Common use of Tenant Election Clause in Contracts

Tenant Election. Tenant will have fifteen (15) Business Days from the date of its receipt of the ROFR Asset Offer (the “ROFR Asset Election Period”) to elect to acquire the Leased Property pursuant to the purchase contract included in the Third Party Asset Offer. If Tenant desires to acquire the Leased Property pursuant to such terms, then prior to the end of the ROFR Asset Election Period, Tenant must deliver a notice of acceptance (the “ROFR Asset Acceptance Notice”) to Landlord. If Tenant rejects the Third Party Asset Offer or does not timely accept such offer, then Landlord may proceed to close on the Third Party Asset Offer with the proposed buyer in accordance with the substantially unmodified terms of the Third Party Asset Offer only if such Transfer is completed prior to the later to occur of (i) sixty (60) days after the last day of the ROFR Asset Election Period and (ii) the date on which all regulatory approvals required to consummate such Transfer have been obtained (such dates in subsections (i) and (ii), as applicable, the “ROFR Asset Transfer Deadline”). If the terms of such Transfer are modified pursuant to a Material Amendment or such Transfer is not completed by the ROFR Asset Transfer Deadline, then Tenant shall again have the opportunity to be the buyer under any Third Party Asset Offer, and Landlord must send Tenant a new ROFR Asset Sale Notice and comply again with this Section 25.3 upon receipt of any Third Party Asset Offer. At no time during the Term (i) may Landlord elect to Transfer all or any portion of the Landlord Interests or any interest therein except pursuant to a Permitted Sale, whether or not Tenant has elected or rejected the ROFR Asset Offer, nor (ii) may any direct or indirect owner of any Landlord Equity Interest (which direct or indirect ownership interest in Landlord’s Equity Interest constitutes such owner’s sole material asset) Transfer such direct or indirect ownership interest if the result of such Transfer would be that the Landlord Majority Owner would be a different Person, (unless, with respect to such proposed Transfer, Tenant is afforded a right of first refusal substantially consistent with the right of first refusal in favor of Tenant under this Section 25.3 with respect to proposed Transfers of the Leased Property), and in either case, any such Transfer by Landlord in violation of this Section 25.3 or Section 17.5 shall be void ab initio. This restriction on Transfer and Tenant’s right of first refusal under this Section 25.3 are absolute, appurtenant, and shall run with the land with respect to the Leased Property and this Lease.

Tenant Election. Tenant will have fifteen (15) Business Days from the date of its receipt of the ROFR Asset Offer (the ““ ROFR Asset Election PeriodPeriod ”) to elect to acquire the Leased Property pursuant to the purchase contract included in the Third Party Asset Offer. If Tenant desires to acquire the Leased Property pursuant to such terms, then prior to the end of the ROFR Asset Election Period, Tenant must deliver a notice of acceptance (the ““ ROFR Asset Acceptance NoticeNotice ”) to Landlord. If Tenant rejects the Third Party Asset Offer or does not timely accept such offer, then Landlord may proceed to close on the Third Party Asset Offer with the proposed buyer in accordance with the substantially unmodified terms of the Third Party Asset Offer only if such Transfer is completed prior to the later to occur of (i) sixty (60) days after the last day of the ROFR Asset Election Period and (ii) the date on which all regulatory approvals required to consummate such Transfer have been obtained (such dates in subsections (i) and (ii), as applicable, the ““ ROFR Asset Transfer DeadlineDeadline ”). If the terms of such Transfer are modified pursuant to a Material Amendment or such Transfer is not completed by the ROFR Asset Transfer Deadline, then Tenant shall again have the opportunity to be the buyer under any Third Party Asset Offer, and Landlord must send Tenant a new ROFR Asset Sale Notice and comply again with this Section 25.3 upon receipt of any Third Party Asset Offer. At no time during the Term (i) may Landlord elect to Transfer all or any portion of the Landlord Interests or any interest therein except pursuant to a Permitted Sale, whether or not Tenant has elected or rejected the ROFR Asset Offer, nor (ii) may any direct or indirect owner of any Landlord Equity Interest (which direct or indirect ownership interest in Landlord’s such Landlord Equity Interest constitutes such owner’s sole material asset) Transfer such direct or indirect ownership interest if the result of such Transfer would be that the Landlord Majority Owner would be a different Person, Person (unless, with respect to such proposed Transfer, Tenant is afforded a right of first refusal substantially consistent with the right of first refusal in favor of Tenant under this Section 25.3 with respect to proposed Transfers of the Leased Property), and in either case, any such Transfer by Landlord in violation of this Section 25.3 or Section 17.5 shall be void ab initioinitio . This restriction on Transfer and Tenant’s right of first refusal under this Section 25.3 are absolute, appurtenant, and shall run with the land with respect to the Leased Property and this Lease.

Tenant Election. Tenant will have fifteen (15) Business Days from the date of its receipt of the ROFR Asset Offer (the “ROFR Asset Election Period”) to elect to acquire the Leased Property pursuant to the purchase contract included in the Third Party Asset Offer. If Tenant desires to acquire the Leased Property pursuant to such terms, then prior to the end of the ROFR Asset Election Period, Tenant must deliver a notice of acceptance (the “ROFR Asset Acceptance Notice”) to Landlord. If Tenant rejects the Third Party Asset Offer or does not timely accept such offer, then Landlord may proceed to close on the Third Party Asset Offer with the proposed buyer in accordance with the substantially unmodified terms of the Third Party Asset Offer only if such Transfer is completed prior to the later to occur of (i) sixty (60) days after the last day of the ROFR Asset Election Period and (ii) the date on which all regulatory approvals required to consummate such Transfer have been obtained (such dates in subsections (i) and (ii), as applicable, the “ROFR Asset Transfer Deadline”). If the terms of such Transfer are modified pursuant to a Material Amendment or such Transfer is not completed by the ROFR Asset Transfer Deadline, then Tenant shall again have the opportunity to be the buyer under any Third Party Asset Offer, and Landlord must send Tenant a new ROFR Asset Sale Notice and comply again with this Section 25.3 upon receipt of any Third Party Asset Offer. At no time during the Term (i) may Landlord elect to Transfer all or any portion of the Landlord Interests or any interest therein except pursuant to a Permitted Sale, whether or not Tenant has elected or rejected the ROFR Asset Offer, nor (ii) may any direct or indirect owner of any Landlord Equity Interest (which direct or indirect ownership interest in Landlord’s such Landlord Equity Interest constitutes such owner’s sole material asset) Transfer such direct or indirect ownership interest if the result of such Transfer would be that the Landlord Majority Owner would be a different Person, Person (unless, with respect to such proposed Transfer, Tenant is afforded a right of first refusal substantially consistent with the right of first refusal in favor of Tenant under this Section 25.3 with respect to proposed Transfers of the Leased Property), and in either case, any such Transfer by Landlord in violation of this Section 25.3 or Section 17.5 shall be void ab initio. This restriction on Transfer and Tenant’s right of first refusal under this Section 25.3 are absolute, appurtenant, and shall run with the land with respect to the Leased Property and this Lease.