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

Tenant’s Right of First Offer. Prior to marketing the Premises for any Transfer of the Premises, Landlord shall first give written notice to Tenant (a "Transfer Notice") of Landlord's desire to transfer the Premises and the specific terms and conditions that would be acceptable to Landlord, including but not limited to price, closing conditions and time for closing ("Landlord's Transfer Terms"). Tenant shall have the right (but not the obligation) during the fifteen (15) day period after receipt of the Transfer Notice in which to give Landlord either (1) written notice of Tenant's agreement to Landlord's Transfer Terms, in which event Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have fifteen (15) days after receipt of Tenant's Transfer Terms to accept or reject Tenant's Transfer Terms by written notice to Tenant. If Landlord accepts Tenant's Transfer Terms, Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Tenant's Transfer Terms and such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord shall be free, for a period of one hundred eighty (180) days after its written notice to Tenant rejecting Tenant's Transfer Terms, to transfer the Premises to any other Person on Landlord's Transfer Terms or such other terms and conditions as Landlord may determine, provided that such terms and conditions shall provide Landlord with at least 95% of the purchase price included in Tenant's Transfer Terms. Tenant shall have the right to review all agreements between Landlord and any other Person governing the Transfer of the Premises to confirm that the terms and conditions thereof are not less favorable than Tenant's Transfer Terms. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. In the event Tenant fails to respond to any Transfer Notice within thirty (30) days after receipt of same, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires, to Transfer the Premises to any other Person on such terms and conditions as Landlord, in its sole discretion, may determine. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. Notwithstanding Tenant's failure for any reason to purchase the Premises from Landlord pursuant to this Section 22.1, this Lease shall remain in effect in accordance with its terms and any Person that purchases the Premises from Landlord shall take ownership of the Premises subject to this Lease, including, without limitation, Tenant's Right of First Offer hereunder, which shall apply to any future transfer of the Premises by said purchaser or its successors or assigns.

Tenant’s Right of First Offer. Prior If, at any time during the Term, Landlord shall desire to marketing lease any portion of the Building which is contiguous to the Premises for (the “Expansion Space”) to a third party other than the existing tenant in any Transfer of such space, or any other party having any pre-existing rights to the PremisesExpansion Space, Landlord shall first give written Tenant notice to Tenant (a "Transfer “Landlord’s Notice"”) of Landlord's desire to transfer the Premises and the specific terms and conditions that would be acceptable upon which Landlord is willing to Landlord, including but not limited to price, closing conditions and time for closing ("lease the Expansion Space. Any such Landlord's Transfer Terms"Notice delivered by Landlord shall describe the applicable Expansion Space and the rentable square feet thereof (as reasonably determined by Landlord pursuant to the applicable BOMA Standard), and shall set forth the terms upon which Landlord would lease such applicable Expansion Space to Tenant, including, without limitation (i) the anticipated date upon which such applicable Expansion Space will be available for lease by Tenant and the commencement date therefor, (ii) a schedule of construction of tenant improvements for such applicable Expansion Space, if any, which shall take into account the length of the remaining Term of this Lease on fair market terms (iii) the Base Rent payable for such applicable Expansion Space, which shall be equal to the Prevailing Fair Market Rental Rate for such applicable Expansion Space, as defined in Exhibit B and as reasonably determined by Landlord (subject, however, to Tenant's right to object thereto and cause the Base Rent to be determined through arbitration pursuant to Exhibit B) and taking into account the remaining Term of the Lease, (iv) any tenant improvement allowance for such applicable Expansion Space (which amount shall be reasonably determined by Landlord as part of the Prevailing Fair Market Rental Rate for such applicable Expansion Space described in Landlord's Notice taking into account the remaining Term of the Lease), and (v) the term of the lease for such applicable Expansion Space, which shall in all events be coterminous with the Term for the Premises (as it may be extended pursuant to Exhibit B). Tenant shall have the right right, exercisable by notice to Landlord within ten (but not 10) business days after the obligation) during date of Landlord’s Notice, the fifteen (15) day period after receipt time of giving of such notice to be of the Transfer Notice in which to give Landlord either (1) written notice essence of Tenant's agreement to Landlord's Transfer Terms, in which event Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have fifteen (15) days after receipt of Tenant's Transfer Terms to accept or reject Tenant's Transfer Terms by written notice to Tenant. If Landlord accepts Tenant's Transfer Terms, Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Tenant's Transfer Terms and such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord shall be free, for a period of one hundred eighty (180) days after its written notice to Tenant rejecting Tenant's Transfer Termsthis agreement, to transfer lease the Premises to any other Person on Landlord's Transfer Terms or such other terms and conditions as Landlord may determine, provided that such terms and conditions shall provide Landlord with at least 95% of the purchase price included in Tenant's Transfer Terms. Tenant shall have the right to review all agreements between Landlord and any other Person governing the Transfer of the Premises to confirm that Expansion Space upon the terms and conditions thereof are contained therein, provided that, at the time of Tenant’s exercise, this Lease shall be in full force and effect and Tenant shall not less favorable than shall be in default hereunder beyond any applicable notice and grace period. Landlord and Tenant shall thereupon enter into an amendment of this Lease acceptable to Landlord to provide for (i) the inclusion of the Expansion Space in the Premises, (ii) an increase in the Base Rent by an amount equal to that specified in Landlord’s Notice and (iii) an increase in Tenant's Transfer Terms’s Percentage to reflect the inclusion of the Expansion Space in the Premises. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day periodIn all other respects, the Premises terms and conditions contained in this Lease shall forthwith again become subject to Tenant's Right of First Offer hereunderremain unmodified. In the event that Tenant fails to respond to any Transfer exercise its right as aforesaid within ten (10) business days of the date of Landlord's Notice or, in the event Tenant shall have exercised its right and Landlord and Tenant shall not have executed an amendment of this Lease as aforesaid within thirty (30) days after receipt from the date of sameLandlord’s Notice, Tenant shall be deemed to have waived its rights under this Section 33 with respect to the Expansion Space, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires, have the absolute right to Transfer lease the Premises Expansion Space to any other Person on such terms person or entity and conditions as Landlord, in its sole discretion, may determine. If Landlord does not so Transfer Tenant shall have no further rights with respect to the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunderExpansion Space. Notwithstanding Tenant's failure for any reason exercise of its right to purchase lease the Premises from Landlord Expansion Space pursuant to the terms of this Section 22.1Section, this Lease shall remain in effect in accordance with its terms and any Person that purchases the Premises from Landlord shall take ownership not be obligated to deliver possession of the Premises subject Expansion Space to this LeaseTenant if, including, without limitation, Tenant's Right prior to delivery of First Offer hereunder, which shall apply to any future transfer possession of the Premises by said purchaser Expansion Space, Tenant shall be in default hereunder beyond any applicable notice and grace period, in which event the rights of Tenant hereunder shall terminate and be of no further force or its successors or assignseffect.

Tenant’s Right of First Offer. Prior to marketing Landlord may accept or reject Tenant’s Right of First Offer at its sole and absolute discretion; provided, however, that during the Premises for any Transfer of the PremisesROFO Period, Landlord shall first give written notice to Tenant (a "Transfer Notice") of Landlord's desire to transfer the Premises and the specific terms and conditions that would be acceptable to Landlordprohibited from selling, including but not limited to priceleasing, closing conditions and time for closing ("Landlord's Transfer Terms"). Tenant shall have the right (but not the obligation) during the fifteen (15) day period after receipt licensing, assigning, conveying, or otherwise transferring or disposing, directly or indirectly, all or any part of the Transfer Notice Cemeteries to any other person or entity, or entering into an agreement to effect any of the foregoing or a management, operating or similar agreement for all or any part of the Cemeteries with another person or entity, (collectively, a “Triggering Transaction”) without first providing Tenant with the opportunity to match the third party offer in which to give all material respects. Landlord either (1) written shall provide Tenant with notice of Tenant's the proposed Triggering Transaction together with a copy of the term sheet or form of definitive agreement for the Triggering Transaction (collectively, “Triggering Transaction Notice”) at least 45 days prior to Landlord's Transfer Terms, in which event the date that Landlord shall transfer desires to enter into the Premises to Tenant, and Tenant shall acquire agreement for the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have Triggering Transaction. Within fifteen (15) days after receipt of Tenant's Transfer Terms to accept or reject Tenant's Transfer Terms by written notice to Tenant. If Landlord accepts Tenant's Transfer Termsdelivers such notice, Landlord shall transfer the Premises to Tenant, and Tenant shall acquire notify Landlord in writing whether Tenant will offer to enter into the Premises from Landlord, in accordance with Tenant's Transfer Terms and such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord shall be free, for a period of one hundred eighty (180) days after its written notice to Tenant rejecting Tenant's Transfer Terms, to transfer Triggering Transaction on the Premises to any other Person on Landlord's Transfer Terms or such other same terms and conditions as Landlord may determine, provided that in all material respects or whether it will not. Tenant’s failure to respond within such fifteen (15) day time period will be deemed a decision by Tenant to not offer to enter into the Triggering Transaction on the same terms and conditions shall provide Landlord with at least 95% of in all material respects. If Tenant offers to enter into the purchase price included in Tenant's Transfer Terms. Tenant shall have Triggering Transaction on the right to review all agreements between Landlord and any other Person governing the Transfer of the Premises to confirm that the same terms and conditions thereof are not less favorable than Tenant's Transfer Termsin all material respects as set forth in the Triggering Transaction Notice, the parties thereafter shall negotiate in good faith to enter into a definitive agreement with respect to such transaction. If Landlord Tenant does not so Transfer offer to enter into the Premises within Triggering Transaction on the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. In the event Tenant fails to respond to any Transfer Notice within thirty (30) days after receipt of same, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires, to Transfer the Premises to any other Person on such same terms and conditions in all material respects as Landlordset forth in the Triggering Transaction Notice, in its sole discretion, Landlord may determine. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. Notwithstanding Tenant's failure for any reason to purchase the Premises from Landlord pursuant to this Section 22.1, this Lease shall remain in effect in accordance with its terms enter into and any Person that purchases the Premises from Landlord shall take ownership of the Premises subject to this Lease, including, without limitation, Tenant's Right of First Offer hereunder, which shall apply to any future transfer of the Premises by said purchaser or its successors or assigns.complete

Tenant’s Right of First Offer. Prior Tenant shall have and is hereby granted the primary right of first offer to marketing add to the Premises for demised hereunder all or any Transfer portion of any space located on the tenth (10th) floor of the PremisesBuilding, that become "available for lease" from time to time at any time after the Commencement Date (such right herein called the "Right of First Offer"). It shall be a condition to Tenant's ability to lease any First Offer Space that as of the commencement of the lease of such First Offer Space, Tenant leases and occupies the entire eleventh (11th) floor of the Building. Subject to the following sentence, any First Offer Space shall be deemed to be "available for lease" upon expiration or other termination of any then-current lease of such space. Landlord shall first give written at all times have the right to renew or extend the lease of any occupant of any First Offer Space without triggering Tenant's rights under this section. Landlord shall notify Tenant in writing promptly after Landlord learns of the projected availability of such space no more than fifteen (15) nor less than five (5) months prior to the projected availability of such space. Such notice to Tenant (a "Transfer First Offer Notice") of shall include Landlord's desire to transfer reasonable good faith proposal of the Premises Fair Market Rental Value (as defined in Exhibit E below) for such First Offer Space, including the proposed Base Rent, Additional Rent and tenant improvement allowance, leasing commission and other material concessions, if any and the specific terms and conditions date that would such First Offer Space will be acceptable available to Landlord, including but not limited to price, closing conditions and time for closing ("Landlord's Transfer Terms")Tenant. Tenant shall have the right ten (but not the obligation10) during the fifteen (15) day period after business days from receipt of the Transfer Notice in such notice within which to give notify Landlord either (1) written notice in writing of Tenant's agreement acceptance of such offer to Landlord's Transfer Terms, in which event Landlord shall transfer add all of such space to the Premises to Tenant, and Tenant shall acquire on the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from set forth in Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have fifteen (15) days after receipt of Tenant's Transfer Terms to accept or reject Tenant's Transfer Terms by written notice to Tenant. If Landlord accepts Tenant's Transfer TermsTenant does not timely exercise its option to lease any particu lar First Offer Space, Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Tenant's Transfer Terms and such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord shall be free, for a period of have one hundred eighty (180) days after its written notice thereafter within which to Tenant rejecting Tenant's Transfer Terms, lease such space to transfer the Premises to any other Person on Landlord's Transfer Terms or such other terms and conditions as Landlord may determine, provided that such terms and conditions shall provide Landlord with at least 95another prospective tenant for a net effective rental rate which is not less than 90% of the purchase price included net effective rent offered to Tenant in Tenant's Transfer Terms. Tenant shall have the right to review all agreements between Landlord and any other Person governing the Transfer of the Premises to confirm that the terms and conditions thereof are not less favorable than Tenant's Transfer Termsrelated First Offer Notice. If Landlord does shall not have so Transfer the Premises leased said space within the applicable one hundred eighty (said 180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. In the event Tenant fails to respond to any Transfer Notice within thirty (30) days after receipt of same, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires(such 180-day period to be extended if Landlord and a third party have fully executed a letter of intent with respect to such space and have executed a lease within 45 days thereafter) or if Landlord desires to lease said space at a net effective rental rate less than 90% of the rate offered to Tenant, then such space shall again be offered to Transfer the Premises to any other Person on such terms and conditions as Landlord, in its sole discretion, may determineTenant by a new First Offer Notice hereunder. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. Notwithstanding Tenant's failure for any reason to purchase the Premises from Landlord Tenant has validly exercised its option pursuant to this Section 22.128.2, this Lease then, such First Offer Space which Tenant has elected to lease shall remain be included in effect in accordance with its the Premises, subject to all the agreements, terms and any Person that purchases the Premises from Landlord shall take ownership conditions of the Premises subject to this Lease, including, without limitation, Tenant's Right of First Offer hereunder, which shall apply to any future transfer of with the Premises by said purchaser or its successors or assigns.following exceptions and modifications:

Tenant’s Right of First Offer. Prior (i) For Space Adjacent to marketing the Premises (Ongoing Right): Tenant shall have an ongoing right of first offer (“Adjacent ROFO”) for the lease of any Transfer space adjacent to the Premises in the Building that becomes available during the Term (the “Adjacent Offer Space”). Such Adjacent ROFO is subject to any and all rights of other tenants in the Building with respect to the Adjacent First Offer Space (including renewal and extension rights, rights of first offer, first negotiation, rights of first refusal or other expansion rights) which Landlord demonstrates to Tenant’s reasonable satisfaction (subject to any applicable non-disclosure agreements) as existing as of the Premisesdate of this Lease (collectively, “Existing Tenant Rights”). Such Adjacent ROFO (i) may only be exercised with respect to vacant space or space which has been previously leased and as to which an existing tenant of the Building has not elected to extend its lease or re-lease such space or exercise any of its Existing Tenant Rights, and (ii) may only be exercised with respect to all of the Adjacent Offer Space being offered by Landlord. If any Adjacent Offer Space becomes available, Landlord shall first give written notice offer to lease the Adjacent Offer Space to Tenant (a "Transfer Notice") of Landlord's desire at the rent and on the same terms that Landlord intends to transfer offer the Premises Adjacent Offer Space to other prospective tenants, with concessions and construction allowances including Tenant’s Allowance and Additional Allowance, and payment terms for Additional TI Costs as provided in this Lease and proportionate to the specific terms and conditions that would be acceptable to Landlord, including but not limited to price, closing conditions and time for closing ("Landlord's Transfer Terms")remaining Term. Tenant shall have the right ten (but not the obligation10) during the fifteen (15) day period after days following receipt of Landlord’s offer with respect to the Transfer Notice in Adjacent Offer Space within which to give notify Landlord either (1) written notice in writing of Tenant's agreement its intention to Landlord's Transfer Termslease such Adjacent Offer Space, in which event Landlord shall transfer the Premises to and such notice, if given by Tenant, and shall constitute an acceptance of Landlord’s terms for the lease of such Adjacent First Offer Space. If Tenant exercises such Adjacent ROFO, the space to be leased by Tenant shall acquire be leased on the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have fifteen (15) days after receipt of Tenant's Transfer Terms to accept or reject Tenant's Transfer Terms by written notice to Tenant. If Landlord accepts Tenant's Transfer Terms, Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Tenant's Transfer Terms and such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord shall be free, for a period of one hundred eighty (180) days after its written notice to Tenant rejecting Tenant's Transfer Terms, to transfer the Premises to any other Person on Landlord's Transfer Terms or such other same terms and conditions as Landlord may determineare contained in the Lease including without limitation Tenant’s Allowance and Additional Allowance, provided and payment terms for Additional TI Costs, except for other economic and other terms specifically set forth in Landlord’s notice, which shall apply, and except that such terms and conditions shall provide Landlord with at least 95% of the purchase price included in Tenant's Transfer Terms. Tenant shall have the right to review all agreements between Landlord and any other Person governing the Transfer up to four (4) parking space permits per 1,000 square feet of rentable area of the additional leased space and at a rate of $85.00 plus any applicable taxes per permit for the initial Term and at the then current market rate for any Extended Term (herein the “Additional Parking Permits”), and the parties shall execute an amendment to the Lease to include such Adjacent Offer Space in the Premises and otherwise to confirm that provide for the terms and conditions thereof are not less favorable than Tenant's Transfer Termsleasing of the Adjacent Offer Space on such terms. If Landlord does not so Transfer the Premises Tenant fails to exercise Tenant’s Adjacent ROFO within the applicable one hundred eighty ten (18010) day period, Landlord may thereafter lease the Premises shall forthwith again become subject Adjacent Offer Space to Tenant's Right of First Offer hereunderany third party. In the event Tenant If Landlord fails to respond enter into a lease with a third party for the Adjacent Offer Space within six (6) months following Landlord’s notification to any Transfer Notice within thirty (30) days after receipt of sameTenant that the Adjacent Offer Space is available, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires, again notify and offer the Adjacent Offer Space to Transfer Tenant according to the Premises to any other Person on such terms and conditions as Landlordprovisions of this paragraph, in its sole discretion, may determine. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First the Existing Tenant Rights. At such time as any Adjacent Offer hereunder. Notwithstanding Tenant's failure for Space is leased by Tenant or any reason to purchase the Premises from Landlord pursuant to this Section 22.1, this Lease shall remain in effect in accordance with its terms and any Person that purchases the Premises from Landlord shall take ownership of the Premises subject to this Lease, including, without limitationthird party, Tenant's Right of First ’s Adjacent ROFO with respect to said Adjacent Offer hereunder, which Space shall apply to any future transfer of the Premises by said purchaser or its successors or assignslapse.

Tenant’s Right of First Offer. Prior a) Tenant shall have a right of first offer (“ROFO”) to marketing lease any additional space (“Additional Space”) on the Premises for any Transfer first (1st) or second (2nd) floor level of the Premisesoffice portion of the Building at any time after Landlord has determined that an existing tenant in the Additional Space will not extend or renew the term of its lease or will otherwise vacate the Additional Space (but prior to leasing such Additional Space to a party other than the existing tenant) subject to the rights of any other tenants of the Building pursuant to leases executed prior to the date hereof and provided that Tenant is not in default hereunder (beyond applicable notice and cure periods) at the time a Tenant’s ROFO arises or at the time Tenant elects to accept a proposed ROFO. Further, if the Additional Space has not been previously occupied by any tenant, Landlord shall first give written also be required to provide Tenant with a notice of the availability of such space. In the event such Additional Space becomes available during the Term, Landlord shall provide notice (“Notice of Availability”) to Tenant (a "Transfer Notice") of Landlord's desire to transfer the Premises that such Additional Space is available and the specific terms and conditions that would be acceptable upon which Landlord is willing to Landlord, including but not limited lease such space to price, closing conditions and time for closing ("Landlord's Transfer Terms"). Tenant shall have the right (but not the obligation) during the fifteen (15) day period after receipt of the Transfer Notice in which to give Landlord either (1) written notice of Tenant's agreement to Landlord's Transfer Terms, in which event Landlord shall transfer the Premises to Tenant, and Tenant shall acquire the Premises from Landlord, in accordance with Landlord's Transfer Terms, or (2) written notice of such other terms and conditions on which Tenant would be willing to acquire the Premises from Landlord, including but not limited to price, closing conditions and time for closing ("Tenant's Transfer Terms"), in which event Landlord shall have fifteen (15) business days after receipt of Tenant's Transfer Terms in order to accept or reject Tenant's Transfer Terms by written notice notify Landlord that it elects to Tenant. If Landlord accepts Tenant's Transfer Terms, Landlord shall transfer exercise its rights hereunder and expand the Premises to Tenantinclude all of the Additional Space offered. Tenant may not exercise a ROFO with respect to only a portion of the Additional Space. Except as otherwise set forth in this Section 51, and the terms offered to Tenant shall acquire the Premises from Landlord, in accordance with Tenant's Transfer Terms and respect to such other terms as are mutually acceptable to Landlord and Tenant. If Landlord rejects Tenant's Transfer Terms, Landlord Additional Space shall be free, for a period of one hundred eighty (180) days after its written notice to Tenant rejecting Tenant's Transfer Terms, to transfer the Premises to any other Person on Landlord's Transfer Terms or such other same terms and conditions as Landlord may determine, offered under this Lease except that: (i) any free rent or reduced rent obligations provided that such terms and conditions shall provide Landlord with at least 95% of the purchase price included for in Tenant's Transfer Terms. Tenant shall have the right to review all agreements between Landlord and any other Person governing the Transfer of the Premises to confirm that the terms and conditions thereof are not less favorable than Tenant's Transfer Terms. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. In the event Tenant fails to respond to any Transfer Notice within thirty (30) days after receipt of same, Landlord shall be free, for a period of one hundred eighty (180) days after such 30-day period expires, to Transfer the Premises to any other Person on such terms and conditions as Landlord, in its sole discretion, may determine. If Landlord does not so Transfer the Premises within the applicable one hundred eighty (180) day period, the Premises shall forthwith again become subject to Tenant's Right of First Offer hereunder. Notwithstanding Tenant's failure for any reason to purchase the Premises from Landlord pursuant to this Section 22.1, this Lease shall remain in effect in accordance with its terms and any Person that purchases not apply to the Premises from Additional Space; (ii) Landlord shall take ownership provide Tenant with a build out of the Additional Space, at Landlord’s cost and expense, similar in scope and cost to the Space Plan and Premises subject to Plan (each as defined in Exhibit C of this Lease); and (iii) the Fixed Basic Rent for the Additional Space shall be the rental rate provided in the Notice of Availability. Except as otherwise provided in this Section 51, including, without limitation, Tenant's Right the Term of First Offer hereunder, which such Additional Space shall apply to any future transfer of be coterminous with the Premises by said purchaser or its successors or assignsTerm under this Lease.