENANT: [INTENTIONALLY DELETED.]] Public Announcements; Confidentiality.
Appears in 1 contract
Sources: Lease Agreement
Right of First Offer to Lease Additional Space. If at any time during the initial Lease Term (but specifically excluding any Renewal Terma) Landlord receives notice that any space in the Building (the “Additional Space”) is to become vacant and available after it is initially leased to Tenant shall have a third party tenant, Landlord shall extend to Tenant a continuing right of first offer to lease ("Tenant's Right of First Offer") any space on the Additional Space third (3rd) floor of the “Building to the extent such space becomes available for lease to third parties after the expiration of any existing lease for such space during the Lease Term, including the expiration of all renewal or extension options, and after the existing tenant or occupant vacates such space ("First Offer Right”) upon Space"). Tenant's Right of First Offer is subject and subordinate to the following terms and conditions:
(a) At the time the Additional Space becomes available, the remaining term rights of this Lease must be at least four (4) years. If necessary to ensure a term of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its exercise all other existing tenants of the Building with prior expansion or lease rights relative to any such First Offer Right;Space.
(b) When Promptly following written request ("Tenant Request") by Tenant (which may not be given more than twice in any twelve (12) consecutive month period), Landlord will give Tenant written notice of the availability of any First Offer Space and the date the existing tenant or occupant, if any, is expected to vacate such space ("Landlord's Availability Notice"). Within five (5) business days following delivery of Landlord's Availability Notice, Tenant will have the right to request from Landlord receives notice that in writing a written statement setting forth the basic economic terms, including, but not limited to, Landlord's determination of the Base Rent, tenant improvement allowance, if any, and all other economic terms and conditions (collectively, the "Economic Terms"), upon which Landlord is willing to lease the First Offer Space desired by Tenant, either to Tenant or to a third party. Such Economic Terms will represent Landlord's reasonable determination of the fair market rental rate for such Additional Space shall become available First Offer Space. Such fair market rental rate will mean the annual amount per rentable square foot, projected during the initial relevant period, that a willing, comparable, non-equity tenant (excluding sublease and assignment transactions) would pay, and a willing, comparable landlord of a comparable Class "A" quality office building located in the West Los Angeles/Santa Moni▇▇ ▇▇▇a would accept, at arm's length (what Landlord is accepting in current transactions for the Building may be considered), for space of comparable size, quality and floor height as the leased area at issue taking into account the age, quality and layout of the existing improvements in the leased area at issue and taking into account items that professional real estate brokers customarily consider, including, but not limited to, rental rates, office space availability, tenant size, tenant improvement allowances, operating expenses and allowance, parking charges, free rent, reduced rent, free parking, reduced parking, and any other lease concessions, if any, then being charged or granted by Landlord or the lessors of such similar office buildings.
(c) Within five (5) business days after receipt of the Economic Terms from Landlord, Tenant must give Landlord written notice pursuant to which Tenant shall elect to either: (i) lease such First Offer Space upon such Economic Terms and the same non-Economic Terms as set forth in the Lease Term, Landlord shall first offer in writing with respect to the Premises; (ii) refuse to lease such Additional First Offer Space, specifying that such refusal is not based upon the Economic Terms, but upon Tenant's lack of need for such First Offer Space, in which event Landlord may at any time thereafter lease such First Offer Space to any party upon any terms Landlord deems appropriate; or (iii) refuse to lease the First Offer Space, specifying that such refusal is based upon the Economic Terms, in which event Tenant will also specify revised Economic Terms upon which Tenant is willing to lease such First Offer Space (which offer shall designate only provided that Tenant may not specify a different lease term for the Additional Space and not Landlord’s estimate First Offer Space). Tenant's failure to timely choose either clause (i), clause (ii) or clause (iii) above will be deemed to be Tenant's choice of Fair Market Rent, which shall be determined clause (ii) above.
(d) If Tenant gives Landlord notice pursuant to subsection clause (ec)(iii) hereof)above, and Tenant shall accept such offerLandlord may elect, if at all, in writing within ten five (105) days after following receipt of such notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within , either to: (i) lease such ten First Offer Space to Tenant upon such revised Economic Terms -39- 42 proposed by Tenant, and the same other non-Economic Terms as set forth in this Lease; or (10ii) day period, lease the First Offer Right shall terminate and Space at any time thereafter to any third party upon terms which are not substantially more favorable to said party than the Economic Terms originally proposed by Tenant. Landlord's failure to timely choose either clause (i) or clause (ii) above will be deemed to be Landlord's choice of no further force and effect;
clause (cii) Tenant shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part of the Additional Space available;
(d) At the time the Additional Space becomes available, Tenant shall not have assigned this Lease or sublet the Premises, and no Event of Default shall have occurred and be continuing hereunder;above.
(e) If Tenant chooses (or is deemed to have chosen) clause (c)(ii) above, or if Landlord chooses (or is deemed to have chosen) clause (d)(ii) above, Tenant's Right to Lease any First Offer Space will be null and void until Tenant once again validly delivers to Landlord a Tenant Request, in which event, the procedures and sequences set forth above will be followed. If Tenant exercises its Right of First Offer as provided herein, the parties will promptly thereafter execute an amendment to the Lease to include the First Offer Right is exercised, Space in the Premises and to document the lease for such Additional Space shall be upon terms thereof.
(f) As provided above, Tenant's Right of First Offer is subject to all expansion and extension rights and other rights to lease, as applicable, which Landlord has granted to other tenants prior to the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent date of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and Lease. Thus, Landlord's Economic Terms will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant only after Landlord has appropriately notified and received negative responses from all other tenants with rights in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f) This First Offer Right shall be subordinate Space superior to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing of the Additional Space.Tenant's rights. [END OF NUMBERED PROVISIONS]
Appears in 1 contract
Right of First Offer to Lease Additional Space. If at For so long as Tenant leases and personally occupies all of the Premises originally included under this Lease, and subject to any time during the initial Lease Term other parties’ pre-existing rights with respect to Available ROFO Premises (but specifically excluding any Renewal Term) Landlord receives notice that any space in the Building (the “Additional Space”) is to become vacant and available after it is initially leased to a third party tenantas defined below), Landlord Tenant shall extend to Tenant have a right of first offer (“ROFO”) as to any rentable premises on the 2nd floor of the Original Building for which Landlord is seeking a tenant (“Available ROFO Premises”). To the extent that (i) Landlord renews or extends a then-existing lease with any then-existing tenant or subtenant of any space, (ii) enters into a new lease with such then-existing tenant or subtenant for the Additional Space space such tenant previously leased, or (iii) is engaged in the initial leasing of any space in the Building, the affected space shall not be deemed to be Available ROFO Premises. In addition, the space leased by Landlord to PPD Development, L.P. in the Building shall not be deemed to be Available ROFO Premises. Tenant’s rights under this Section 38.21 are subject to any existing rights of other tenants in the Building as to the Available ROFO Premises. In the event Landlord intends to market Available ROFO Premises, Landlord shall provide written notice thereof to Tenant (the “First Offer RightNotice of Marketing”) upon ), specifying the following principal terms and conditions:conditions of a proposed lease to Tenant of the Available ROFO Premises. If Landlord has submitted a Notice of Marketing in response to a proposal from a third party for the lease of premises which includes all or a portion of the Available ROFO Premises and other space in the Building, Tenant’s exercise of its ROFO is conditioned on Tenant’s agreement to take all the space which is the subject of such proposal which space shall thereafter be included in the definition of Available ROFO Premises.
(a) At Within fifteen (15) days following its receipt of a Notice of Marketing, Tenant shall advise Landlord in writing whether Tenant elects to lease all (not just a portion) of the time Available ROFO Premises on the Additional Space becomes available, terms and conditions set forth in the remaining term Notice of this Lease must be at least four (4) yearsMarketing. If necessary Tenant fails to ensure a term notify Landlord of Tenant’s election within such fifteen (15) day period, then Tenant shall be deemed to have elected not less than four (4) years, Tenant may exercise to lease the Renewal Option in conjunction with its exercise of the First Offer Right;Available ROFO Premises.
(b) When If Tenant timely notifies Landlord that Tenant elects to lease all of the Available ROFO Premises on the terms and if Landlord receives notice that such Additional Space shall become available during conditions set forth in the initial Lease TermNotice of Marketing (“Tenant’s Acceptance”), then Landlord shall first offer in writing to lease such Additional Space to Tenant (which offer shall designate only the Additional Space and not Landlord’s estimate of Fair Market Rent, which shall be determined pursuant to subsection (e) hereof), and Tenant shall accept such offerlease from Landlord the Available ROFO Premises on the terms and conditions set forth in the Notice of Marketing and, if at allto the extent not inconsistent therewith, the terms contained in writing this Lease, provided, however, that, notwithstanding the terms and conditions contained in the Notice of Marketing, Tenant shall be required to lease the Available ROFO Premises for a term equal to the longer of the remainder of the then-current Term of this Lease or the term specified in the Notice of Marketing.
(c) If (i) Tenant notifies Landlord that Tenant elects not to lease the Available ROFO Premises, (ii) Tenant fails to notify Landlord of Tenant’s election within ten the fifteen (1015)-day period described above or (iii) Landlord and Tenant do not execute a new lease amendment to this Lease for the Available ROFO Premises within thirty (30) days after receipt Tenant’s Acceptance, then Landlord shall have the right to consummate a lease of such notice from Landlordthe Available ROFO Premises specified in the Notice of Marketing on any terms and conditions that Landlord deems acceptable. If Landlord does not receive notice of lease such Available ROFO Premises within one hundred eighty (180) days after Tenant’s acceptance within such ten election (10or deemed election) day period, the First Offer Right shall terminate and be of no further force and effect;
(c) Tenant shall have the right not to lease the entire Additional Space availableAvailable ROFO Premises, then the ROFO shall be fully reinstated, and Landlord shall specifically not have thereafter lease such Available ROFO Premises without first complying with the right to lease only part of the Additional Space available;procedures set forth in this Section 38.21.
(d) At Notwithstanding anything in this Section 38.21 to the time the Additional Space becomes availablecontrary, Tenant shall not have assigned exercise the ROFO during such period of time that Tenant is in default under any provision of this Lease Lease. Any attempted exercise of the ROFO during a period of time in which Tenant is so in default shall be void and of no effect. The period of time within which Tenant may exercise the ROFO shall not be extended or sublet enlarged by reason of Tenant’s inability to exercise the Premises, and no Event of Default shall have occurred and be continuing hereunder;ROFO while in default.
(e) If Tenant may only exercise its ROFO if, at the First Offer Right is exercisedtime of Tenant’s exercise of said right, at least three (3) Lease Years remain in the lease Term and the initially named Tenant occupies all of the Premises for such Additional Space the Permitted Use.
(f) Notwithstanding anything in this Lease to the contrary, Tenant shall be upon not assign or transfer the same termsROFO, covenants and conditions as contained except to the assignee or transferee under an assignment or transfer of Tenant’s entire interest in this Lease, except without Landlord’s prior written consent, which consent Landlord may withhold in its sole and absolute discretion.
(g) If Tenant exercises the ROFO, Landlord does not guarantee that (I) the~ annual Base Rent shall the Available ROFO Premises will be available on the anticipated commencement date for the Available ROFO Premises due to a holdover by the then-current Fair Market Rent existing occupants of the Available ROFO Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent or for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f) This First Offer Right shall be subordinate to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing of the Additional Spacereason beyond Landlord’s reasonable control.
Appears in 1 contract
Right of First Offer to Lease Additional Space. If at and when any time during of the initial Lease Term (but specifically excluding any Renewal Term) Landlord receives notice that any space additional rentable spaces in the Building (the “which are shown as "Additional Space”" on Exhibit "A" (individually, the "Additional Space") first becomes available for rental during the term of this lease and provided that Landlord has not given Tenant notice of default more than two (2) times during the immediately preceding twelve (12) months, that there then exists no event of default by Tenant under this lease nor any event that with the giving of notice and/or the passage of time would constitute a default, and that Tenant is the sole occupant of the Premises, Tenant shall have the right of first offer to become vacant lease all of the Additional Space, subject to the following:
(a) Landlord shall notify Tenant when the Additional Space first becomes available for rental by any party other than the tenant then in occupancy of the Additional Space and available after it Tenant shall have seven (7) days following receipt of such notice within which to notify Landlord in writing that Tenant is initially leased interested in negotiating terms for leasing such Additional Space and to have its offer considered by Landlord prior to the leasing by Landlord of the Additional Space to a third party tenantparty. If Tenant notifies Landlord within such time period that Tenant is so interested, then Landlord and Tenant shall extend have 30 days following Landlord's receipt of such notice from Tenant within which to negotiate mutually satisfactory terms for the leasing of the Additional Space by Tenant and to execute an amendment to this lease incorporating such terms or a new lease for the Additional Space.
(b) If Tenant does not notify Landlord within such 7 days of its interest in leasing the Additional Space or if Tenant does not execute such amendment or lease within such 30 days, if applicable, then this right of first offer to lease the Additional Space (the “First Offer Right”) upon the following terms and conditions:
(a) At the time the Additional Space becomes available, the remaining term of this Lease must be at least four (4) years. If necessary to ensure a term of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its exercise of the First Offer Right;
(b) When and if Landlord receives notice that such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing to lease such Additional Space to Tenant (which offer shall designate only the Additional Space and not Landlord’s estimate of Fair Market Rent, which shall be determined pursuant to subsection (e) hereof), and Tenant shall accept such offer, if at all, in writing within ten (10) days after receipt of such notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate will lapse and be of no further force or effect and effect;
(c) Tenant Landlord shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only all or part of the Additional Space available;to any other party at any time on any terms and conditions acceptable to Landlord.
(dc) At the time This right of first offer to lease the Additional Space is a one-time right if and when each Additional Space first becomes available, Tenant shall not have assigned this Lease or sublet the Premises, and no Event of Default shall have occurred and be continuing hereunder;
(e) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space personal to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f) This First Offer Right shall be subordinate is nontransferable to any extensions, renewals assignee or sublessee (regardless of whether any such assignment or sublease was made with or without Landlord's consent) or other terms and conditions granted to the third party tenant in connection with the initial leasing of the Additional Spaceparty.
Appears in 1 contract
Sources: Lease Agreement (Apollon Inc)
Right of First Offer to Lease Additional Space. If at any time during Tenant shall have the initial Lease Term (right, but specifically excluding any Renewal Term) Landlord receives notice that any space in not the Building obligation, to expand the Demised Premises (the “Additional Space”) is to become vacant and available after it is initially leased to a third party tenant, Landlord shall extend to Tenant a right of first offer to lease the Additional Space (the “First Offer Expansion Right”) to include the Expansion Space upon the following terms and conditions:
9.1. In the event that Landlord desires to lease all or any portion of the Expansion Space, Landlord shall deliver to Tenant written notice (athe “Expansion Notice”) At of the time availability of such portion of the Additional Space becomes availableExpansion Space, together with the remaining term terms and conditions on which Landlord is prepared to lease to Tenant such portion of this Lease must be at least four the Expansion Space. Tenant shall have ten (410) years. If necessary days following delivery of the Expansion Notice to ensure a term deliver to Landlord written notification of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its Tenant’s exercise of the First Offer Right;
(b) When Expansion Right and if Landlord receives notice that such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing agreement to lease such Additional portion of the Expansion Space upon the terms and conditions of the Expansion Notice. In the event Tenant fails to timely deliver such notice, or if Landlord and Tenant (which offer shall designate only are unable to agree upon any of the Additional terms of the lease agreement for such portion of the Expansion Space and not Landlord’s estimate of Fair Market Rentafter negotiating in good faith, which Tenant shall be determined pursuant deemed to subsection (e) hereof)have waived any right to lease such portion of the Expansion Space unless and until such portion of the Expansion Space again becomes vacant following a tenancy, and Tenant shall accept such offeror, if at allsuch portion of the Expansion Space is not thereafter leased by Landlord, in writing within following the date which is one hundred eighty (180) days following the date of delivery of the Expansion Notice for such Expansion Space.
9.2. Within ten (10) days after receipt the proper exercise of such notice from Landlord. If the Expansion Right, Tenant and Landlord does not receive notice shall enter into a written amendment to the Lease (the “Expansion Amendment”) which shall provide, unless otherwise agreed in writing, (a) the commencement date of the Expansion Space; (b) that the Demised Premises under this Lease shall be increased to include the rentable square feet of the Expansion Space; (c) the new Annual Base Rent; (d) Tenant’s acceptance within such ten new Pro Rata Share of Building Operating Expenses and Tenant’s new Pro Rata Share of Project Operating Expenses, each based upon the addition of the Expansion Space to the Demised Premises; (10e) day periodthe proportionate increase to the Security Deposit (which shall be payable upon execution of the Expansion Amendment). In all other respects, this Lease shall remain in full force and effect, and shall apply to the Expansion Space.
9.3. Notwithstanding the above, the First Offer Expansion Right shall not be in effect and may not be exercised by Tenant:
9.3.1. during the period starting on the date hereof and ending one hundred eighty (180) days thereafter;
9.3.2. during any period of time that Tenant is in Default under any provision of the Lease; or
9.3.3. if Tenant has been in Default under any provision of the Lease three (3) or more times, whether or not the defaults are cured, during the five (5) month period prior to the date on which Tenant seeks to exercise the Expansion Right.
9.4. The period of time within which any Expansion Right may be exercised shall not be extended or enlarged by reason of the Tenant’s inability to exercise the Expansion Right because of the provisions of Section 9.3 above.
9.5. The Expansion Right shall terminate and be of no further force or effect even after Tenant’s due and effect;
timely exercise of the Expansion Right, if, after such exercise, but prior to the commencement date of the Expansion Space, (c1) Tenant shall have fails to timely cure any default by Tenant under the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part of the Additional Space available;
(d) At the time the Additional Space becomes available, Tenant shall not have assigned this Lease Lease; or sublet the Premises, and no Event of Default shall have occurred and be continuing hereunder;
(e) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I) the~ annual Base Rent shall be the then-current Fair Market Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall the annual Base Rent for the Additional Space be less than the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and (2) Tenant has defaulted three (3) or more times during the Additional Space shall be delivered to Tenant in its then “as-is” condition, with no obligation on period from the part date of Landlord to construct Tenant Improvements; and
(f) This First Offer the exercise of the Expansion Right shall be subordinate to any extensions, renewals or other terms and conditions granted to the third party tenant in connection with the initial leasing date of the Additional commencement of the Expansion Space, whether or not such defaults are cured.
9.6. The Expansion Right is not assignable separate and apart from this Lease.
Appears in 1 contract
Sources: Lease Agreement (Qiagen Nv)
Right of First Offer to Lease Additional Space. If at any time during the initial Lease Term (but specifically excluding including any Renewal Term) Landlord receives notice that any the approximately 73,904 rentable square feet of space in within the Building (the “Additional Space”) currently leased by Systems & Computer Technology Corporation (“S&CTC”), is to become vacant and available after it is initially leased to a third party tenantavailable, Landlord shall extend to Tenant a right of first offer to lease all of the Additional Space or a portion of the Additional Space (the “First Offer Right”) upon the following terms and conditions:
(a) At the time Landlord shall give Tenant written notice that the Additional Space becomes is available, which written notice shall specify the remaining term date (no earlier than thirty (30) days from the date of this Lease must such letter) on which the Additional Space is projected to be at least four available for lease by Tenant (4) years. If necessary to ensure a term of not less than four (4) years, Tenant may exercise the Renewal Option in conjunction with its exercise of the First Offer Right“Additional Space Commencement Date”);
(b) When If Tenant elects to exercise its First Offer Right with respect to a portion of the Additional Space, then Tenant shall specify whether Tenant is exercising such right with respect to the space available on the first, second or third floors and if Landlord receives notice that shall be required to include all the space available on the specified floor(s) in such Additional Space shall become available during the initial Lease Term, Landlord shall first offer in writing exercise;
(c) If Tenant elects to lease such Additional Space exercise its First Offer Right with respect to Tenant (which offer shall designate only the Additional Space and not Landlord’s estimate of Fair Market Rent, which shall be determined pursuant to subsection (e) hereof), and Tenant shall accept deliver notice of such offer, if at all, in writing election to Landlord within ten thirty (1030) days after receipt of such Landlord’s notice from Landlord. If Landlord does not receive notice of Tenant’s acceptance within such ten (10) day period, the First Offer Right shall terminate and be of no further force and effect;
(c) Tenant shall have the right to lease the entire Additional Space available, and shall specifically not have the right to lease only part of that the Additional Space availableis available and Tenant’s notice shall specify the Additional Space to be taken by Tenant;
(d) As a condition to exercising the First Offer Right, at least two (2) Lease Years must remain in the then-current Lease Term, as extended or renewed pursuant to Paragraph 2.12;
(e) At the time the Additional Space becomes available, Tenant shall not have assigned this Lease or sublet the Premises, Premises and no Event of Default shall have occurred and be continuing hereunder;
(ef) If the First Offer Right is exercised, the lease for such Additional Space shall be upon the same terms, covenants and conditions as contained in this Lease, except that (I1) the~ if the Additional Space Commencement Date is earlier than March 1, 2009, the annual Base Rent payable with respect to the Additional Space leased by Tenant for the period from the Additional Space Commencement Date through February 28, 2009 shall be the then-current Fair Market Rental, but not less than the per rentable square foot annual Base Rent of the Premises as determined pursuant to Paragraph 2.12 as of the first day Landlord delivers possession of the Additional Space to Tenant (assuming that the Base Amount Allocable payable with respect to the Premises remains unchanged and will be the Base Amount allocable to the Additional Space), but in no event shall Premises; (2) the annual Base Rent for the period, if any, from and after March 1, 2009 shall be the Annual Base Rent payable for the applicable Lease Years with respect to the Premises, proportionally increased to include the rentable square footage of the Additional Space be less than leased by Tenant in the annual Base Rent otherwise payable under this Lease (determined on a per rentable square foot basis), and footage of the Premises; (23) the Additional Space shall be delivered to Tenant in its then “as-is” is condition, with no obligation on the part of Landlord to construct Tenant Improvements; and
(f4) This First Offer Right Tenant’s Pro Rata Share shall be subordinate proportionally increased to any extensions, renewals or other terms and conditions granted to include the third party tenant in connection with the initial leasing portion of the Additional Space.Space leased by Tenant; and
Appears in 1 contract
Sources: Office Lease (Cephalon Inc)