Right to Renew. Landlord hereby grants to Tenant a one-time option to renew the Lease as to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 if: (a) Tenant is not in default under this Lease beyond any time to cure at the time such option is exercised; and (b) Tenant gives Landlord written notice of the exercise of the renewal of this Lease not later than nine (9) months prior to the end of the Term (the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply: (x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months; (y) Base Rent for the Premises for the renewal term shall be Market Rent (as defined in Paragraph 33 below); (z) all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunder.
Appears in 1 contract
Right to Renew. Landlord hereby grants to Tenant a one-time shall have the option to renew the Term of this Lease as for one period of five years by notifying Landlord in writing of Tenant's election to exercise its option at least 12 months prior to the Premises, as expiration of the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions then current term of this Paragraph 32 if:
(a) Lease, Tenant may exercise such option provided Tenant is not then in default under this Lease beyond in the performance of any time to cure at the time such option is exercised; and
(b) Tenant gives Landlord written notice of the exercise of the renewal terms or covenants of this Lease as of the time of such exercise and that Tenant has satisfied all of its conditions under this Lease. The base Rent during such five-year renewal period shall be 90% of the then Fair Market Rental Value, as hereinafter defined, and all other terms and provisions of this Lease, including payment of additional Rent, shall apply during such renewal period. Fair Market Rental Value ("FMRV") as used in this Lease shall be the rent calculated at the then prevailing rate for similar space in comparable Class A buildings and the then prevailing parking garage rent for similar totally enclosed parking garages located within the Denver Tech Center/Greenwood Plaza Market Area in which the Building is located. Said FMRV shall be declared by Landlord in writing to Tenant not later less than nine (9) 10 months prior to the end of the Term (Lease Term. Tenant shall have 30 days from the “Renewal Notice date of Exercise”)Landlord's declaration in which to dispute, time being in writing, Landlord's finding of FMRV or to revoke the essencerequired notice to renew. Tenant’s failure to deliver the Renewal Notice Failing such timely notice of Exercise to Landlord during the notice period specified in this subparagraph (b) dispute, Landlord's declared FMRV shall be deemed to be acceptable by both parties. If Tenant gives Landlord timely notice in dispute of Landlord's determination of the FMRV, then Landlord and Tenant shall each designate a waiver licensed commercial real estate broker who shall together designate a third licensed commercial real estate broker, all of whom shall be experienced in evaluating rental properties of the type and in the area of the Building. Within 20 days of Tenant’s right 's notice to exercise its option Landlord, each broker shall deliver to renewTenant and Landlord their written estimate of the appropriate FMRV. The new Base Rent shall be equal to the mean average of the three estimates of FMRV calculated by the licensed commercial real estate brokers. Landlord and Tenant agree that if, prior to shall each pay for the date Tenant delivers the Renewal Notice cost of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as services of the original Expiration Date of this Lease broker designated thereby and shall not be available during equally share the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration cost of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term shall be Market Rent (as defined in Paragraph 33 below);
(z) all services of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunderthird broker.
Appears in 1 contract
Sources: Sublease (Xcarenet Inc)
Right to Renew. Landlord hereby grants to Tenant one (1) option -------------- to renew this Lease for between a one-time three (3) or five (5) year term (at the option of Tenant) at the then prevailing market rate for comparable office space in the downtown Denver, Colorado market area. The option to renew the Lease as to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 if:
(a) shall be exercisable by Tenant only if Tenant is not in default of any material provision under this Lease beyond or in default of any monetary provision of this Lease, unless the default is cured within the allowed time to cure at the time such option is exercised; and
(b) period. Tenant gives Landlord must give written notice to Landlord of its intent to exercise the option and the length of the exercise of the renewal of this Lease not later than term selected at least nine (9) months prior to the end expiration of the Term (the “Renewal Notice of Exercise”), time being of the essencethen current Term. Tenant’s failure If Tenant fails to deliver the Renewal Notice of Exercise to Landlord during the provide such notice period specified in accordance with this subparagraph (b) shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof)paragraph, the Renewal Notice option shall lapse and thereafter be null and void. As used herein the prevailing term market rate shall mean the rate which Landlord or other landlords have leased within the prior twelve (12) months for comparable terms of Exercise comparable space in the Building and other comparable Class A buildings in the subsequent renewal central business district of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer SpaceDenver, Colorado. Landlord and Tenant further agree thatUpon exercising the option, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following all terms and conditions during such extension period shall apply:
(x) remain the renewal term same as those set forth in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Lease, except that Annual Base Rent for the Premises for the renewal term and Operating Expenses. Within thirty (30) days after Landlord's receipt of Tenant's exercise notice, Landlord shall be Market Rent (as defined in Paragraph 33 below);
(z) all provide Tenant with Landlord's reasonable opinion of the other terms and conditions contained in this Leaseprevailing market rate. Upon Landlord's written notice of prevailing market rate to Tenant, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlordto accept or reject such current market rate in writing. If Tenant rejects Landlords opinion of the prevailing market rate, the Landlord and Tenant shall have forty-five (45) days thereafter to reach an agreement. If within said period Landlord and Tenant are unable to agree this option to renew shall lapse and thereafter be null and void. In the event Landlord and Tenant agree on the prevailing market rate, they shall execute and deliver an amendment to Landlord those instruments which Landlord may request to evidence the Lease providing for the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereundernew Annual Base Rent.
Appears in 1 contract
Sources: Office Building Lease (Webb Interactive Services Inc)
Right to Renew. Landlord hereby grants to Tenant a one-time (a) Subtenant shall have one option to renew extend the Lease as Term of this Sublease until the last day of the term of the Prime Lease, which is scheduled to terminate on April 30, 2009 (the Premises, as "Renewal Option"). The terms of the same may have been expanded pursuant to Paragraph 31 hereof, upon Renewal Option shall be in accordance with all of the terms and conditions of this Paragraph 32 if:
(a) Tenant is not in default under this Lease beyond any time to cure at Sublease, except that Base Rent shall be based on the time such option is exercised; andthen current market rental value.
(b) Tenant gives Landlord The Renewal Option may only be exercised by Subtenant by written notice of the exercise of the renewal of this Lease given by Subtenant to Sublandlord and received by Sublandlord not earlier than March 30, 2004, and not later than nine (9) months prior May 30, 2004. Failure to so exercise within such period shall render any subsequent attempted exercise void and of no effect, any principles of law to the end of the Term (the “Renewal Notice of Exercise”), time being of the essencecontrary notwithstanding. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term shall be Market Rent (as defined in Paragraph 33 below);
(z) all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant Subtenant shall have no right to further renew or extend exercise the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferredRenewal Option, and any attempted exercise shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and be void and of no further force and effect upon the earliest to occur of effect, if: (i) the expiration named Subtenant has assigned this Lease or termination has at any time subleased, in the aggregate, more than 50% of this Lease, the Premises; or (ii) Subtenant shall be in default hereunder and such default shall not have been cured at the termination time of the Tenant’s right attempted exercise or, if such default occurs after Subtenant's attempted exercise of the option, at the time of the proposed commencement of the extension Term.
(c) In the event that the parties have not agreed upon the current market rental value of the Premises prior to possession the date two months before the commencement of the extension Term, such value shall be determined by arbitration in the City of Washington, D.C., before a single arbitrator as follows:
(i) Sublandlord and Subtenant shall have ten days within which to select one mutually agreeable arbitrator who shall have a minimum of ten (10) years' experience in Northern Virginia commercial real estate. If Sublandlord and Subtenant fail to agree on one arbitrator within the ten day period, either party may promptly request the president of the local Board of Realtors to appoint an arbitrator for the matter, and said president's selection shall be binding upon Sublandlord and Subtenant.
(ii) Sublandlord and Subtenant shall each submit to the arbitrator, in writing, a good faith determination of the current market rental value of the Premises, or .
(iii) The appraiser selected must choose either Sublandlord's or Subtenant's good faith determination of the failure rental value of Tenant the Premises and the appraiser's choice shall be final and binding upon the parties. From the date of appointment, the arbitrator shall have 30 days within which to timely or properly exercise render a decision as to the rights granted rental value of the Premises. Judgment upon the award rendered by this Paragraph 32the arbitrator shall be binding upon the parties and may be entered in any court of competent jurisdiction. The right contemplated by this Paragraph arbitrator shall not survive determine the expiration or termination liability of this Leasethe parties for the costs of the arbitration and may allocate counsel fees, witness fees and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunderother costs between the parties.
Appears in 1 contract
Sources: Sublease Agreement (Netrix Corp)
Right to Renew. Landlord hereby grants (a) Subject to Tenant a one-time option to renew the Lease as to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 ifSection 35, Lessor grants Lessee the options (each such option being referred to herein as a "Renewal Option") to renew this Lease (but only with respect to such portions of the Demised Premises which (y) have not been assigned to a party other than a Lessee Affiliate, and (z) will not be subleased as of the commencement date of any renewal period to any party other than a Lessee Affiliate), for two (2) additional terms of five (5) years each. Such renewal shall be upon the terms, covenants, conditions and provisions contained in this lease (except that (i) Base Rent will be as set forth below, (ii) if any portion of the Office Space has been previously assigned or subleased to a party other than a Lessee Affiliate, appropriate adjustments will be made to reduce the square footage of the Office Space and Lessee's Proportionate Share, and (iii) no additional options to renew will be created by the exercise of such option to renew). Each Renewal Option shall be exercised by Lessee delivering written notice to Lessor at least twelve (12) months prior to the Expiration Date, as extended by any previously exercised Renewal Option. Lessee may, not earlier than fifteen (15) months prior to the Expiration Date, as extended by any previously exercised Renewal Option, request in writing that Lessor advise Lessee of Lessor's good faith estimate of the Market Rental Rate (as hereinafter defined) for the next succeeding option period. Lessor shall, within thirty (30) days after any such request, advise Lessee in writing of Lessor's good faith determination of the Market Rental Rate for such option period and the basis therefor. If Lessee, in good faith, disagrees with Lessor's determination of the Market Rental Rate stated in Lessor's response, and, after good faith negotiations, Lessor and Lessee are unable to agree upon the Market Rental Rate within thirty (30) days after the submission of Lessor's determination, then Lessee may elect to have the Market Rental Rate determined in accordance with the terms of subsection (c) hereinbelow, in which event (i) Lessee shall be deemed to have irrevocably exercised the applicable Renewal Option, and (ii) such determination of the Market Rental Rate shall be binding on Lessor and Lessee and shall be the Base Rent for the applicable Renewal Period. If Lessee fails to notify Lessor that it, in good faith, disputes Lessor's determination of the Market Rental Rate within thirty (30) days after Lessor submits such determination to Lessee, Lessee shall be deemed to have waived any rights to dispute Lessor's determination and Lessor's determination shall be the Base Rent for the related option period should Lessee elect to exercise the applicable Renewal Option.
(b) The Base Rent for the first option period shall be ninety percent (90%) of the Market Rental Rate and the Base Rent for the second option period shall be ninety-five percent (95%) of the Market Rental Rate. The Market Rental Rate is defined as the annual rental rate then being charged by landlords (including Lessor) in the Chicago area to tenants of a similar credit quality to Lessee for space of similar quality and size as the Demised Premises, taking into account all relevant factors, including without limitation, age, extent and quality of tenant improvements, length of term, amenities of the Building and the Property, location and/or floor height and definition of net rentable area, reasonable projections of annual Base Rent, annual Additional Payments to be made by a tenant (including that fact that the Base Year under this Lease will be a year other then the initial year of the applicable option period), and allowances or concessions that have been granted such as abatements, lease assumptions, leasehold improvement and moving allowances. The Market Rental Rate shall be determined by taking into consideration comparable fact situations in the Building and other comparable buildings occurring during the twelve (12) month period prior to the date of Lessee's request that Lessor determine the Market Rental Rate, based on signed leases or renewals or accepted proposals during such period.
(c) If Lessee elects to have the Market Rental Rate determined in accordance with the terms of this subsection (c), then Lessor and Lessee shall each simultaneously submit to the other, within fifteen (15) business days after such election, in a sealed envelope its good faith estimate of the Market Rental Rate. If the higher of such estimates is not more than one hundred five percent (105%) of the lower of such estimates, then the Market Rental Rate shall be the average of the two estimates. If the matter is not resolved by the exchange of estimates, then Lessee may, by notice to Lessor on or before fifteen (15) business days after the exchange, require that the disagreement shall be resolved by arbitration. If Lessee does not timely exercise such right, then the Base Rent for the applicable option period shall be the Base Rent set forth in Lessor's notice of the Market Rental Rate for the applicable option period. If Lessee timely exercises such right, Lessor and Lessee shall attempt to agree upon an arbitrator within ten (10) business days after such notice. In the event they fail, after good faith efforts, to agree upon an arbitrator within such ten (10) business day period, then within ten (10) business days thereafter Lessor and Lessee shall each appoint a qualified and impartial person as arbitrator (a qualified person being one who shall have had at least ten (10) years' experience in a profession which directly relates to the leasing of office space in downtown Chicago). In case either party shall fail to appoint an arbitrator within such ten (10) business day period, then the arbitrator appointed by the party not in default hereunder shall be the sole arbitrator. If the arbitrators so appointed shall fail to agree upon the matter submitted within twenty (20) days after submission of the matter to them, an umpire, who shall be a qualified (as described above) and impartial person, shall be appointed by the American Arbitration Association, or its successor, from its qualified panel of arbitrators. The arbitrator or arbitrators and umpire shall proceed to determine the Market Rental Rate with all reasonable dispatch and in any event within twenty (20) days after the appointment of the umpire. Such decision shall be rendered in writing. Such decision shall include selection from the estimates submitted by Lessor and Lessee of the one which is closer to the Market Rental Rate determined by the arbitrator or arbitrators and umpire, which shall be the Market Rental Rate for purposes of the applicable option period. The arbitration shall be conducted in accordance with the rules of the American Arbitration Association (or its successor) and applicable Illinois law. The decision of the single arbitrator, if the parties have agreed upon a single arbitrator or if a single arbitrator has acted by reason of the failure of a party to appoint a second arbitrator, or of two arbitrators, if two have been appointed, or of a majority of the arbitrators and the umpire, if an umpire shall have been appointed, shall be binding, final and conclusive on the parties. In the event there are two arbitrators and an umpire and a majority of the arbitrators and the umpire are unable or fail to agree, the decision of the umpire shall be binding, final and conclusive on the parties. The decision in the arbitration shall be enforceable by either party in any court of law. The fees of the arbitrator or arbitrators and the umpire and the expenses incident to the proceedings shall be paid by the party whose estimate is not selected by the arbitrator or arbitrators and umpire (if one shall have been appointed). The fees of respective counsel engaged by the parties, and the fees of witnesses called by the parties, shall be paid by the respective party engaging such counsel or calling or engaging such witnesses. Notice of the appointment of an arbitrator or arbitrators shall be given in all instances to any mortgagee who prior thereto shall have given Lessee a written notice specifying its name and address. Such mortgagee shall have the right to be represented, but not to participate, in the arbitration proceeding. If Lessee becomes obligated to pay Base Rent with respect to any space or any period prior to when the Market Rental Rate for such space or period has been determined in accordance with the foregoing, Lessee shall commence paying Base Rent utilizing the Market Rental Rate specified by Lessor in its notice of the Market Rental Rate for such space or period. Following determination of the Market Rental Rate in accordance with the foregoing, Lessor and Lessee shall, by a cash payment within thirty (30) days after the date of such determination, adjust between themselves the difference, if any, between the Base Rent paid by Lessee pursuant to the foregoing sentence and the Base Rent actually owed by Lessee pursuant to the terms of this Lease for the period prior to such determination.
(d) Lessee's right to exercise a Renewal Option is subject to the following conditions:
(ai) Tenant Lessee has not subleased more than 33,500 square feet of the Demised Premises to a party other than a Lessee Affiliate or assigned this Lease to a party other than a Lessee Affiliate;
(ii) Lessee and/or any Lessee Affiliate continue to lease and occupy at least 33,500 square feet of space in the Building pursuant to the terms of this Lease;
(iii) Lessee is not in default under this Lease beyond any time to applicable cure period at the time such option is exercisedthe applicable Renewal Option may be exercised or on the original Expiration Date (as extended by any previously exercised Renewal Option); and
(biv) Tenant gives Landlord written notice this Lease or Lessee's possession of the Demised Premises has not been terminated.
(e) If Lessee fails to timely exercise of the renewal of this Lease not later than nine (9) months prior to the end of the Term (the “either Renewal Notice of Exercise”)Option, time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) Lessee shall be deemed a waiver to have waived all of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that ifrights under such Renewal Option and, prior to the date Tenant delivers the thereafter, such Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term Option shall be Market Rent (as defined in Paragraph 33 below);
(z) all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force effect.
(f) If Lessee exercises its rights under either Renewal Option and effect upon any portion of the earliest Office Space either (y) has been assigned to occur a party other than a Lessee Affiliate, or (z) will be subleased as of the commencement date of any renewal period to any party other than a Lessee Affiliate, this Lease shall terminate with respect to (i) and Lessee shall vacate in accordance with the expiration or termination terms of this Lease, (ii) the termination any such portion of the Tenant’s right to possession Office Space so assigned or sublet as of the Premisescommencement of the applicable renewal term.
(g) If Lessee exercises either Renewal Option, or (iii) Lessor and Lessee shall execute a written supplement to this Lease confirming the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination terms, provisions and conditions of this LeaseLease applicable during the applicable renewal term, and provided that the execution of a written supplement to this Lease shall not be available a precondition to any assignee, subtenant, or successor the effectiveness of Lessee's election to Tenant’s interests hereunderrenew the Term in accordance with this Section 35.
Appears in 1 contract
Right to Renew. Landlord hereby grants Provided that no Default has occurred and is continuing with respect to Tenant a one-at the time option of its exercise of this option, Tenant shall have two (2) options to renew extend the Term of the Lease as to ("Extension Option") for two (2) consecutive five (5) year periods only (each an "Extension Term" respectively) upon all of the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 iffollowing conditions:
(a) Tenant is not in default under shall exercise this Lease beyond any time Extension Option by notice to cure at the time such option is exercised; and
(b) Tenant gives Landlord written notice of the exercise of the renewal of this Lease not which must be received by Landlord no later than nine 5:00 p.m. on the date twelve (912) months prior to the end Expiration Date of the Term term in question, but no earlier than eighteen (the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b18) shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, months prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term question. Each Extension Option shall be Market Rent (as defined in Paragraph 33 below);
(z) all of valid if exercised with respect to the other terms and conditions contained in this Leaseentire Premises, as it may have been amended expanded from time to time, or less than the entire Premises so long as the portion of the Premises with respect to which the Extension Option is exercised (i) constitutes one or more whole floors of the Building and, if the Extension Option is executed with respect to more than one (1) floor, such floors are contiguous floors, and (ii) includes either the second (2nd) or the fifth (5th) floor of the Building (if the Extension Option is exercised with respect to any of the Office Tower Premises) or both floors of the Garden Space.
(b) Within thirty (30) days after the date of Tenant's notice (the "Determination Date"), Landlord shall compute the "Extension Rate", which shall be 95% of Market Rent (as set out described in this Leasesubsection (f) below), it being understood that there and notify Tenant in writing of the resulting amount, which amount shall be no rights subject to Tenant's review and approval. All other terms of renewal this Lease (excluding any Landlord's work or extension Allowances and except as provided in this Paragraph 32, and, upon that Tenant's Extension Option shall apply to one (1) less Extension Term) shall apply during the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect 1st and 2nd Extension Terms.
(c) If Landlord and Tenant shall have no right fail to further renew or extend agree upon the Term at Market Rent within sixty (60) days after the Determination Date, then Landlord and Tenant each shall give notice to the other, within ten (10) days after the expiration of such sixty (60) day period, setting forth their respective determination of the renewal termMarket Rent (the "Determination Notice"). Within Subject to the provisions of subsection (d) below, the parties shall then apply to the American Arbitration Association or any successor thereto for the designation of an arbitrator satisfactory to both parties to render a final determination of the Market Rent. The arbitrator shall be a real estate appraiser or consultant who shall have at least fifteen (15) years continuous experience in the business of appraising or is knowledgeable in rental rates and lease transactions in the Building and the Buckhead, Atlanta, Georgia market area. The arbitrator shall conduct such hearings and investigations as the arbitrator shall deem appropriate and shall, within thirty (30) days after request thereof from having been appointed, choose one of the determinations of Market Rent set forth in either Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease 's or separately sold, assigned, or otherwise transferredTenant's Determination Notice, and that choice by the arbitrator shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect be binding upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunder.Landlord and
Appears in 1 contract
Right to Renew. Landlord hereby grants to The Tenant a one-time option shall have the right to renew this Lease for one renewal term of 5 years (the Lease as "Renewal Term"), subject to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the following terms and conditions of this Paragraph 32 ifconditions:
(a) the Tenant's right to renew shall be personal to the original Tenant is and shall not in default under extend to any assignee or subtenant so that the right to renew terminates upon any assignment of this Lease beyond or upon any time subletting of all or any part of the Premises unless consented to cure at by the time such option is exercised; andLandlord or otherwise permitted in accordance with subsection 11.1(f);
(b) the Tenant gives Landlord written shall not be entitled to any right of renewal if, at the time of the giving of the notice of exercise thereof, the exercise Tenant is in default hereunder (which has not been cured within the requisite time period after notice) or if prior thereto the Tenant has been in monetary default hereunder on a consistent basis;
(c) the right of renewal shall be exercisable by notice by the renewal of this Lease Tenant to the Landlord at least 9 months and not later more than nine (9) 12 months prior to the end expiration of the Term Term;
(d) the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver lease for the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) Term shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to on the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following same terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term shall be Market Rent (as defined in Paragraph 33 below);
(z) all of the other terms and conditions are contained in this Lease, as it may have been amended from time to time, shall except that the Basic Rent during the Renewal Term will be as set out stipulated in this Leasesubsection (e), it being understood and except that there shall be no rights of renewal or extension further right to renew and except that no tenant inducements shall be payable;
(e) the annual Basic Rent for each year during the Renewal Term shall be the then current fair market rent for the Premises as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration commencement date of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute Renewal Term for unimproved premises of comparable size, use, age and deliver to Landlord those instruments which Landlord may request to evidence structural condition in the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession vicinity of the Premises, or (iii) taking into consideration the failure of Tenant to timely or properly exercise Basic Rent abatement set out in Section 18.2, except that the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and Landlord shall not be available responsible for paying any inducements whatsoever to any assigneethe Tenant and the Basic Rent shall not be adjusted to reflect this fact and shall be negotiated in good faith by the Landlord and the Tenant and, subtenantfailing agreement 90 days prior to the expiry of the Term, or successor to Tenant’s interests hereundershall be determined by arbitration in accordance with Article 16; and
(f) if the Basic Rent during the Renewal Term has not been settled by the commencement of the Renewal Term, the Tenant shall pay, as Basic Rent, the Basic Rent payable during the last year of the Term and when a final determination has been made the parties shall promptly make the appropriate adjustments.
Appears in 1 contract
Sources: Lease Amending Agreement (Kroll Inc)
Right to Renew. Landlord hereby grants to 9.1 The Tenant a one-time may exercise its option to renew take the Renewal Lease as by serving written notice on the Landlord not less than twelve calendar months’ prior to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions Term Expiry Date.
9.2 The Tenant’s option under clause 9.1 shall be of this Paragraph 32 no effect if:
(a) on the Term Expiry Date:
(i) the Tenant and/or a Group Company of the Tenant (assessed together so for these purposes the Tenant and the relevant Group Company are assumed to be the same entity) shall not be in occupation of at least 70,000 square feet of contiguous office space within the Building; and
(ii) this Lease is not in default under this Lease beyond any time to cure at the time such option is exercised; subsisting, and
(b) on the date following the Term Expiry Date the Tenant gives Landlord written notice and/or a Group Company of the exercise Tenant (assessed together so for these purposes the Tenant and the relevant Group Company are assumed to be the same entity) will not be in occupation of at least 70,000 square feet of contiguous office space within the Building.
9.3 For the purposes of clause 9.2 above it is agreed the contiguous office space means space let to the Tenant and/or a Group Company of the renewal Tenant on sequential floors of the Building (with no lettable area between any such floors which is not let to the Tenant or a Group Company of the Tenant (as the case may be)).
9.4 The Renewal Lease shall be made on the same terms as this lease save that:
(a) the Term Commencement Date shall be the date immediately following the day of expiry of this Lease not later than nine (9) months prior to the end of the Term (the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph Lease;
(b) the Term shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space five (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x5) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) monthsyears;
(yc) Base the Principal Rent for the Premises for the renewal term shall be Market Rent (as defined ascertained in Paragraph 33 below)accordance with clause 9.5;
(zd) all the “Review Dates” shall be the term commencement date and the term expiry date of the other terms Renewal Lease;
(e) the Tenant’s option to break in clause 8 and conditions contained in this Lease, as all references to it may have been amended from time to time, shall be as set out in omitted; and
(f) the term “Renewal Lease”, this Lease, it being understood that there clause 9 and all references to them shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon omitted.
9.5 The Principal Rent payable on and from the exercise term commencement date of the right of renewal granted by this Paragraph 32, this Paragraph 32 Renewal Lease shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration higher of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire Principal Rent passing on the expiration last day of this lease (ignoring any suspension or earlier termination abatement) and the Open Market Rent calculated in accordance with the provisions of the Third Schedule of this Lease. In addition The provisions of paragraph 7 of the Third Schedule will apply if the Principal Rent payable under the Renewal Lease has not been agreed or assessed by the term commencement date of the Renewal Lease.
9.6 If at the Term Expiry Date the Rents are suspended whether in whole or in part due to the foregoing, occurrence of damage or destruction by an Insured Risk or an Uninsured Risk then the renewal option contemplated by this Paragraph 32 parties agree that for the purposes of the Renewal Lease it shall automatically terminate be assumed that such damage or destruction is an event which applies to the Renewal Lease so that such suspension continues and become null the time periods referred to in clauses 5.5 and void and 5.6 shall be reduced so as to take into account any part of no further force and effect upon these time periods that have occurred during the earliest to occur of (i) the expiration or termination term of this Lease, (ii) .
9.7 Any guarantor who is guaranteeing the termination obligations of the Tenant at the expiry of the Contractual Term shall be obliged to guarantee the Tenant’s right to possession of obligations under the Premises, or Renewal Lease on the same terms (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and but shall not be available obliged to do so if during the 12 month period prior to the Term Expiry Date the Tenant itself would have been able to satisfy the condition in clause 3.64(b) if at any assigneetime during such period the Tenant had wished to take an assignment of the Lease).
9.8 Subject to clause 9.2, subtenantif the Tenant exercises its option pursuant to clause 9.1, or successor the Landlord shall grant and the Tenant shall accept the Renewal Lease on the date specified in clause 9.4(a).
9.9 Time is of the essence of the dates and periods referred to Tenant’s interests hereunderin this clause 9.
Appears in 1 contract
Right to Renew. Landlord hereby grants to A. Tenant a one-time shall have the option to renew the Term of this lease for two (2) successive periods of five (5) years each by notifying Landlord in writing of Tenant's election to exercise its option at least twelve (12) months prior to the expiration of the then current term or renewal term of this Lease. Tenant may exercise such option provided there is not then any uncured default by Tenant in the payment of any item of Rent hereunder and there is not then any other material uncured default hereunder by Tenant. The Rent during each renewal period shall be the then Fair Market Rental Value, as hereinafter defined, and the lease shall be upon all other terms and provisions of this Lease.
B. As used in this Lease, the term Fair Market Rental Value ("FMRV") shall mean the rent calculated at the then prevailing rate on the same terms and conditions for the renewal term set forth in this Lease as for similar space in comparable Class A office buildings in the Denver Tech Center/Greenwood Plaza market areas. In making such determination, no allowance shall be made for any of the following:
(1) Whether Landlord or Tenant paid the cost of providing the existing improvements to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 if:.
(a2) The quality of the furniture or trade fixtures which belong to Tenant and which Tenant is not in default under this Lease beyond any time entitled to cure remove at the time such option is exercised; andend of the Term.
(b3) The expense and inconvenience to Tenant gives that would be involved if Tenant were recruited to relocate to other space.
(4) The expense that Landlord written notice would be required to incur to find new tenants for the Premises.
(5) The presence of Tenant in the exercise of the Building.
(6) The fact that Tenant has a renewal of this Lease option.
C. FMRV shall be declared initially by Landlord in writing to Tenant not later less than nine ten (910) months prior to the end of the Term Lease Term. Tenant shall have forty-five (45) days from the “Renewal Notice date of Exercise”)Landlord's declaration in which to dispute, time being in writing, Landlord's finding of the essence. Tenant’s failure FMRV and to deliver the Renewal Notice of Exercise provide to Landlord during the its written determination of FMRV. Failing such timely notice period specified in this subparagraph (b) of dispute, Landlord's declared FMRV shall be deemed to be acceptable by both parties. If Tenant gives Landlord timely notice in dispute of Landlord's determination of FMRV, then Landlord and Tenant shall each designate a waiver licensed commercial real estate broker who shall together designate a third licensed commercial real estate broker, all of whom shall be experienced in evaluating rental properties of the type and in the area of the Building. Within twenty (20) days of Tenant’s right 's notice to exercise Landlord, the third broker shall deliver to Tenant and Landlord its option written decision of the appropriate FMRV; provided that such broker's decision shall be to accept either the FMRV determined by Landlord or the FMRV determined by Tenant and such broker may not select an average of such determinations or any other amount for the FMRV. Such determination shall be binding upon Landlord and Tenant; provided that Tenant may, by written notice given to Landlord within ten (10) days after Tenant's receipt of written notice of such broker's determination of FMRV, revoke its notice to renew. All costs for the services of the brokers selected by Landlord and Tenant agree that if, prior to and all costs for the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as services of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term third broker shall be Market Rent (paid by the party whose determination of FMRV was not selected by the third broker as defined in Paragraph 33 below);
(z) all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunderits FMRV.
Appears in 1 contract
Sources: Sublease (Xcarenet Inc)
Right to Renew. Landlord hereby grants to 9.1 The Tenant a one-time may exercise its option to renew take the Renewal Lease as by serving written notice on the Landlord not less than twelve calendar months' prior to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions Term Expiry Date.
9.2 The Tenant's option under clause 9.1 shall be of this Paragraph 32 no effect if:
(a) on the Term Expiry Date:
(i) the Tenant and/or a Group Company of the Tenant (assessed together so for these purposes the Tenant and the relevant Group Company are assumed to be the same entity) shall not be in occupation of at least 70,000 square feet of contiguous office space within the Building; and
(ii) this Lease is not in default under this Lease beyond any time to cure at the time such option is exercised; subsisting, and
(b) on the date following the Term Expiry Date the Tenant gives Landlord written notice and/or a Group Company of the exercise Tenant (assessed together so for these purposes the Tenant and the relevant Group Company are assumed to be the same entity) will not be in occupation of at least 70,000 square feet of contiguous office space within the Building.
9.3 For the purposes of clause 9.2 above it is agreed the contiguous office space means space let to the Tenant and/or a Group Company of the renewal Tenant on sequential floors of the Building (with no lettable area between any such floors which is not let to the Tenant or a Group Company of the Tenant (as the case may be)).
9.4 The Renewal Lease shall be made on the same terms as this lease save that:
(a) the Term Commencement Date shall be the date immediately following the day of expiry of this Lease not later than nine (9) months prior to the end of the Term (the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph Lease;
(b) the Term shall be deemed a waiver of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space five (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x5) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) monthsyears;
(yc) Base the Principal Rent for the Premises for the renewal term shall be Market Rent (as defined ascertained in Paragraph 33 below)accordance with clause 9.5;
(zd) all the "Review Dates" shall be the term commencement date and the term expiry date of the other terms Renewal Lease;
(e) the Tenant's option to break in clause 8 and conditions contained in this Lease, as all references to it may have been amended from time to time, shall be as set out in omitted; and
(f) the term "Renewal Lease", this Lease, it being understood that there clause 9 and all references to them shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon omitted. 11/46479475_5 39UKMATTERS:45919740.1
9.5 The Principal Rent payable on and from the exercise term commencement date of the right of renewal granted by this Paragraph 32, this Paragraph 32 Renewal Lease shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration higher of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire Principal Rent passing on the expiration last day of this lease (ignoring any suspension or earlier termination abatement) and the Open Market Rent calculated in accordance with the provisions of the Third Schedule of this Lease. In addition The provisions of paragraph 7 of the Third Schedule will apply if the Principal Rent payable under the Renewal Lease has not been agreed or assessed by the term commencement date of the Renewal Lease.
9.6 If at the Term Expiry Date the Rents are suspended whether in whole or in part due to the foregoing, occurrence of damage or destruction by an Insured Risk or an Uninsured Risk then the renewal option contemplated by this Paragraph 32 parties agree that for the purposes of the Renewal Lease it shall automatically terminate be assumed that such damage or destruction is an event which applies to the Renewal Lease so that such suspension continues and become null the time periods referred to in clauses 5.4 and void and 5.5 shall be reduced so as to take into account any part of no further force and effect upon these time periods that have occurred during the earliest to occur of (i) the expiration or termination term of this Lease, (ii) .
9.7 Any guarantor who is guaranteeing the termination obligations of the Tenant’s right to possession Tenant at the expiry of the Premises, or Contractual Term shall be obliged to guarantee the Tenant's obligations under the Renewal Lease on the same terms (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and but shall not be available obliged to do so if during the 12 month period prior to the Term Expiry Date the Tenant itself would have been able to satisfy the condition in clause 3.64(b) if at any assigneetime during such period the Tenant had wished to take an assignment of the Lease).
9.8 Subject to clause 9.2, subtenantif the Tenant exercises its option pursuant to clause 9.1, or successor the Landlord shall grant and the Tenant shall accept the Renewal Lease on the date specified in clause 9.4(a).
9.9 Time is of the essence of the dates and periods referred to Tenant’s interests hereunderin this clause 9.
Appears in 1 contract
Sources: Lease Agreement (Mimecast LTD)
Right to Renew. Landlord hereby grants to Tenant a one-time option to renew the Lease as to the Premises, as the same may have been expanded pursuant to Paragraph 31 hereof, upon the terms and conditions of this Paragraph 32 if:
(a) A. Provided Tenant is not in default under of any of the terms, conditions or covenants of this Lease, it is agreed by and between the parties that Tenant shall have two (2), five (5) year options to extend the term of the Lease beyond any time requiring a minimum of six (6) months written notice to cure Landlord. The same terms which apply during the original term shall apply during the extension terms, except that the Base Rent for the extension terms shall be at the time then prevailing "Market Rate" for similar space as such option term is exerciseddefined below.
B. For purposes of this section, "Market Rate" shall be defined as the then fair market net rental value of the Premises, as of the date of commencement of the renewal term, determined in accordance with the provisions set forth below. The fair market net rental value of the Premises shall mean the net rental that would be agreed to by Landlord and a new tenant, each of which is willing, but neither of whom is compelled, to enter into the Lease transaction. The fair market net rental value shall be determined on the basis of the assumptions that: (i) the Operating Expense base year shall be updated to the first full lease year of the renewal term; and (ii) the fair market net rental value shall be projected to the commencement date of the applicable renewal term. The fair market net rental value to be determined shall not take into account any existing tenant improvements or special uses or rights afforded to the Tenant under the Lease in connection with the Premises except for the additional value attributable to Additional Parking provided to this Tenant in excess of normal building parking ratios, but shall take into account the following factors:
(i) rental for comparable space in "Comparable Buildings" (taking into consideration but not limited to use, location, and/or floor level with any applicable building, definition of net rentable area, quality, age and location of the applicable buildings);
(ii) the rentable area of the Premises;
(iii) the length of the pertinent renewal term;
(iv) the extent to which the tenant improvement allowance, rent, credit, moving allowance, space planning allowance, or similar inducements given to Tenant are lesser or greater than that which would have been given to a comparable new tenant in a Comparable Building; and
(bv) Tenant gives Landlord written notice of the exercise of the renewal of this Lease not later than nine (9) months prior to the end of the Term (the “Renewal Notice of Exercise”), time being of the essence. Tenant’s failure to deliver the Renewal Notice of Exercise to Landlord during the notice period specified in this subparagraph (b) shall be deemed a waiver quality and creditworthiness of Tenant’s right to exercise its option to renew. Landlord and Tenant agree that if, prior to the date Tenant delivers the Renewal Notice of Exercise, Tenant has leased any Offer Space (as defined in Paragraph 31 hereof), the Renewal Notice of Exercise and the subsequent renewal of this Lease pursuant to this Paragraph 32 shall include and be applicable to such Offer Space. Landlord and Tenant further agree that, unless expressly provided in said Paragraph 31, any right of first offer granted by said Paragraph 31 shall expire as of the original Expiration Date of this Lease and shall not be available during the renewal term.] If Tenant elects to renew this Lease under this Paragraph 31, the following terms and conditions shall apply:
(x) the renewal term in question shall commence upon the expiration of the Term and continue thereafter for a period of thirty-six (36) months;
(y) Base Rent for the Premises for the renewal term shall be Market Rent (as defined in Paragraph 33 below);
(z) all of the other terms and conditions contained in this Lease, as it may have been amended from time to time, shall be as set out in this Lease, it being understood that there shall be no rights of renewal or extension except as provided in this Paragraph 32, and, upon the exercise of the right of renewal granted by this Paragraph 32, this Paragraph 32 shall be of no further force or effect and Tenant shall have no right to further renew or extend the Term at the expiration of the renewal term. Within fifteen (15) days after request thereof from Landlord. Tenant shall execute and deliver to Landlord those instruments which Landlord may request to evidence the renewal described in this Paragraph 32. The rights of Tenant under this Paragraph 32 shall not be severed from this Lease or separately sold, assigned, or otherwise transferred, and shall expire on the expiration or earlier termination of this Lease. In addition to the foregoing, the renewal option contemplated by this Paragraph 32 shall automatically terminate and become null and void and of no further force and effect upon the earliest to occur of (i) the expiration or termination of this Lease, (ii) the termination of the Tenant’s right to possession of the Premises, or (iii) the failure of Tenant to timely or properly exercise the rights granted by this Paragraph 32. The right contemplated by this Paragraph shall not survive the expiration or termination of this Lease, and shall not be available to any assignee, subtenant, or successor to Tenant’s interests hereunder.
Appears in 1 contract