Common use of Right to Expand Clause in Contracts

Right to Expand. Provided that the Tenant is not then in default and has not been habitually in default throughout the Term, the Tenant shall have the right to expand into, and the Landlord shall have an obligation to build, the Expansion Premises shown on Schedule "A-1" containing a leaseable area of approximately 48,000 square feet. Alternatively, the Tenant shall have the right to exercise its expansion rights only in respect of the warehouse portion of the Expansion Premises comprising approximately 38,000 square feet. The annual rental rate for the Expansion Premises shall be determined by multiplying the cost of the Expansion Premises by eight (8%) percent. The costs of the Expansion Premises will be agreed to by both the Landlord and the Tenant, prior to the commencement of construction, both acting reasonably which costs shall, in any event, include all hard, soft and development fees of the Landlord. The right to expand can only be exercised during the first seven (7) years of the original term and then only if the Tenant concurrently exercises its right of extension for the original premises; provided however that if the right to expand is exercised following the expiry of the fifth year of the original term, the extension term shall be deemed to be increased by the number of days in the period between the first day of the sixth year of the original term and the date upon which the right to expand is exercised by the Tenant. Notwithstanding the foregoing, the Landlord's obligation to construct the expansion shall be conditional on: (i) the Tenant's financial covenant and standing being substantially as good as it was on the commencement date of the Amram's Lease; (ii) the Landlord being able to obtain a building permit and all development approvals; and (iii) the Landlord being able to obtain the consent of its lender, which consent the Landlord shall use reasonable commercial efforts to obtain.

Right to Expand. Provided that (a) Tenant shall have one (1) option to expand (the "Expansion Option") the Premises to include an approximately 50,400 square feet Building (the "Expansion Space") to be constructed in the Project in the area shown on the attached Exhibit G (the "Expansion Land"). The Expansion Option shall be effective only if Tenant is not then in Default under this Lease, nor has any event occurred which with the giving of notice or the passage of time, or both, would constitute a default hereunder, either at the time of exercise of the Expansion Option or the time of delivery of the Expansion Space. The Expansion option shall be personal to Tenant and has any transferee of a permitted transfer and shall not been habitually be assignable or otherwise transferable to any other permitted assignee, subtenant or other third parties. in default throughout order to exercise the Termexpansion option, Tenant shall give written notice to Landlord (the "Expansion Notice") on or before the date (the "Final Expansion Notice Date") that is the last day of the first Lease Year. If the Expansion Notice is not so given, the Expansion Option shall, except as provided in (b) below, automatically lapse; Tenant hereby expressly acknowledges and agrees that time is of the essence for purposes of delivering the Expansion Notice and that Tenant's failure to do so by the Final Expansion Notice Date will relieve Landlord of any obligation under this Paragraph 52. (b) Notwithstanding the terms of Paragraph 52(a) above, Tenant shall have the right to expand intoextend the Final Expansion Notice Date to the last day of the second Lease Year, and provided that, on or before the expiration of the first Lease Year Tenant delivers written notice of such election to Landlord shall have an obligation to build(the "Extension Notice"). If the Extension Notice is not so given, the Expansion Premises shown on Schedule "A-1" containing Option shall automatically lapse; Tenant hereby expressly acknowledges and agrees that time is of the essence for purposes of delivering the Extension Notice and that Tenant's failure to do so by said date will relieve Landlord of any obligation under this Paragraph 52. If Tenant delivers the Extension Notice in a leaseable area of approximately 48,000 square feet. Alternativelytimely manner as provided herein, the Tenant shall have until the right end of the second Lease Year, (the "extended Expansion Notice Date") to exercise its expansion rights only the Expansion Option by delivering an Expansion Notice to Landlord. If Tenant provides an Extension Notice to Landlord and thereafter fails to exercise the Expansion Option in respect accordance with this Paragraph 52(b), the monthly Base Rent then payable under this Lease shall be increased by five cents ($0.05) per square foot and such increased Base Rent shall thereafter be increased by one hundred and four percent (104%) of the warehouse portion Monthly Base Rent for the preceding Lease Year. By way of example, the monthly Base Rent payable hereunder on a square footage basis during the third Lease Year shall be adjusted to equal $87,014.59 which amount equals (i) the monthly Base Rent for the Third Lease Year, plus (ii) five cents ($.05) per square foot and therefore, the monthly Base Rent for the fourth Lease Year shall be $90,495.17. (c) The Expansion Notice shall specify the date Tenant desires to occupy the Expansion Space (the "Requested Delivery Date"). The Requested Delivery Date shall be no earlier than ten (10) months and no later than thirty-six (36) months after the Commencement Date. Upon delivery of the expansion Notice and as a condition precedent to the effectiveness thereof, Tenant shall (i) increase the security Deposit under this Lease by Seventy-Five Thousand Dollars ($75,000) to a total of One Hundred Fifty Thousand Dollars ($156,000), and (ii) provide Landlord with detailed financial statements and other information reasonably acceptable to Landlord demonstrating that; as of the date of the Expansion Notice, Tenant has cash and cash equivalents, as defined in Paragraph 4 above, greater than Ten Million Dollars ($10,000,000) and a current ratio of 1.2 or greater. As used in this Paragraph, "current ratio" shall mean the number obtained by dividing Tenant's current assets by current liabilities, as such amounts are shown on Tenant's then most recent quarterly filing (Form 10-Q) with the Securities and Exchange Commission. Notwithstanding the condition in (ii) above, the Expansion Notice shall be effective if Tenant delivers to Landlord, as additional security for the full and faithful performance of Tenant's covenants and obligations under this Lease, a letter of credit, in the form and subject to the terms and conditions set forth in Paragraph 4 above, in the amount of Five Hundred Thousand Dollars ($500,000). Notwithstanding the terms of Paragraph 4, during the period from the Expansion Space Commencement Date through the sixth Lease Year, the amount of such letter of credit shall be reduced by Twenty Thousand Dollars ($20,000) on the last day of each such Lease Year. During the period from the seventh Lease Year through the Expiration Date, the amount of the letter of credit shall be reduced by Sixty-Three Thousand Three Hundred Thirty-Five Dollars ($63,335) on the last day of each such Lease Year. (d) Upon the Expansion Space Commencement Date (as defined in Exhibit B hereto), the Lease shall be deemed amended such that the definition of Premises comprising approximately 38,000 square feetshall include the Expansion Space and the definition of Building shall include the newly constructed building in which the Expansion Space is located (the "Expansion Building"). The annual rental rate Tenant's occupancy of the Expansion Space shall be subject to all of the terms and conditions of this Lease except as specifically provided in Paragraph 52(f) below. Without limiting the generality of the foregoing, Monthly Base Rent shall be due for the Expansion Space at the same rate per square foot as then being charged for the original Premises (such amount being determined by dividing the Monthly Base Rent by the original Premises square footage) and shall be determined by multiplying subject to the cost same adjustments as set forth in the Lease, and Tenant's Proportionate Share(s) shall be adjusted to include the addition of the Expansion Premises by eight (8%) percent. The costs Space, provided that any monetary limitation on Expenses set forth in any provision of Paragraph 4 shall apply separately to each building constituting a part of the Premises hereunder, except that the $265,000 monetary limitation in Paragraph 4(b)(o) shall remain at $25,000. If, for any reason whatsoever, the Expansion Space Commencement Date does not occur on or before the Requested Delivery Date, the Expansion Option shall not be void or voidable, nor shall Landlord, or Landlord's Agents, be liable to Tenant for any loss or damage resulting therefrom. Tenant shall not be liable for Rent with respect to the Expansion Space until the Expansion Space Commencement Date. Upon request from Landlord, Tenant shall enter into a written amendment of the Lease prepared by Landlord and memorializing the expansion of the Premises will be to include the Expansion Space and the adjustment of the other economic terms of the Lease. (e) In consideration of Landlord's granting the Expansion Option and with the understanding that Landlord would not have otherwise agreed to by both the Expansion Option, Tenant shall pay to Landlord upon execution of this Lease and the Tenant, prior to the commencement of construction, both acting reasonably which costs shall, in any event, include all hard, soft and development fees of the Landlord. The right to expand can only be exercised during the first seven (7) years of the original term and then only if the Tenant concurrently exercises its right of extension for the original premises; provided however that if the right to expand is exercised following the expiry of the fifth year of the original term, the extension term shall be deemed to be increased by the number of days in the period between on the first day of each succeeding calendar month the sixth year sum of Sixteen Thousand Dollars ($16,000) (the original term and "Carry Costs") until such time as (i) Tenant notifies Landlord that it has relinquished the date upon which Expansion Option, (ii) the right Expansion Option expires in accordance with the terms of this Paragraph 52 or, (iii) if the Tenant delivers an Expansion Notice, until ten (10) months prior to expand is exercised by the Tenantrequested Delivery Date (said amounts to be prorated during any partial calendar months hereunder). Notwithstanding the foregoing, Tenant may elect, by delivering written notice of such election to Landlord upon execution of this Lease, to pay on the Landlord's obligation to construct Commencement Date all carry Costs due for the expansion period of time from the date of this Lease through the Commencement Date, together with interest thereon at the rate of twelve percent (12%) per annum. All Carry Costs due from and after the Commencement Date shall be conditional on: (i) paid to Landlord on a monthly basis as set forth above. Any delays in delivery of the Expansion Space beyond the Requested Delivery Date due to Tenant Delays or Force Majeure Events, as such terms are defined in Exhibit B hereto, shall result in Tenant's financial covenant continued payment of Carry Costs for the time attributable to the such delay. (f) Promptly after the exercise of the Expansion Option by Tenant, Landlord and standing being Tenant shall enter into a building construction agreement and a premises construction agreement (collectively, the "Expansion Construction Agreements') in form and content substantially similar to the Building Construction Agreement and Premises Construction Agreement attached hereto as good Exhibit A and Exhibit B, respectively, which Expansion Construction Agreements shall set forth the rights and obligations of the parties with respect to the construction of the Expansion Building and the Premises. Without limiting the foregoing, the building construction agreement for the Expansion Space shall include Conditions substantially similar to those set forth on Exhibit H with respect to the Original Premises and performance periods for the satisfaction of such Conditions of equivalent duration to the performance periods specified on said Exhibit H (as it was on measured by the commencement time periods from the date of this Lease to the Amram's Lease; (ii) the Landlord being able to obtain a building permit and all development approvals; and (iii) the Landlord being able to obtain the consent of its lender, which consent the respective Initial Window Dates). Landlord shall use reasonable commercial efforts provide Tenant with a Tenant's Allowance equal to obtainthe Expansion Space TI Dollars, as defined below, multiplied by the Expansion Space square footage, as finally determined. As used in this Paragraph, the "Expansion Space TI Dollars" shall mean an amount equal to Thirty Dollars ($30.00) increased at an annualized rate of four percent (4%) from the date of this Lease until the date the Expansion Notice is properly given.

Right to Expand. Provided that the Lease is in full force and effect, and further provided the Tenant is STRONG/MDI SCREEN SYSTEMS, INC. itself personally, has not assigned the Lease or the subleased the Premises, or a portion thereof, and is not then in default of executing its obligations under the Lease, and has not been habitually in default throughout the Termsubject to any governmental or municipal permits and authorizations, the Tenant shall have throughout the Term the ongoing right to expand intothe Premises (the “Right to Expand”), and at its cost, either by (i) the construction of an expansion to the Building, or (ii) constructing an additional building on the Land (the “Expansion Premises”). In order to validly exercise its Right to Expand, the Tenant shall provide to the Landlord a prior written notice of its exercise thereof. The terms and conditions of the Lease shall have an obligation apply mutatis mutandis to buildthe Expansion Premises, save and except as follows: a) the term of the lease for the Expansion Premises (the “Expansion Premises Term”) shall be the greater of (i) the remainder of the Term (including any Renewal Term if the Tenant, at the date of the expansion of the premises, validly exercised one or more Option(s) to Renew), or (i) ten (10) years; b) if, as a result of the application of the provisions of paragraph a) above, the Expansion Premises shown on Schedule "A-1" containing a leaseable area of approximately 48,000 square feet. AlternativelyTerm and the Term for the existing Premises are not coterminous, the Tenant Term for the existing Premises shall have the right be extended to exercise its expansion rights only in respect of the warehouse portion of be coterminous with the Expansion Premises comprising approximately 38,000 square feet. The annual rental rate for Term, and the Expansion Premises Base Rent applicable thereto shall be determined by multiplying the cost Fair Market Rent as per the provisions of the Expansion Premises by eight (8%) percent. The costs Section 2 of the Expansion Premises will be agreed to by both the Landlord and the Tenant, prior to the commencement of construction, both acting reasonably which costs shall, in any event, include all hard, soft and development fees of the Landlord. The right to expand can only be exercised during the first seven (7) years of the original term and then only if the Tenant concurrently exercises its right of extension for the original premises; provided however that if the right to expand is exercised following the expiry of the fifth year of the original term, the extension term shall be deemed to be increased by the number of days in the period between the first day of the sixth year of the original term and the date upon which the right to expand is exercised by the Tenant. Notwithstanding the foregoing, the Landlord's obligation to construct the expansion shall be conditional on: (i) the Tenant's financial covenant and standing being substantially as good as it was on the commencement date of the Amram's Lease; (ii) the Landlord being able to obtain a building permit and all development approvals; and (iii) the Landlord being able to obtain the consent of its lenderthis Schedule “A” related thereto, which consent the Landlord provisions shall use reasonable commercial efforts to obtainapply mutatis mutandis.

Right to Expand. Provided that (A) Tenant shall have one (1) option to expand (the "Expansion Option") the Premises to include an approximately [...***...] square feet Building (the "Expansion Space") to be constructed in the Project in the area shown on the attached Exhibit G (the "Expansion Land"). The Expansion Option shall be effective only if Tenant is not then in default Default under this Lease, nor has any event occurred which with the giving of notice or the passage of time, or both, would constitute a Default hereunder, either at the time of exercise of the Expansion Option or the time of delivery of the Expansion Space. The Expansion Option shall be personal to Tenant and has any transferee of a Permitted Transfer and shall not been habitually in default throughout be assignable or otherwise transferable to any other permitted assignee, subtenant or other third parties. In order to exercise the TermExpansion Option, Tenant shall give written notice to Landlord (the "Expansion Notice") on or before the date (the "Final Expansion Notice Date") that is the last day of the first Lease Year. If the Expansion Notice is not so given, the Expansion Option shall, except as provided in (b) below, automatically lapse; Tenant hereby expressly acknowledges and agrees that time is of the essence for purposes of delivering the Expansion Notice and that Tenant's failure to do so by the Final Expansion Notice Date will relieve Landlord of any obligation under this Paragraph 52. (B) Notwithstanding the terms of Paragraph 52(a) above, Tenant shall have the right to expand intoextend the Final Expansion Notice Date to the last day of the second Lease Year, and provided that, on or before the expiration of the first Lease Year Tenant delivers written notice of such election to Landlord shall have an obligation to build(the "Extension Notice"). If the Extension Notice is not so given, the Expansion Premises shown on Schedule "A-1" containing Option shall automatically lapse; Tenant hereby expressly acknowledges and agrees that time is of the essence for purposes of delivering the Extension Notice and that Tenant's failure to do so by said date will relieve Landlord of any obligation under this Paragraph 52. If Tenant delivers the Extension Notice in a leaseable area of approximately 48,000 square feet. Alternativelytimely manner as provided herein, the Tenant shall have until the right end of the second Lease Year, (the "Extended Expansion Notice Date") to exercise its expansion rights only in respect of the warehouse portion of the Expansion Premises comprising approximately 38,000 square feetOption by delivering an Expansion Notice to Landlord. The annual rental rate for If Tenant provides an Extension Notice to Landlord and thereafter fails to exercise the Expansion Premises shall be determined by multiplying the cost of the Expansion Premises by eight (8%) percent. The costs of the Expansion Premises will be agreed to by both the Landlord and the Tenant, prior to the commencement of construction, both acting reasonably which costs shall, Option in any event, include all hard, soft and development fees of the Landlord. The right to expand can only be exercised during the first seven (7) years of the original term and then only if the Tenant concurrently exercises its right of extension for the original premises; provided however that if the right to expand is exercised following the expiry of the fifth year of the original termaccordance with this Paragraph 52(b), the extension term monthly Base Rent then payable under this Lease shall be deemed to be increased by the number of days in the period between the first day [...***...] per square foot and such increase Base Rent shall thereafter be increased by [...***...] of the sixth year Monthly Base Rent for the preceding Lease Year. By way of the original term and the date upon which the right to expand is exercised by the Tenant. Notwithstanding the foregoingexample, the Landlord's obligation to construct monthly Base Rent payable hereunder on a square footage basis during the expansion [...***...] Lease Year shall be conditional on: adjusted to equal [...***...] which amount equals (i) the Tenant's financial covenant and standing being substantially as good as it was on monthly Base Rent for the commencement date of the Amram's Lease; [...***...] Lease Year, plus (ii) [...***...] per square foot and therefore, the Landlord being able monthly Base Rent for the [...***...] Lease Year shall be [...***...]. (C) The Expansion Notice shall specify the date Tenant desires to obtain a building permit and all development approvals; and occupy the Expansion Space (iii) the Landlord being able to obtain the consent of its lender, which consent the Landlord "Requested Delivery Date"). The Requested Delivery Date shall use reasonable commercial efforts to obtainbe no earlier than *CONFIDENTIAL TREATMENT REQUESTED 49.

Right to Expand. Provided (a) Expansion in the Building. Tenant shall, during the Base Term, have the one-time right, but not the obligation, to expand the Premises (the “Expansion Right”) to include the Expansion Space upon the terms and conditions set forth in this Section. For purposes of this Section 39(a), “Expansion Space” shall mean that certain space immediately adjacent to the Premises, consisting of approximately 3,168 rentable square feet, as shown on Exhibit G, which is not occupied by a tenant or which is occupied by a then-existing tenant whose lease is expiring within 9 months or less and such tenant does not wish to renew (whether or not such tenant has a right to renew) its occupancy of such space. If there is any Expansion Space in the Building, Landlord shall, within a reasonable period, deliver to Tenant written notice (the “Expansion Notice”) of such Expansion Space, together with the terms and conditions on which Landlord is prepared to lease Tenant the Expansion Space; provided that Base Rent for the Available Space shall be at the Market Rate (as defined in Section 40(a) below). Tenant shall be entitled to exercise its right under this Section 39(a) only with respect to the entire Expansion Space. Tenant shall have 10 days following delivery of the Expansion Notice to deliver to Landlord written notification of Tenant’s exercise of the Expansion Right (“Exercise Notice”). Tenant shall be entitled to lease the Expansion Space upon the terms and conditions set forth in the Expansion Notice. If Landlord and Tenant are unable to agree on the Market Rate for the Expansion Space after negotiating in good faith within 5 days after Tenant’s delivery of an Exercise Notice, the applicable Market Rate will be determined through arbitration in accordance with Section 40(b) below. Tenant acknowledges that the Term of the Lease with respect to the Expansion Space shall be co-terminous with the Term of the Lease with respect to the then-existing Premises. Notwithstanding anything to the contrary contained herein, Tenant shall have no right to exercise the Expansion Right and the provisions of this Section 39(a) shall no longer apply after the date that is not then in default and 10 months prior to the expiration of the Base Term if Tenant has not been habitually in default throughout exercised its Extension Right pursuant to Section 40. If Tenant fails to deliver an Exercise Notice to Landlord for the TermExpansion Space within the required 10 day period, Tenant shall be deemed to have waived its right under this Section 39(a) to lease the Tenant Expansion Space, and Landlord shall have the right to expand into, and the Landlord shall have an obligation to build, lease the Expansion Premises shown Space to any third party on Schedule "A-1" containing a leaseable area of approximately 48,000 square feet. Alternativelyany terms and conditions acceptable to Landlord; provided, the Tenant shall have the right to exercise its expansion rights only in respect of the warehouse portion of however, that if Landlord has not leased the Expansion Premises comprising approximately 38,000 square feet. The annual rental rate for the Expansion Premises shall be determined by multiplying the cost of the Expansion Premises by eight (8%) percent. The costs of the Expansion Premises will be agreed Space within 9 months after Tenant’s failure to by both the Landlord and the Tenantdeliver an Exercise Notice then, prior to leasing the commencement of constructionExpansion Space to a third party, both acting reasonably which costs shall, in any event, include all hard, soft and development fees of the Landlord. The right to expand can only be exercised during the first seven (7) years of the original term and then only if the Tenant concurrently exercises its right of extension for the original premises; provided however that if the right to expand is exercised following the expiry of the fifth year of the original term, the extension term shall be deemed to be increased by the number of days in the period between the first day of the sixth year of the original term and the date upon which the right to expand is exercised by the Tenant. Notwithstanding the foregoing, the Landlord's obligation to construct the expansion shall be conditional on: (i) the Tenant's financial covenant and standing being substantially as good as it was on the commencement date of the Amram's Lease; (ii) the Landlord being able to obtain a building permit and all development approvals; and (iii) the Landlord being able to obtain the consent of its lender, which consent the Landlord shall use reasonable commercial efforts again give Tenant an Exercise Notice and Tenant shall again have its Expansion Right subject to obtainthe terms and conditions of this Section 39.