Common use of Tenant’s First Offer Right Clause in Contracts

Tenant’s First Offer Right. Provided that (a) Tenant is not then in default under any of the terms, covenants or conditions of this Lease on Tenant's part to be observed or performed after notice and beyond the expiration of any applicable grace and cure periods and (b) Tenant and its subsidiaries and affiliates, in contradistinction to any subtenants or other occupants, shall then be in occupancy of at least fifty (50%) percent of the space leased to Tenant under this Lease (for the purposes of this Article 40 any space leased to Tenant under this Lease which has been eliminated from the Demised Premises pursuant to Section 11.03 shall be deemed space leased to Tenant under this Lease), then Tenant shall have the right (sometimes referred to herein as "Tenant's First Offer Right"), subject to the provisions of this Article, exercisable in accordance with the provisions of Section 40.02, to lease and add to the Demised Premises that portion of the tenth (10th) floor of the Building indicated by outlining and diagonal markings on the floor plan initialled by the parties and annexed hereto as Exhibit 3 (such space is referred to herein as the "Additional Space"), if after the initial leasing by Owner of such Additional Space it becomes "available for leasing" during the Demised Term. Tenant acknowledges that Owner may initially lease the Additional Space for whatever term, and upon all other terms, covenants and conditions, and to whomever it desires in Owner's sole judgment. The Additional Space shall not be deemed "available for leasing" if (a) the then tenant of the Additional Space or any assignee, subtenant or other occupant holding through or under such tenant shall enter into (i) any agreement with Owner extending the letting agreement affecting the Additional Space or (ii) any new lease with Owner affecting the Additional Space, or (b) any other tenant in the Building or any assignee of such other tenant shall exercise any contractual option or right which such tenant or assignee has to lease the Additional Space. Notwithstanding the foregoing provisions of this Section 40.01, Tenant shall not have the right to lease and add to the Demised Premises the Additional Space pursuant to Tenant's First Offer Right which becomes available for leasing if, at the time of the exercise of such Tenant's First Offer Right by Tenant, there are less than eighteen (18) months remaining of the Demised Term of this Lease, unless Tenant has unconditionally exercised Tenant's single renewal option set forth in Article 39 so as to extend the Demised Term for more than eighteen (18) months.

Tenant’s First Offer Right. Provided that (a) Tenant is not then in default under (x) any of the non-monetary terms, covenants or conditions of this Lease on Tenant's ’s part to be observed or performed after beyond the applicable notice and beyond grave periods set forth in this Lease or (y) under any of the expiration monetary terms, covenants or conditions of any applicable grace and cure periods this Lease on Tenant’s part to be observed or performed and (b) Tenant and its subsidiaries and affiliatesTenant, in contradistinction to any subtenants or other occupants, occupants (other than subtenants referred to in Section 11.06B) shall then be in occupancy of at least fifty (50%) percent of the space leased to Tenant under this Lease entire Demised Premises (for the purposes of this Article 40 any space leased to Tenant under this Lease which has been eliminated from the Demised Premises pursuant to Section 11.03 shall be deemed space leased to Tenant under this Lease), ) then Tenant shall have the right (sometimes referred to herein as "“Tenant's ’s First Offer Right"”), subject to the provisions of this Article, exercisable in accordance with the provisions of Section 40.02, to lease and add to the Demised Premises that portion of the tenth space on the eighteenth (10th18th) floor of the Building indicated by outlining and diagonal markings on Building, which space is contiguous to the floor plan initialled by the parties and annexed hereto as Exhibit 3 Demised Premises initially demised hereunder (such space is referred to herein as the "“Additional Space"”), if after the initial leasing by Owner of such Additional Space it becomes "“available for leasing" ” during the Demised Term. Tenant acknowledges that Owner may initially lease the Additional Space for whatever term, and upon all other terms, covenants and conditions, and to whomever it desires in Owner's sole judgment. The No Additional Space shall not be deemed "“available for leasing" ” if (a) the then tenant of the Additional Space or any assignee, successor, subtenant or other occupant holding through or under such tenant tenant, shall enter into (i) any agreement with Owner extending the letting agreement affecting the Additional Space or (ii) any new lease with Owner affecting the Additional Space, or (b) any other tenant in the Building or any assignee or successor of such other tenant shall exercise any contractual option or right which such tenant or assignee has it has, as of the date of this Lease, to lease the Additional SpaceSpace (whether the Additional Space in question is specifically referred to in any such contractual option or right or Owner must utilize such Additional Space in question in order to satisfy such contractual option or right). Notwithstanding the foregoing provisions of this Section 40.01, Tenant shall not have the right to lease and add to the Demised Premises the Additional Space pursuant to Tenant's ’s First Offer Right which becomes available for leasing if, at if the time of Expected Vacancy Date (as defined in Section 40.02A) as set forth in Owner’s Availability Notice (as defined in Section 40.02A) is later than the exercise of such Tenant's First Offer Right by Tenant, there are less than eighteen date three (183) months remaining of years immediately preceding the Demised Term then current Expiration Date of this Lease, unless Tenant has unconditionally exercised Tenant's single renewal option set forth in Article 39 so as to extend the Demised Term for more than eighteen (18) months.

Tenant’s First Offer Right. Provided that (a) Tenant is not then in default (x) under any of the terms, covenants or conditions of this Lease on Tenant's the part of Tenant to be observed or performed after other than the payment of Fixed Rent and increases thereto due under Article 23 of the Lease, beyond the applicable notice and beyond grace period set forth in the expiration Lease or (y) of any applicable grace the covenants to pay the Fixed Rent and cure periods increases thereto under Article 23; and (b) Tenant and its Tenant’s subsidiaries and affiliatesaffiliates (each, as defined in Section 11.05), in contradistinction to any other subtenants or other occupants, shall then be in occupancy of at least fifty eighty percent (5080%) percent of the space leased to Tenant under this Lease Demised Premises (for the purposes of this Article 40 any space leased to Tenant under this Lease which has been eliminated from the Demised Premises pursuant to Section 11.03 shall be deemed space leased to Tenant under this Lease), ) then Tenant shall have the right (sometimes referred to herein as "“Tenant's ’s First Offer Right"”), subject to the provisions of this Article, exercisable in accordance with the provisions of Section 40.02, to lease and add to the Demised Premises that portion of any space on the tenth twenty-first (10th21st) floor, the twenty-third (23rd) floor and the thirty-first (31st) floor of the Building indicated by outlining and diagonal markings on the floor plan initialled by the parties and annexed hereto as Exhibit 3 (each such space is referred to herein as the "an “Additional Space"”), if (x) with respect to any space on the twenty-first (21st) floor of the Building, after the initial leasing by Owner of such Additional Space after the date hereof, it becomes "“available for leasing" ” during the Demised Term and (y) with respect to any space on the twenty-third (23rd) floor and/or thirty-first (31st) floor, it becomes “available for leasing” during the Demised Term. Tenant acknowledges that Owner may initially lease the any Additional Space on the twenty-first (21st) floor for whatever term, and upon all other terms, covenants and conditions, and to whomever it desires in Owner's ’s sole judgment. The No Additional Space shall not be deemed "“available for leasing" ” if (a) the then tenant of the Additional Space or any assignee, successor, subtenant or other occupant holding through or under such tenant tenant, shall enter into (i) any agreement with Owner extending the letting agreement affecting the Additional Space or (ii) any new lease with Owner affecting the Additional Space, or (b) any other tenant in the Building or any assignee or successor of such other tenant shall exercise any contractual option or right which such tenant or assignee has it has, as of the date hereof, to lease the Additional SpaceSpace (whether the Additional Space in question is specifically referred to in any such contractual option or right or Owner must utilize such Additional Space in question in order to satisfy such contractual option or right). Notwithstanding the foregoing provisions of this Section 40.01, Tenant shall not have the right to lease and add to the Demised Premises the Additional Space pursuant to Tenant's ’s First Offer Right which becomes available for leasing if, at the time of Expected Vacancy Date (as defined in Section 40.02A) as set forth in Owner’s Availability Notice (as defined in Section 40.02A) is later than the exercise of such Tenant's First Offer Right by Tenant, there are less than eighteen date four (184) months remaining of years immediately preceding the Demised Term then current Expiration Date of this Lease, unless Tenant has unconditionally exercised Tenant's single renewal option set forth in Article 39 so as to extend the Demised Term for more than eighteen (18) months.. 

Tenant’s First Offer Right. Provided that (a) Tenant is not then in default (x) under any of the terms, covenants or conditions of this Lease on Tenant's part to be observed or performed after notice other than the payment of Fixed Rent and increases thereto due under Article 23 of the Lease, beyond the expiration of any the applicable notice and grace period set forth in this Lease or (y) in the observance and cure periods performance of the covenants to pay the Fixed Rent and increases thereto under Article 23 of this Lease, and (b) Tenant and its subsidiaries and affiliatesTenant, in contradistinction to any subtenants or other occupants, shall then be in occupancy of at least fifty (50%) percent of the space leased to Tenant under this Lease entire Demised Premises (for the purposes of this Article 40 any space leased to Tenant under this Lease which has been eliminated from the Demised Premises pursuant to Section 11.03 shall be deemed space leased to Tenant under this Lease), ) then Tenant shall have the right (sometimes referred to herein as "Tenant's First Offer Right"), subject to the provisions of this Article, exercisable in accordance with the provisions of Section 40.02, to lease and add to the Demised Premises that portion of the tenth entire twenty-seventh (10th27th) floor of the Building indicated by outlining and diagonal markings on the floor plan initialled by the parties and annexed hereto as Exhibit 3 (such space is referred to herein as the "Additional Space"), if after the initial leasing by Owner of such Additional Space it becomes "available for leasing" during the Demised Term. Tenant acknowledges that Owner may initially lease the Additional Space for whatever term, and upon all other terms, covenants and conditions, and to whomever it desires in Owner's sole judgment. The Additional Space shall not be deemed "available for leasing" if (a) the then tenant of the Additional Space or any assignee, successor, subtenant or other occupant holding through or under such tenant tenant, shall enter into (i) any agreement with Owner extending the letting agreement affecting the Additional Space or (ii) any new lease with Owner affecting the Additional Space, or (b) any other tenant in the Building or any assignee or successor of such other tenant shall exercise any contractual option or right which such tenant it or assignee has to lease the Additional SpaceSpace (whether the Additional Space is specifically referred to in any such contractual option or right or Owner must utilize the Additional Space in order to satisfy such contractual option or right). Notwithstanding the foregoing provisions of this Section 40.01, Tenant shall not have the right to lease and add to the Demised Premises the Additional Space pursuant to Tenant's First Offer Right which becomes available for leasing if, at the time of the exercise of such Tenant's First Offer Right by Tenant, there are less than eighteen five (185) months years remaining of the Demised Term of this Lease, unless Tenant has unconditionally exercised the applicable Tenant's single renewal option set forth in Article 39 so as to extend the Demised Term for more than eighteen five (185) monthsyears.