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

Tenant’s Right of First Refusal. If at any time during the Term of the Lease, Landlord receives any bona fide third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27.

Appears in 2 contracts

Samples: Consent to Sublease (Sige Semiconductor Inc), Consent to Sublease (Sige Semiconductor Inc)

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Tenant’s Right of First Refusal. If Provided that Tenant is not then in default beyond any applicable notice and cure periods, Landlord shall notify Tenant in writing (the “Landlord’s Notice”) if, at any time during the Term of the LeaseTerm, Landlord receives any bona fide third party offer to lease any available space on the second floor has a letter of Building 200 (“ROFR Space”) which the intent Landlord is willing intends to accept (an from a potential third party tenant) to lease all or any portion of the second floor, third floor, and/or sixth floor of the Building, which is not then included within the Leased Premises (the OfferOffer Premises”), Landlord agrees excluding, however, a transfer of the Offer Premises to give the holder of any first mortgage lien encumbering the Offer Premises. Upon receipt of Landlord’s Notice, which shall include the letter of intent, provided that Tenant an opportunity is not then in default beyond any applicable notice and cure periods, Tenant shall have the option to lease the Offer Premises at the base rent and upon all but only all such other terms and conditions as are set forth in Landlord’s Notice (“Right(s) Right of First Refusal”) ). Tenant shall have 10 days upon receipt of Landlord’s Notice in which to lease the ROFR Space, provided the Tenant is not in Default at the time it elects notify Landlord of its election to exercise any Tenant’s Right of First Refusal. In the event Tenant fails to notify Landlord of its desire to exercise its Right of First Refusal or at within such 10 day period, such failure shall be conclusively deemed a rejection of the time Right of First Refusal, whereupon Landlord shall be free to lease the ROFR Space would be added Offer Premises to the Premises. third party with whom Landlord had the binding agreement accompanying Landlord’s Notice and, except as next provided, Tenant’s Right of First Refusal shall be subject and subordinate of no further force or effect with respect to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an such Offer to lease any ROFR Space to which Premises; provided, however, Tenant’s Right of First Refusal is then applicableshall again apply if Landlord does not lease the Offer Premises to such third party upon substantially the same financial terms contemplated in Landlord’s Notice (meaning, for purposes hereof, at financial terms which do not vary by more than 7.5% from the financial terms reflected in such Landlord’s Notice) within 180 days following Tenant’s receipt of the applicable Landlord’s Notice. Within 20 business days after Tenant notifies Landlord of its agreement to exercise Tenant’s Right of First Refusal, or such additional time as agreed by Landlord and Tenant in writing, Landlord and Tenant shall deliver a copy of enter into an amendment to this lease containing the Offer to Tenant, redacting the name of the prospective Tenant terms and any identifying informationconditions set forth in Landlord’s Notice and such other mutually agreed upon terms and conditions. Tenant’s Right of First Refusal as to any Offer under this §49 shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of no further force or effect upon the leasing of the subject particular Offer Premises (i) so long as Landlord complied with the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date terms and conditions set forth in the Offer. paragraph above and (ii) until such time as said third party no longer leases such Offer Premises and Landlord and Tenant shall, within thirty has a letter of intent Landlord intends to accept (10from another potential third party tenant) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant such Offer Premises, but shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or continue for any other prospective tenant on economic terms substantially similar to those provided in Offer Premises which becomes available during the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27Term.

Appears in 2 contracts

Samples: Office Lease Agreement (Root, Inc.), Office Lease Agreement (Root Stockholdings, Inc.)

Tenant’s Right of First Refusal. Provided Tenant is not in default of any of the terms, covenants and conditions of this Lease, Tenant shall have a continuing right-of-first refusal to lease from Landlord all or any portion of that certain area containing 5,061 rentable square feet in the aggregate as shown cross-hatched on Exhibit "E" attached hereto and made a part hereof (the "Expansion Suite"). At any time during the Term, as the same may be renewed or extended, as Landlord shall enter into good faith meaningful negotiations with a third party to lease the Expansion Suite, Landlord shall so notify Tenant. Tenant shall exercise the foregoing right-of-first refusal by delivering written notice thereof to Landlord within five (5) days of Tenant's receipt of Landlord's notice. If such right is exercised by Tenant at any time during the Term first nine (9) full calendar months of the LeaseTerm hereof, Landlord receives any bona fide third party offer to lease any available space on such Expansion Suite shall be leased for a term running concurrent with the second floor of Building 200 (“ROFR Space”) which Term hereof, as the Landlord is willing to accept (an “Offer”)same may be renewed or 24 extended, Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at same Base Rent, and otherwise on substantially the time the ROFR Space would be added to same terms and conditions (as computed on a per rentable square foot basis) as herein set forth for the Premises, including those conditions pertaining to leasehold improvements. Tenant’s Right If such right-of-first refusal is exercised after the expiration of First Refusal the ninth (9th) full calendar month of the Term, the leasing of such Expansion Suite shall be subject on those commercially standard terms and subordinate to any rights of tenants leasing space at the Project existing conditions as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant are mutually acceptable to Landlord (an “Exercise Notice”) given within two (2) business days after and Tenant’s receipt of . In the subject Offer (event that Tenant exercises the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Periodright-of-first refusal granted herein, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, shall enter into either an amendment to this Lease or a new lease agreement for the Expansion Suite within thirty (1030) calendar days after such Exercise Notice of receipt by Landlord of Tenant's notice exercising said right-of-first refusal. In the event Tenant (i) declines to exercise its right as above-provided, (ii) Tenant fails to deliver notice thereof within the five (5) day calendar period, (iii) Tenant fails to execute a lease agreement or an amendment providing to this Lease for the incorporation Expansion Suite within said thirty (30) day period, or (iv) an Event of the ROFR Space into the Premises on the terms set forth Default has occurred and shall be continuing hereunder at such time as Tenant shall exercise its right-of-first refusal, then in the Offer. Should Tenant reject the Offerany of such events, Landlord shall be free to may lease the ROFR Space Expansion Suite to such third party whereupon Tenant's right-of-first refusal as to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant Expansion Suite shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR lapse until said space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27again for whatever reason become available for lease.

Appears in 2 contracts

Samples: Lease Agreement (Digitalnet Holdings Inc), Lease Agreement (Digitalnet Holdings Inc)

Tenant’s Right of First Refusal. If at any time during Paragraph 60 of the Original Lease, as well as Paragraph 8 of the above-described Fourth Amendment to Office Lease and the above-described Fifth Amendment to Office Lease, are hereby rendered inoperative and of no further force or effect. Instead, Landlord hereby agrees that throughout the Term of the this Lease and as long as no uncured event of default has occurred under this Lease, Landlord receives any bona fide third party offer Tenant shall have a right of first refusal to lease any available vacant space in the area(s) located on the second 14th floor though and including the 21st floor and in the area(s) located on the 24th floor through and including the 26th floor (i.e., all of the so-called Low-Mid Rise Elevator Stack of the Building 200 (“ROFR Space”) which other than the Landlord is willing to accept (an “Offer”22nd and 23rd floors), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise as well as any Right of First Refusal or at the time the ROFR Space would be added vacant space contiguous to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at Premises in the Project existing as so-called Low Rise Elevator Stack of the execution date of this Agreement. If Building (with all such the designated areas being hereinafter referred to as the "Designated Areas"), which Landlord intends to accept market for lease to a party or parties other than the current tenant(s) thereof. The right granted by this Paragraph 8 shall apply throughout the Term of this Lease and any renewals or extensions thereof; however, such right is subject to the following terms and conditions: If a proposed tenant, i.e., other than the current tenant in the space, gives Landlord an Offer expression of interest in leasing then vacant space within any of the Designated Areas (either as a separate leased premises or together with space outside the Designated Areas), and if Landlord intends to enter into a lease any ROFR Space to which Tenant’s Right of First Refusal is then applicablewith the proposed tenant for such space, Landlord shall deliver to Tenant a copy written notice which (i) specifies the portion or portions of the Offer Designated Areas and, if applicable, any other space in the Building which the proposed tenant wishes to Tenant, redacting lease and Landlord intends to allow to be leased along with the name portion or portions of the prospective Designated Areas (all such space being referred to collectively as the "Refusal Space"), (ii) identifies the proposed tenant, (iii) summarizes what Landlord considers to be the most significant business terms of the proposed lease, and (iv) offers to lease the Refusal Space to Tenant on the same terms and any identifying informationconditions as Landlord intends to offer to the proposed tenant. Tenant’s Right Tenant shall then have a period of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord three (an “Exercise Notice”) given within two (23) business days after Tenant’s receipt from the delivery of such notice (the "Delivery Date") to accept the lease offered by Landlord. If within such 3 business day period Tenant does not give Landlord written notice of its acceptance of the subject Offer lease offered by Landlord (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part time being of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offeressence), then Landlord shall be required entitled to submit any future offers to lease on execute with the ROFR space proposed tenant identified in Landlord's notice to Tenant (or with an "affiliated entity," i.e., an entity affiliated to such identified proposed tenant by common ownership), a lease of the Refusal Space for the same or better (for Landlord) terms as stated in accordance the notice to Tenant. If within one hundred eighty (180) days after the Delivery Date Landlord does so execute a lease of the Refusal Space, this right of first refusal shall xxxxx as to that portion of the Refusal Space which is in the Designated Areas, until the expiration of such lease and any extensions or renewals thereof. If Landlord does not execute a lease of the Refusal Space with the proposed tenant or an affiliated entity within one hundred eighty (180) days after the Delivery Date, then Landlord shall again comply with the terms of this Section 27Paragraph 8 in marketing the portion of the Refusal Space which is in the Designated Areas.

Appears in 2 contracts

Samples: Office Lease (Penson Worldwide Inc), Office Lease (Penson Worldwide Inc)

Tenant’s Right of First Refusal. If at any time during Tenant shall have the Term of right (the Lease, Landlord receives any bona fide third party offer to lease any available space on the second floor of Building 200 (ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) Right of First Refusal”) to lease contained in this Article 56. In the ROFR event Tenant exercises the Expansion Option for the Expansion Space, provided Tenant shall have no rights under this Article 56. Prior to entering into a binding agreement for the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as lease of the execution date of this Agreement. If Landlord intends Offer Space (the “Offer Space”) to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicablea third party tenant, Landlord shall deliver to Tenant written notice (the “Refusal Notice”) certifying that Landlord has received an acceptable offer from a copy third party to lease the Expansion Space. If Tenant wishes to enter into a lease for the Offer Space, Tenant shall deliver to Landlord, within five (5) business days after Landlord’s delivery of the Offer to TenantRefusal Notice, redacting written notice (the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such to Landlord confirming that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free it agrees to lease the ROFR Offer Space to the prospective tenant on economic terms substantially similar to those provided on the offer First Offer Applicable Terms (as defined below) for the remaining Term of the Lease. If Tenant fails to respond within the five (5) business day period, Landlord may proceed to finalize its lease transaction with the third party tenant, and Tenant shall have no further rights right to lease the Expansion Space. As used herein, “First Offer Applicable Terms” means (i) with respect to such ROFR Space. If Tenant fails to lease the ROFR space a First Offer Exercise Notice given prior to the prospective tenant or expiration of the twenty-fourth (24th) month of the Term, the same terms and conditions as are applicable to the Premises, except that the Tenant Improvement Allowance, abated rent and any other prospective tenant concessions will be prorated to reflect the remaining balance of the Term, (ii) with respect to any First Offer Exercise Notice given on economic terms substantially similar to those provided in the Offer within six months or after the date first day of the twenty-fifth (25th) month of the Term, the Fair Market Rental Value determined in accordance with Section 51.3 of the Lease, and (iii) Tenant rejects said Offer, then Landlord shall be required to submit any future offers provide a security deposit in an amount equal to lease on the ROFR space to Tenant in accordance with the terms three (3) months of this Section 27Rent.

Appears in 1 contract

Samples: Lease Agreement (Model N Inc)

Tenant’s Right of First Refusal. If at any time during (a) On January 1 and July 1 of each year, tenant shall provide a letter to Landlord estimating the Term additional space needs (if any) tenant will have for the succeeding six months. This information is intended to advise Landlord of tenant's interest in taking space in additional buildings Landlord may build on the land labeled as the "Complex" on the attached Exhibit A. (b) Landlord shall notify tenant within 30 days after Landlord files its initial application for approval with the City of Littleton to start construction of a new building on the Complex. Unless Landlord has a written commitment from a single tenant for the entire building, tenant shall have the right of first refusal to lease space in the new building. Tenant shall exercise this right of first refusal by notifying Landlord within 30 days after receipt of Landlord's notice of the Leaseamount of space which tenant wishes to lease in the building. If any space in the new building remains unleased upon the first occupancy of space in the building, tenant shall have another opportunity to exercise its right of first refusal to lease unleased space in the building. This right shall be exercised by providing written notice to Landlord within 30 days after tenant receives notice that part of the building has been occupied. If tenant wishes to exercise its right of first refusal, Landlord receives any bona fide third party offer and tenant agree to use their best efforts and to negotiate in good faith the terms of a lease for the space. (c) Tenant shall have a right of first refusal to lease any space in the Complex that becomes available or will become available due to the expiration or termination of a lease or for any other reason. Landlord shall notify tenant in writing at least 60 days and no more than 120 days before space will become available due to the expiration of any lease in the Complex and shall notify tenant in writing as soon as possible if space becomes or will become available for any other reason. Tenant will notify Landlord within 7 days after receipt of the notice regarding the amount of the available space on the second floor of Building 200 (“ROFR Space”) which the Landlord is willing tenant wishes to accept (an “Offer”), Landlord agrees to give lease. Tenant an opportunity (“Right(s) of First Refusal”) to shall lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing such space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth last rate offered in the Offerbuilding. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for This right of first refusal shall not apply if the incorporation of the ROFR Space into the Premises on the terms set forth existing tenant in the Offer. Should Tenant reject the Offer, Landlord shall be free space chooses to lease the ROFR Space extend or renew its lease. (d) Tenant's failure or refusal to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights exercise its right of first refusal with respect to such ROFR Space. If Tenant fails to lease the ROFR any space to the prospective tenant or shall not constitute a waiver of tenant's right of first refusal for any other prospective tenant on economic terms substantially similar to those provided space in the Offer within six months after future, including if the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR same space to Tenant in accordance with the terms of this Section 27becomes available again at a later time.

Appears in 1 contract

Samples: Lease Agreement (Clarent Corp/Ca)

Tenant’s Right of First Refusal. If at any time during A. In the Term event Tenant (a) fails to exercise the First Expansion Option prior to the sixth (6th) anniversary of the Lease, Landlord receives any bona fide third party offer Commencement Date or (b) exercises the First Expansion Option prior to lease any available space on the second floor sixth (6th) anniversary of Building 200 the Commencement Date but does not occupy the First Expansion Option Premises (“ROFR Space”) which the unless Landlord is willing then constructing the First Expansion Option Premises or the parties are then negotiating the terms to accept (an “Offer”)govern the First Expansion Option Premises in accordance with the terms of Section 52 of this Lease Agreement, Landlord agrees to give Tenant an opportunity (“Right(ssuch as determination of the Prevailing Market Rental Rate) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date sixth (6th) anniversary of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicablethe Commencement Date, Landlord shall deliver a copy of have the Offer right to terminate this Lease Agreement with respect to the First Expansion Option Land, Tenant, redacting ’s interest in the name of the prospective First Expansion Option Land will automatically revert to Landlord without any further action required by Tenant and any identifying information. Tenant’s Right of First Refusal except as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date otherwise set forth in this Section 54, the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect thereto. In such event, Landlord may construct additional building improvements on the First Expansion Option Land, which additional building improvements may be additions to or expansions of the Building and/or the Improvements (the “FEO Improvements”), and in connection with any bona fide offer Landlord receives to rent all or any portion of the FEO Improvements, before or after the construction thereof, which offer Landlord shall be ready and willing to accept, then Tenant shall have the right to rent such ROFR Spaceportion of the FEO Improvements at the same rent, and upon the same terms and conditions as shall be offered by the prospective tenant. Landlord shall give Tenant notice of the rent and all material terms and conditions of such offer by such prospective tenant within ten (10) days after receipt; and Tenant shall have a period of thirty (30) days after such notice from Landlord in which to elect to rent such portion of the FEO Improvements at the same rent and on the same terms and conditions as offered by such prospective tenant. If Tenant fails so notifies Landlord within said thirty (30) days, this Lease Agreement shall be amended appropriately thereafter to reflect the addition of such portion of the FEO Improvements; provided that the terms of this Lease Agreement, as amended, with respect to the FEO Improvements shall be consistent with the terms set forth in the bona fide offer. B. If Tenant elects not to lease such portion of the ROFR space FEO Improvements or shall fail to give Landlord appropriate notice within the prospective time provided for herein, then Landlord may lease such portion of the FEO Improvements to another tenant, but only at the same rent, and on the same terms and conditions of such offer; provided, however, that if the lease of such portion of the FEO Improvements to such other tenant or any other prospective tenant on economic terms substantially similar is not executed within one hundred twenty (120) days following Landlord’s delivery of the offer to those provided in the Offer within six months after the date Tenant rejects said OfferTenant, then Landlord shall be required to submit any future offers again offer to lease on such portion of the ROFR space FEO Improvements to Tenant in accordance with pursuant to the terms and conditions of this Section 27such offer before proceeding to lease such portion of the FEO Improvements to such other tenant.

Appears in 1 contract

Samples: Build to Suit Lease Agreement

Tenant’s Right of First Refusal. 57.1 Landlord hereby grants to original Tenant named in this Lease (the “Original Tenant”) or an Affiliate who is an assignee of Tenant’s entire interest in this Lease (a “Permitted Transferee”) an ongoing right of first refusal (the “First Refusal Right”) with respect to Suite 201 in the 3200 Bridge Building (the “First Refusal Space”). Tenant’s right of first refusal shall be on the terms and conditions set forth in this Article 57. 57.2 If at any time during the Term of the Lease, Landlord receives any bona fide third party a good faith written offer (the “Good Faith Offer”) to lease any available space on portion of the second floor of Building 200 First Refusal Space which Landlord desires to accept, then, subject to Section 57.8, below, Landlord shall deliver to Tenant a written notice (the ROFR SpaceFirst Refusal Notice”) setting forth the terms of such Good Faith Offer and providing Tenant with the right to exercise its First Refusal Right as set forth herein. The First Refusal Notice shall describe the space so offered to Tenant and shall set forth the “First Refusal Rent,” as that term is defined in Section 57.4 below, and the other economic terms upon which the Landlord is willing to accept lease such space to Tenant (an collectively, the OfferEconomic Terms”), Landlord agrees to give which Economic Terms shall be consistent with the terms of the Good Faith Offer. 57.3 If Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects wishes to exercise any Right of its First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is Right, then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord within five (an “Exercise Notice”) given within two (25) business days after Tenant’s receipt of delivery of the subject Offer First Refusal Notice to Tenant (the “Exercise Period”), Tenant shall deliver notice to Landlord of Tenant’s exercise of its First Refusal Right with respect to all of the space described in the First Refusal Notice on the terms contained in such First Refusal Notice. If an Exercise Notice is given by Tenant within does not notify Landlord prior to the expiration of the Exercise Period, then Landlord shall be free to lease all or any part of the First Refusal Space described in the First Refusal Notice to anyone to whom Landlord desires on any terms that Landlord desires. 57.4 The Rent payable by Tenant for the First Refusal Space (the “First Refusal Rent”) shall be equal to the Economic Terms set forth in the First Refusal Notice. 57.5 Tenant shall take the First Refusal Space in its “as is” condition, and the construction of improvements in the First Refusal Space shall be performed by Tenant and shall comply with the terms of Article 15 of this Lease. 57.6 If Tenant timely exercises Tenant’s right to lease the First Refusal Space as set forth herein, Landlord and Tenant shall endeavor to execute within fifteen (15) business days thereafter an amendment to this Lease for such First Refusal Space upon the terms and conditions as set forth in the First Refusal Notice and this Article 57. The term of the First Refusal Space shall commence upon the date of delivery of the First Refusal Space to Tenant (the “First Refusal Commencement Date”), and terminate on the date set forth in the First Refusal Notice (the “First Refusal Term”), subject to the Economic Terms agreed upon for the lease of the First Refusal Space. 57.7 The rights of Tenant contained in this Article 57 shall be personal to the original Tenant named in this Lease (the “Original Tenant”); provided that Tenant may assign the rights of Tenant contained in this Article 57 to a Permitted Transferee as part of the assignment of Tenant’s entire interest in this Lease to that Permitted Transferee pursuant to a Permitted Transfer and may only be exercised by the Original Tenant or such Permitted Transferees (and not any other assignee or any sublessee or other transferee of the Original Tenant’s interest in this Lease). Tenant shall not have the right to lease First Refusal Space, as provided in this Article 57, if, as of the date of the attempted exercise of any First Refusal Right by Tenant, or, at Landlord’s option, as of the scheduled date of delivery of such First Refusal Space to Tenant, an uncured Event of Default by Tenant exists under this Lease. In addition, Tenant’s right to lease each portion of the First Refusal Space shall terminate and be of no further force or effect in the event Tenant fails to lease such portion of the First Refusal Space following Tenant’s receipt of a First Refusal Notice from Landlord. 57.8 Landlord shall not be obligated to give a First Refusal Notice, and Tenant shall have no rights under this Lease, with respect to (a) any offer to lease the First Refusal Space from any other tenant in the Project that is in connection with the exercise by that other tenant of a right to lease that First Refusal Space that existed prior to the date of this Lease or (b) any extension of a lease of the First Refusal Space that existed as of the date of this Lease, whether the extension is pursuant to the terms of that lease or in lieu of the any right to extend contained in that lease.” 3. Commencing on the date that is one hundred twenty (120) days prior to the Suite 101 Second Expansion Space Commencement Date, Tenant shall be entitled to have early access to the Suite 101 Second Expansion Space without the obligation for payment of rent and operating expenses for the purposes of installing its furniture, fixtures, cabling, files and equipment and improving the Premises in accordance with the Suite 101 Tenant Work Letter attached to this Agreement as Exhibit J; and provided that (a) Tenant first provides Landlord with all insurance required by the terms of the Lease, modified to apply to the Suite 101 Second Expansion Space, (b) all construction by Tenant shall be performed in accordance with the terms of the Lease, including without limitation Article 15 and Exhibit J, and (c) Tenant has coordinated its schedule of early entry with Landlord to Landlord’s reasonable satisfaction. 4. Effective on the Suite 100 Second Expansion Space Commencement Date, the Premises shall be expanded to include the Suite 100 Second Expansion Space. Accordingly, effective on the Suite 100 Second Expansion Space Commencement Date, Landlord leases the Suite 100 Second Expansion Space to Tenant and Tenant leases the Suite 100 Second Expansion Space from Landlord, and the following terms of the Original Lease are amended as follows: 4.1 The Suite 100 Second Expansion Space is added to the Premises such that the Premises shall be comprised of the Existing Space, the Suite 101 Second Expansion Space and the Suite 100 Second Expansion Space, and Exhibit “B-4” attached hereto is hereby added to Exhibit “B” to the Original Lease. 4.2 Tenant’s Building Percentage with respect to the 3400 Bridge Building shall be 100%. 4.3 Tenant agrees to pay Landlord a Base Rent for the Suite 100 Second Expansion Space in accordance with the following schedule: Period Monthly Base Rate 04/01/2017 – 12/31/2017 $ 29,498.04 01/01/2018 – 06/30/2018 $ 30,422.48 07/01/2018 – 06/30/2019 $ 31,346.92 07/01/2019 – 12/31/2020 $ 32,271.36 The Monthly Base Rent for the first month after the Suite 100 Second Expansion Space Commencement Date shall be payable upon the execution of this Agreement. The Monthly Base Rent for the Suite 100 Second Expansion Space shall be payable in the manner provided for in the Original Lease. 4.4 The Term with respect to the Suite 100 Second Expansion Space shall be coterminous with the Existing Space, as extended by this Agreement. In the event that Tenant exercises its extension option under the Lease or the Lease is terminated in accordance with its terms, such extension or termination shall apply to the entire Premises then subject to the Lease (including the Suite 100 Second Expansion Space). 4.5 The Maximum Parking Allocation is increased to 246. 4.6 Article 32 of the Original Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further the exclusive use of the Monument Signage and Building-top Signage for the 0000 Xxxxxx Xxxxxxxx and all standard lobby signage in the first and second floors of the 3400 Bridge Building, at Tenant’s sole cost and expense and otherwise subject to the terms of Article 32; provided that all of Tenant’s rights with respect to such ROFR exclusive use shall permanently terminate upon notice from Landlord following the date upon which Tenant ceases to occupy the entire 0000 Xxxxxx Xxxxxxxx. 4.7 Tenant’s Share of Operating Expenses and of Taxes shall be determined separately for the Existing Space, the Suite 101 Second Expansion Space and the Suite 100 Second Expansion Space. 5. If Commencing on January 1, 2017, Tenant fails shall be entitled to lease the ROFR space have early access to the prospective tenant or any other prospective tenant on economic Suite 100 Second Expansion Space without the obligation for payment of rent and operating expenses for the purposes of installing its furniture, fixtures, cabling, files and equipment and improving the Premises in accordance with the Suite 100 Tenant Work Letter attached to this Agreement as Exhibit K; and provided that (a) Tenant first provides Landlord with all insurance required by the terms substantially similar of the Lease, modified to those provided in apply to the Offer within six months after the date Suite 100 Second Expansion Space, (b) all construction by Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant performed in accordance with the terms of the Lease, including without limitation Article 15 and Exhibit K, and (c) Tenant has coordinated its schedule of early entry with Landlord to Landlord’s reasonable satisfaction. Tenant acknowledges that the Suite 100 Second Expansion Space is currently occupied by a third-party for a term expiring prior to January 1, 2017. Landlord shall use commercially reasonable efforts to cause such third-party to vacate and surrender the Suite 100 Second Expansion Space to Landlord so that Landlord may deliver the same to Tenant. Landlord shall not be in default of the Lease or have any liability to Tenant as a result of any delay in delivery of the Suite 100 Second Expansion Space to Tenant. 6. The taking of possession of the Suite 101 Second Expansion Space by Tenant shall be conclusive evidence that the Suite 101 Second Expansion Space and the 3400 Bridge Building were in good and satisfactory condition at the time possession was taken by Tenant. The taking of possession of the Suite 100 Second Expansion Space by Tenant shall be conclusive evidence that the Suite 100 Second Expansion Space and the 3400 Bridge Building were in good and satisfactory condition at the time possession was taken by Tenant. Except as otherwise expressly stated above, neither Landlord nor Landlord’s agents have made any representations or promises with respect to the condition of the 0000 Xxxxxx Xxxxxxxx, xxx Xxxxx 000 Second Expansion Space, the Suite 100 Second Expansion Space, the land upon which the 3400 Bridge Building is constructed, or any other matter or thing affecting or related to the 3400 Bridge Building, the Suite 101 Second Expansion Space or the Suite 101 Second Expansion Space, except as herein expressly set forth, and no rights, easements or licenses are acquired by Tenant by implication or otherwise except as expressly set forth in this Lease. 7. Notwithstanding Section 276 above, Landlord warrants that the roof, structural components of the 3400 Bridge Building, the HVAC system, electrical and plumbing systems, elevator, doors, parking lot and site lighting (the “Second Expansion Space Covered Items”), other than those constructed by Tenant, shall be in good operating condition on each of the date possession of the Suite 101 Second Expansion Space and the Suite 100 Second Expansion Space is delivered to Tenant. If a non-compliance with such warranty exists as of the delivery of possession, or if one of such Second Expansion Space Covered Items should malfunction or fail within ninety (90) days after the delivery of possession to Tenant, Landlord shall, as Landlord’s sole obligation with respect to such matter, promptly after receipt of written notice from Tenant setting forth in reasonable detail the nature and extent of such non-compliance, malfunction or failure, rectify the same at Landlord’s expense. If Tenant does not give Landlord the required notice within ninety (90) days after the delivery of possession of the Suite 101 Expansion Space or the Suite 100 Second Expansion Space to Tenant, Landlord shall have no obligation with respect to that warranty other than obligations regarding the Second Expansion Space Covered Items set forth elsewhere in this Lease. 8. The Term of the Lease is hereby extended such that it shall expire on December 31, 2020 (the “Second New Expiration Date”). The period from January 1, 2018 (the “Second Extension Term Commencement Date”) to the Second New Expiration Date is referred to herein as the “Second Extension Term.” 9. Prior to the Second Extension Term Commencement Date, Base Rent with respect to the Existing Space shall be payable in the amounts provided in the Original Lease. Commencing on the Second Extension Term Commencement Date, Tenant shall pay to Landlord monthly Base Rent with respect to the Existing Space in accordance with the following schedule on the first day of each month of the applicable period: Period Monthly Base Rent 01/01/2018 – 06/30/2018 $ 182,621.76 07/01/2018 – 06/30/2019 $ 188,171.04 07/01/2019 – 12/31/2020 $ 193,720.32 10. Tenant is in occupancy of the Existing Space and hereby accepts the Premises “AS IS”, without any obligation on Landlord’s part to alter or improve such space or provide Tenant with any improvement allowance.

Appears in 1 contract

Samples: Lease Agreement (Imperva Inc)

Tenant’s Right of First Refusal. If at any time during A. In the Term event Tenant (a) fails to exercise the First Expansion Option prior to the sixth (6th) anniversary of the Lease, Landlord receives any bona fide third party offer Commencement Date or (b) exercises the First Expansion Option prior to lease any available space on the second floor sixth (6th) anniversary of Building 200 the Commencement Date but does not occupy the First Expansion Option Premises (“ROFR Space”) which the unless Landlord is willing then constructing the First Expansion Option Premises or the parties are then negotiating the terms to accept (an “Offer”)govern the First Expansion Option Premises in accordance with the terms of Section 52 of this Lease Agreement, Landlord agrees to give Tenant an opportunity (“Right(ssuch as determination of the Prevailing Market Rental Rate) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date sixth (6th) anniversary of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicablethe Commencement Date, Landlord shall deliver a copy of have the Offer right to terminate this Lease Agreement with respect to the First Expansion Option Land, Tenant, redacting ’s interest in the name of the prospective First Expansion Option Land will automatically revert to Landlord without any further action required by Tenant and any identifying information. Tenant’s Right of First Refusal except as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date otherwise set forth in this Section 54, the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect thereto. In such event, Landlord may construct additional building improvements on the First Expansion Option Land, which additional building improvements may be additions to or expansions of the Building and/or the Improvements (the “FEO Improvements”), and in connection with any bona fide offer Landlord receives to rent all or any portion of the FEO Improvements, before or after the construction thereof, which offer Landlord shall be ready and willing to accept, then Tenant shall have the right to rent such ROFR Spaceportion of the FEO Improvements at the same rent, and upon the same terms and conditions as shall be offered by the prospective tenant. Landlord shall give Tenant notice of the rent and all material terms and conditions of such offer by such prospective tenant within ten (10) days after receipt; and Tenant shall have a period of thirty (30) days after such notice from Landlord in which to elect to rent such portion of the FEO Improvements at the same rent and on the same terms and conditions as offered by such prospective tenant. If Tenant fails so notifies Landlord within said thirty (30) days, this Lease Agreement shall be amended appropriately thereafter to reflect the addition of such portion of the FEO Improvements; provided that the terms of this Lease Agreement, as amended, with respect to the FEO Improvements shall be consistent with the terms set forth in the bona fide offer. B. If Tenant elects not to lease such portion of the ROFR space FEO Improvements or shall fail to give Landlord appropriate notice within the prospective time provided for herein, then Landlord may lease such portion of the FEO Improvements to another tenant, but only at the same rent, and on the same terms and conditions of such offer; provided, however, that if the lease of such portion of the FEO Improvements to such other tenant or any other prospective tenant on economic terms substantially similar is not executed within one hundred twenty (120) days following Landlord’s delivery of the offer to those provided in the Offer within six months after the date Tenant rejects said OfferTenant, then Landlord shall be required to submit any future offers again offer to lease on such portion of the ROFR space FEO Improvements to Tenant pursuant to the terms and conditions of such offer before proceeding to lease such portion of the FEO Improvements to such other tenant. C. In the event Tenant (a) fails to exercise the Second Expansion Option prior to the sixth (6th) anniversary of the Commencement Date or (b) exercises the Second Expansion Option prior to the sixth (6th) anniversary of the Commencement Date but does not occupy the Second Expansion Option Premises (unless Landlord is then constructing the Second Expansion Option Premises or the parties are then negotiating the terms to govern the Second Expansion Option Premises in accordance with the terms of Section 53 of this Lease Agreement, such as determination of the Prevailing Market Rental Rate) as of the sixth (6th) anniversary of the Commencement Date, Landlord shall have the right to terminate this Lease Agreement with respect to the Second Expansion Option Land, Tenant’s interest in the Second Expansion Option Land will automatically revert to Landlord without any further action required by Tenant, and except as otherwise set forth in this Section 2754, the Tenant shall have no further with respect thereto. In such event, Landlord may construct additional building improvements on the Second Expansion Option Land, which additional building improvements may be additions to or expansions of the Building and/or the Improvements (the “SEO Improvements”), and in connection with any bona fide offer Landlord receives to rent all or any portion of the SEO Improvements, before or after the construction thereof, which offer Landlord shall be ready and willing to accept, then Tenant shall have the right to rent such portion of the SEO Improvements at the same rent, and upon the same terms and conditions as shall be offered by the prospective tenant. Landlord shall give Tenant notice of the rent and all material terms and conditions of such offer by such prospective tenant within ten (10) days after receipt; and Tenant shall have a period of thirty (30) days after such notice from Landlord in which to elect to rent such portion of the SEO Improvements at the same rent and on the same terms and conditions as offered by such prospective tenant. If Tenant so notifies Landlord within said thirty (30) days, this Lease Agreement shall be amended appropriately thereafter to reflect the addition of such portion of the SEO Improvements; provided that the terms of this Lease Agreement, as amended, with respect to the SEO Improvements shall be consistent with the terms set forth in the bona fide offer. D. If Tenant elects not to lease such portion of the SEO Improvements or shall fail to give Landlord appropriate notice within the time provided for herein, then Landlord may lease such portion of the SEO Improvements to another tenant, but only at the same rent, and on the same terms and conditions of such offer; provided, however, that if the lease of such portion of the SEO Improvements to such other tenant is not executed within one hundred twenty (120) days following Landlord’s delivery of the offer to Tenant, then Landlord shall again offer to lease such portion of the SEO Improvements to Tenant pursuant to the terms and conditions of such offer before proceeding to lease such portion of the SEO Improvements to such other tenant. E. In the event Landlord terminates this Lease Agreement with respect to the First Expansion Option Land or the Second Expansion Option Land pursuant to the terms and conditions of this Section 54, Tenant hereby agrees to provide, grant and permit easements requested by Landlord over and across the remaining portions of the Leased Premises for vehicular and pedestrian ingress and egress to and from the First Expansion Option Land, the FEO Improvements, the Second Expansion Option Land and/or the SEO Improvements, as appropriate, utility services, and easements therefor over and across the remaining portions of the Leased Premises, and all other easements and rights (including, without limitation, creating common areas between the premises for shared use, such as shared walls, drives and loading docks) as may be necessary for the use thereof and for the construction of improvements and operations from such improvements located on the First Expansion Option Land and/or the Second Expansion Option Land, as appropriate. Notwithstanding the foregoing, Landlord and Tenant agree that Tenant will not be obligated to provide, grant or permit any easements that could reasonably be expected to (i) cause Tenant to cease its manufacturing operations within Building, (ii) unreasonably interfere with Tenant’s operations in the Leased Premises or (iii) prohibit Tenant’s use of the Leased Premises for the Permitted Use; provided, however, Tenant acknowledges that the shared use between Tenant and the proposed owners and/or tenants of the First Expansion Option Land, the FEO Improvements, the Second Expansion Option Land and/or the SEO Improvements of certain portions of the Leased Premises will, by its nature, cause a certain amount of interference with Tenant’s operations at the Leased Premises, and Tenant agrees that the mere sharing of certain portions of the Leased Premises will not alone constitute a breach of subsections (i), (ii) or (iii) of this sentence.

Appears in 1 contract

Samples: Build to Suit Lease Agreement (Cardiovascular Systems Inc)

Tenant’s Right of First Refusal. If at any time during During the Term term of the this Lease, in the event that Landlord receives should from time to time receive any bona fide third party offer to lease any available space on purchase the second floor of Building 200 (“ROFR Space”) Demised Premises which the Landlord is willing desires to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicableaccept, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective advise Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord in writing (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty ten (10) days after of Landlord's intent to accept such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation offer) of the ROFR Space into price, terms and conditions embodied in said offer. Within thirty (30) days from date of said notice, Tenant shall have the right to elect to purchase the Demised Premises at the same price and upon the same terms and conditions as those embodied in said offer, and Tenant may exercise said right by giving to Landlord a written notice of exercise within said thirty (30) day period. Said acceptance must be accompanied by a Bank Cashier's Check drawn on a St. Louis, Missouri area bank for any xxxxxxx money deposit applicable to said offer. Upon any such acceptance, Tenant shall be bound to complete said purchase upon the terms set forth in and conditions of said offer except those specifically applicable only to the Offeridentity of the original offeror. Should In the event Tenant reject the Offerdoes not exercise Tenant's aforesaid right of first refusal, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on accept the offer and complete the sale at the price and upon the terms and conditions set forth in Landlord's aforesaid notice to Tenant, and Tenant's right of first refusal shall be terminated and extinguished, and shall not apply to any subsequent sales of the Demised Premises. In the event that Tenant does not exercise Tenant's right of first refusal with respect to any offer, and, for any reason, the sale at the same price and on the same terms and conditions is not consummated, Tenant shall have no further rights the same right of first refusal with respect to subsequent offers to Landlord. This right of first refusal shall not prohibit any financing secured by mortgage or deed of trust nor shall it apply to any judicial or nonjudicial sale conducted under any mortgages or deeds of trust, but said right of first refusal shall survive any judicial or nonjudicial sale conducted under any mortgages or deeds of trust to which this Lease is prior and therefore said right of first refusal shall be applicable to transactions following such ROFR Spacejudicial or nonjudicial foreclosure of any such mortgage or deed of trust to which this Lease is prior. If Conveyance upon exercise of said right of first refusal shall be by Special Warranty Deed, subject only to items of record to which a deed would be subject pursuant to the terms of Article XXI of this Lease. This Lease shall terminate upon closing of any sale to Tenant pursuant to said first right of refusal. In the event Tenant exercises said right of first refusal and Tenant fails to lease close, Tenant shall be subject to specific performance and damages for breach of its purchase obligation, and this Lease shall remain in full force and effect. In the ROFR space event Tenant exercises said right of first refusal and Landlord fails to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offerclose, then Landlord shall be required subject to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms specific performance and damages for breach of this Section 27its sale obligation.

Appears in 1 contract

Samples: Lease Agreement (Graham Field Health Products Inc)

Tenant’s Right of First Refusal. If Landlord shall not at any time during the Term term hereof or any extension hereof sell or convey or agree to sell or convey the Leased Premises without first having complied with the requirements of this Section 25. If, at any time and from time to time during the term of this Lease, or any extensions thereof, Landlord shall desire to sell or convey the Leased Premises, Landlord shall obtain a bona fide written offer to purchase all of the LeaseLeased Premises upon terms acceptable to Landlord, or shall enter into a contract to sell all of the Leased Premises subject to this right of first refusal. Landlord receives any bona fide third party shall, within twenty (20) days after receipt of such offer or the date of entering into such contract, deliver to lease any available space on Tenant a copy of such offer or contract which shall contain all the second floor terms and provisions of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “Offer”)offer or contract of sale. Provided Tenant shall not, Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would exercise, be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as in default beyond expiration of the execution date applicable period in Section 8 hereof, after notice, without cure of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to such default, Tenant shall have the right, which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall must be deemed rejected if not exercised by notice from Tenant to Landlord within thirty (an “Exercise Notice”30) given within two (2) business days after Tenant’s receipt of such offer or contract of sale, to purchase the subject Offer (Leased Premises for the “Exercise Period”). If an Exercise Notice is given by Tenant within same price and otherwise upon substantially the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease same terms and conditions as of the date those set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation offer or contract of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Spacesale. If Tenant fails elects not to lease so purchase the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said OfferLeased Premises, then Landlord shall be required may sell the Leased Premises to submit any future offers to lease on the ROFR space to Tenant person making the offer or entering into the contract only, for the same price and otherwise in strict accordance with the terms and conditions set forth in such offer or contract of sale, or on terms less favorable to the buyer, within six (6) months thereafter. If such a sale of the Leased Premises is not consummated by Landlord within such time, however, Tenant shall continue to have the right of first refusal to purchase the Leased Premises in the manner hereinbefore provided, under the same or any other offer or contract of sale. Except as otherwise provided hereinbelow, Landlord shall not obtain any offer or enter into any contract of sale applicable to less than all of the Leased Premises or to the Leased Premises together with any other real or personal property or subject matter as a unit, and no sale or conveyance pursuant to such an offer or contract of sale shall be deemed to comply with the terms hereof. For the purposes of this Section 27Section, any sale, conveyance or transfer of all or substantially all of the partnership interest in Landlord shall be deemed to be a sale or conveyance of the Leased Premises, and Landlord shall therefore comply with the provisions hereof in connection with any such sale, conveyance or transfer. Landlord may obtain an offer or enter into a contract of sale subject to this right of first refusal applicable to the Leased Premises together with other real property in the Park (as hereinafter defined) upon condition that such offer or contract of sale shall apply to all of the Leased Premises and to a parcel or parcels in the Park cumulatively containing not less than 75% of the total land area in the Park. The Park shall be the area outlined in red on Exhibit "E" hereto. For the purposes of this Section, no sale or conveyance by Landlord of any real property in the Park shall diminish the size or area in the Park or the amount of land area to which an offer or contract of sale must be applicable to be permitted hereunder.

Appears in 1 contract

Samples: Lease Agreement (Chemical Leaman Corp /Pa/)

Tenant’s Right of First Refusal. 55.1 Landlord hereby grants to Original Tenant or a Permitted Transferee a one-time right of first refusal (the "First Refusal Right") with respect to the space on the 6th floor of the Building (the "First Refusal Space"). Tenant's right of first refusal shall be on the terms and conditions set forth in this Article 55. 55.2 If at any time during the Term of the Lease, Landlord receives any bona fide third party a good faith written offer (the "Good Faith Offer") to lease any available portion of the First Refusal Space which Landlord desires to accept, then, subject to Section 55.8, below, Landlord shall deliver to Tenant a written notice (the "First Refusal Notice") setting forth the terms of such Good Faith Offer and providing Tenant with the right to exercise its First Refusal Right as set forth herein. The First Refusal Notice shall describe the space on so offered to Tenant and shall set forth the second floor of Building 200 (“ROFR Space”) "First Refusal Rent," as that term is defined in Section 55.4 below, and the other economic terms upon which the Landlord is willing to accept lease such space to Tenant (an “Offer”collectively, the "Economic Terms"), Landlord agrees to give which Economic Terms shall be consistent with the terms of the Good Faith Offer. 55.3 If Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects wishes to exercise any Right of its First Refusal or at Right, then within ten (10) business days of delivery of the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal Notice to Tenant (the "Exercise Period"), Tenant shall be subject and subordinate deliver notice to any rights Landlord of tenants leasing space at the Project existing as Tenant's exercise of its First Refusal Right with respect to all of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of space described in the First Refusal is then applicable, Landlord shall deliver Notice on the terms contained in such First Refusal Notice with a copy of the Offer to Tenant, redacting the name 's then current financial statements certified as true and correct by an officer of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within does not notify Landlord prior to the expiration of the Exercise Period, this Lease then Landlord shall be amended such that the ROFR Space shall become free to lease all or any part of the Premises under First Refusal Space describe in the First Refusal Notice to anyone to whom Landlord desires on any terms that Landlord desires. 55.4 The Rent payable by Tenant for the First Refusal Space (the "First Refusal Rent") shall be equal to the Economic Terms set forth in the First Refusal Notice. 55.5 Tenant shall take the First Refusal Space in its "as is" condition, and the construction of improvements in the First Refusal Space shall be performed by Tenant and shall comply with the terms of Article 15 of this Lease. 55.6 If Tenant timely exercises Tenant's right to lease the First Refusal Space as set forth herein, Tenant's exercise shall be binding. Landlord and Tenant shall endeavor to execute within fifteen (15) days thereafter an amendment to this Lease for such First Refusal Space upon the terms and conditions as set forth in the First Refusal Notice and this Article 55, but failure of either Landlord or Tenant to execute that amendment shall not limit the binding nature Tenant's exercise. Notwithstanding the foregoing, Landlord, by written notice to Tenant, within ten (10) days after receipt of Tenant's exercise of its right to lease the First Refusal Space and Tenant's certified financial statements shall have the right to withdraw the First Refusal Notice if Landlord in its sole discretion determines that Tenant's financial condition is not sufficient to support the lease of such First Refusal Space. The term of the First Refusal Space shall commence upon the date of delivery of the First Refusal Space to Tenant (the "First Refusal Commencement Date"), and terminate on the date set forth in the OfferFirst Refusal Notice (the "First Refusal Term"), subject to the Economic Terms agreed upon for the lease of the First Refusal Space. 55.7 The rights of Tenant contained in this Article 55 shall be personal to the Original Tenant and its Permitted Transferees and may only be exercised by the Original Tenant or its Permitted Transferees (and not any other assignee or any sublessee or other transferee of the Original Tenant's interest in this Lease). Landlord and Tenant shallshall not have the right to lease First Refusal Space, within thirty (10) days after such Exercise Notice as provided in this Article 55, if, as of the date of the attempted exercise of any First Refusal Right by Tenant, execute a lease amendment providing for the incorporation or, at Landlord's option, as of the ROFR scheduled date of delivery of such First Refusal Space into to Tenant, an uncured Event of Default by Tenant exists under this Lease. In addition, Tenant's right to lease each portion of the Premises on the terms set forth First Refusal Space shall terminate and be of no further force or effect in the Offer. Should event Tenant reject fails to lease such portion of the Offer, First Refusal Space following Tenant's receipt of a First Refusal Notice from Landlord. 55.8 Landlord shall not be free obligated to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer give a First Refusal Notice, and Tenant shall have no further rights under this Lease, with respect to such ROFR Space. If Tenant fails to any extension of a lease of the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after First Refusal Space that existed as of the date Tenant rejects said Offerof this Lease, then Landlord shall be required whether the extension is pursuant to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27that lease or in lieu of the any right to extend contained in that lease.

Appears in 1 contract

Samples: Sublease (Telenav, Inc.)

Tenant’s Right of First Refusal. 50.1 Landlord hereby grants to Original Tenant or a Permitted Assignee a one-time right of first refusal (the “First Refusal Right”) with respect to the space containing approximately 14,249 square feet of rentable area and located in the 3800 Building as shown on Exhibit “A-5” attached hereto (the “First Refusal Space”). Tenant’s right of first refusal shall be on the terms and conditions set forth in this Article 50. 50.2 If at any time during the Third Extension Term of (as defined in the Fifth Amendment to this Lease), Landlord receives any bona fide third party a good faith written offer (the “Good Faith Offer”) to lease any available portion of the First Refusal Space which Landlord desires to accept, then, Landlord shall deliver to Tenant a written notice (the “First Refusal Notice”) setting forth the terms of such Good Faith Offer and providing Tenant with the right to exercise its First Refusal Right as set forth herein. The First Refusal Notice shall describe the space on so offered to Tenant (the second floor of Building 200 (ROFR First Refusal Offered Space”) and shall set forth the “First Refusal Rent,” as that term is defined in Section 50.4 below, and the other economic terms upon which the Landlord is willing to accept lease such space to Tenant (an collectively, the OfferEconomic Terms”), Landlord agrees to give which Economic Terms shall be consistent with the terms of the Good Faith Offer. 50.3 If Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects wishes to exercise any Right of its First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is Right, then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord within five (an “Exercise Notice”) given within two (25) business days after Tenant’s receipt of delivery of the subject Offer First Refusal Notice to Tenant (the “Exercise Period”), Tenant shall deliver notice to Landlord of Tenant’s exercise of its First Refusal Right with respect to all of the space described in the First Refusal Notice on the terms contained in such First Refusal Notice. If an Exercise Notice is given by Tenant within does not notify Landlord prior to the expiration of the Exercise Period, this Lease then Landlord shall be amended such that the ROFR Space shall become free to lease all or any part of the Premises under First Refusal Space describe in the First Refusal Notice to anyone to whom Landlord desires on any terms that Landlord desires. 50.4 The Rent payable by Tenant for the First Refusal Offered Space (the “First Refusal Rent”) shall be equal to the Economic Terms set forth in the First Refusal Notice. 50.5 Tenant shall take the First Refusal Offered Space in its “as is” condition, and the construction of improvements in the First Refusal Offered Space shall be performed by Tenant and shall comply with the terms of Article 10 of this Lease; provided, however, if Tenant exercises the right to lease the First Offered Refusal Space and the Economic Terms includes (a) a tenant improvement allowance, Tenant shall be entitled to such tenant improvement allowance and/or (b) an obligation for Landlord to construct improvements or make renovations, Tenant shall be entitled to the estimated cost for Landlord to construct the improvements or make renovations in the form of a tenant improvement allowance. 50.6 If Tenant timely exercises Tenant’s right to lease the First Offered Refusal Space as set forth herein, Landlord and Tenant shall endeavor to execute within fifteen (15) days thereafter an amendment to this Lease for such First Refusal Offered Space upon the terms and conditions as set forth in the First Refusal Notice and this Article 50. The term of the First Refusal Offered Space shall commence upon the date of delivery of the First Refusal Offered Space to Tenant (the “First Refusal Commencement Date”), and terminate on the date set forth in the OfferFirst Refusal Notice (the “First Refusal Term”), subject to the Economic Terms for the First Refusal Offered Space. 50.7 The rights of Tenant contained in this Article 50 shall be personal to the Original Tenant and its Permitted Assignees and may only be exercised by the Original Tenant or its Permitted Assignees (and not any other assignee or any sublessee or other transferee of the Original Tenant’s interest in this Lease). Landlord and Tenant shallshall not have the right to lease First Refusal Space, within thirty (10) days after such Exercise Notice as provided in this Article 50, if, as of the date of the attempted exercise of any First Refusal Right by Tenant, execute a lease amendment providing for the incorporation or, at Landlord’s option, as of the ROFR scheduled date of delivery of the First Refusal Offered Space into to Tenant, an uncured event of default by Tenant exists under this Lease. In addition, Tenant’s right to lease each portion of the Premises on the terms set forth First Refusal Space shall terminate and be of no further force or effect in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If event Tenant fails to lease such portion of the ROFR space to First Refusal Space following Tenant’s receipt of a First Refusal Notice from Landlord.” 3. Following the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offerexecution of this Agreement, then Landlord shall be required to submit any future offers to lease on improve the ROFR space to Tenant Third Expansion Space (the “Third Expansion Space Improvements”) in accordance with the terms Tenant Work Letter attached to this Agreement as Exhibit “E” and shall use commercially reasonable efforts to cause Substantial Completion of the Third Expansion Space Improvements and deliver the Third Expansion Space to Tenant as soon as reasonably practical after the existing tenant of the Third Expansion Space vacates and surrenders possession, but not later than April 1, 2017. In the event that delivery of possession of the Third Expansion Space to Tenant and Substantial Completion of the Third Expansion Space Improvements does not occur by the Scheduled Delivery Date (as defined below), then Tenant shall be entitled to a rent credit equal to one (1) day’s Base Rent for each one (1) full day in the period from the Scheduled Delivery Date until the date upon which Landlord delivers possession of the Third Expansion Space to Tenant and Substantial Completion of the Third Expansion Space Improvements has occurred. The term “Scheduled Delivery Date” initially means September 1, 2017, but shall be extended by one day for every one day in delay in substantial completion of the Third Expansion Space Improvements caused by (i) Tenant Delays (as defined in Exhibit “E” attached hereto), and/or (ii) any other one or more Force Majeure Delays (as defined below). “Force Majeure Delays” for purposes of this Section 27Agreement are defined as delays due to lightning, earthquake, fire, storm, tornado, flood, washout or other acts of God, explosion, strike, lockout, labor disturbance, civil disturbance, riot, war, act of public enemy, sabotage or other similar causes beyond the reasonable control of Landlord; and/or refusal of the existing occupant of the Third Expansion Space to surrender possession of the Third Expansion Space to Landlord. If the existing tenant of the Third Expansion Space vacates the Third Expansion Space prior to December 15, 2016, the Scheduled Delivery Date shall be the number of Vacancy Days prior to September 1, 2017. As used herein, “Vacancy Days” means the number of days between the date such existing tenant vacates the Third Expansion Space and December 15, 2016.

Appears in 1 contract

Samples: Lease (Yodlee Inc)

Tenant’s Right of First Refusal. During the term of this Lease, so long as Tenant shall not be in default, Tenant shall have the right of first refusal with respect to the purchase of the Building containing the Premises (hereinafter called the “Property”). If at any time during the Term of the Leaseterm, Landlord desires to sell the Property and Landlord receives any a purchase offer in writing from a bona fide third party offer satisfactory to lease any available space on Landlord (the second floor of Building 200 (ROFR Space”) which the Landlord is willing to accept (an “Purchase Offer”), Landlord shall notify the Tenant, which notice shall make reference to this Lease, and shall also provide to the Tenant an accurate and complete photocopy of the Purchase Offer. Tenant shall then have thirty (30) business days commencing with the next business day following actual receipt of such notice from Landlord within which to exercise its right of first refusal to purchase the Property upon the terms and conditions contained in the Purchase Offer. Notice of the Tenant’s election to exercise its right of first refusal shall be timely if said notice is personally delivered to Landlord at the address set forth at the beginning of this Lease or deposited with the United States Postal Service certified mail, return receipt requested, on or before the expiration of the thirty (30) business day period as set forth above. If the Tenant fails to timely exercise its right of first refusal, then Tenant agrees to give execute and deliver, upon request of Landlord in connection with the closing of the sale as contemplated in the Purchase Offer, a recordable acknowledgment of the termination of its right of first refusal under this paragraph 19.25. In the event, however, that Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects fails to exercise any Right its right of First Refusal or at first refusal and the time the ROFR Space would be added contemplated sale to the Premises. third party pursuant to the Purchase Offer fails to close for any reason by the date set for the closing in the Purchase Offer, then Tenant’s Right right of First Refusal first refusal under this paragraph 19.25 shall be and remain in full force and effect to the extent of the unexpired term of this Lease and any future purchase offer for the Property shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms right of this Section 27first refusal.

Appears in 1 contract

Samples: Standard Property Lease (Gsi Group Inc)

Tenant’s Right of First Refusal. If at any time during A. Landlord will not lease remaining space available in Suite 200W to other prospects for twelve (12) months following Commencement Date. Such Right of First Refusal Space can be added to the Term original Premises provided such expansion occurs within the initial twelve (12) months of the Lease, Landlord receives any bona fide third party offer to lease any available space Lease on the second floor same terms and conditions as the initial Lease except for a pro-rata reduction in the Tenant Improvement Allowance and Tenant will begin paying the same rate per square foot rental at time of Building 200 expansion. B. After the date that is twelve (12) months following the Commencement Date and prior to leasing any of the area described on Schedule A attached to this Rider (“ROFR Right of First Refusal Space”) which the Landlord is willing to accept (an ” or OfferRefusal Space”), Landlord agrees shall deliver to give Tenant an opportunity a written statement (“Right(s) of First RefusalStatement”) which shall reflect Landlord’s and the prospective tenant’s agreement with respect to lease rent, term, finish allowances, tenant inducements and the ROFR Space, provided description of the Tenant is not in Default at the time it elects to exercise any applicable Right of First Refusal or at Space. Tenant shall have five (5) business days after receipt of the time Statement within which to notify Landlord in writing that it desires to lease the ROFR Space would be added to the Premises. Tenant’s applicable Right of First Refusal Space upon the terms and conditions contained in the Statement. Failure by Tenant to notify Landlord within such five (5) business day period shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept deemed an Offer election by Tenant not to lease any ROFR Space to which Tenant’s the applicable Right of First Refusal is then applicable, Space and Landlord shall deliver a copy have the right to lease such space to the proposed tenant upon substantially the same terms and conditions contained in the Statement. C. Tenant’s rights are conditioned upon Tenant not being in default under this Lease. Any subletting or assignment, other than to an affiliate of the Offer to Tenant, redacting shall terminate Tenant’s rights contained herein. D. If Tenant exercises Tenant’s option to lease the name of the prospective Subject ROFR Space, Tenant and any identifying information. Tenant’s Right of First Refusal Landlord will enter into a mutually acceptable amendment to this Lease upon the business terms and conditions contained in the Statement (except as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”otherwise provided above). If an Exercise Notice Tenant elects, or is given by Tenant within the Exercise Perioddeemed to have elected not to exercise such option, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. or if Landlord and Tenant shall, fail to agree upon a mutually acceptable amendment with respect to such space within thirty ten (10) days after receipt by Landlord of Tenant’s exercise of such Exercise Notice by option, Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord ’s rights under this Rider shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer null and Tenant shall have void and of no further rights with respect to such ROFR Spaceforce or effect [****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer[****] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 406 OF THE SECURITIES ACT OF 1933, AS AMENDED.

Appears in 1 contract

Samples: Sublease Agreement (Elevate Credit, Inc.)

Tenant’s Right of First Refusal. If at a) Subject to the rights of tenants of the Building as of the date of this Lease, Tenant shall have a right of first refusal ("Right of Refusal") to lease any time additional space which becomes available in the Building contiguous to the Premises during the Term of the Lease, ("Additional Space"). If Landlord has Additional Space available and receives any a bona fide offer (the "Offer")to lease the Additional Space from a third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”"Offeror") which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicableaccept, Landlord shall deliver a copy of the Offer send written notice to Tenant, redacting which notice shall set forth the name terms of the prospective Tenant and any identifying informationthird party offer. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty Within ten (10) days after such Exercise Notice receipt of Landlord's notice, Tenant shall reply by Tenant, execute a lease amendment providing for written notice either accepting the incorporation Additional Space on the same terms and conditions of the ROFR Space into third party offer, or rejecting the Premises on same. Failure to respond within the terms set forth in ten (10) day period shall constitute a rejection of the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Additional Space. If Tenant fails to lease accepts the ROFR space Additional Space, the Additional Space shall be added to the prospective tenant or any Premises by amendment to this Lease, which shall include an adjustment of Tenant's Proportionate Share and such other prospective tenant on economic terms substantially similar to those provided in changes as may be appropriate. In the Offer within six months after the date event Tenant rejects said the Offer, then Landlord shall be required may proceed to enter into a lease for such Additional Space with the Offeror provided such lease is executed by the Landlord and the Offeror within six (6) months from the date of the Offer. In the event a new offer is tendered or received by Landlord, Landlord must again submit any future offers to lease on the ROFR space such new offer to Tenant in accordance with this Section 43. b) All of the terms and conditions of this Section 27Lease will apply to any Offer Space leased by Tenant, except as otherwise provided in Landlord's Notification. The term of this Lease with respect to the Offer Space shall be coterminous with the Term of this Lease with respect to the original Premises. Landlord will have no liability to Tenant if any tenant of the Offer Space wrongfully holds over. In the event such tenant wrongfully holds over, Landlord will attempt in good faith to cause such tenant to vacate the Offer Space.

Appears in 1 contract

Samples: Office Space Lease (Broadview Networks Holdings Inc)

Tenant’s Right of First Refusal. If at a) Tenant shall have a right of first refusal ("Right of Refusal") to lease any time additional space which becomes available during the Term of the Lease, ("Additional Space"). If Landlord has Additional Space available and receives any a bona fide offer (the "Offer") to lease the Additional Space from a third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”"Offeror") which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicableaccept, Landlord shall deliver send written notice to Tenant (a copy "Landlord Notification"), which Landlord Notification shall set forth the terms of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying informationthird party offer. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty Within ten (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation receipt of the ROFR Landlord Notification, Tenant shall reply by written notice either accepting the Additional Space into the Premises on the same terms set forth in and conditions of the Offerthird party offer, or rejecting the same. Should Tenant reject Failure to respond within the Offer, Landlord ten (10) day period shall be free to lease constitute a rejection of the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Additional Space. If Tenant fails to lease accepts the ROFR space Additional Space, the Additional Space shall be added to the prospective tenant or any Premises by amendment to this Lease, which shall include an adjustment of Tenant's Proportionate Share and such other prospective tenant on economic terms substantially similar to those provided in changes as may be appropriate. In the Offer within six months after the date event Tenant rejects said the Offer, then Landlord shall be required may proceed to enter into a lease for such Additional Space with the Offeror on terms no more favorable than contained in the Offer provided such lease is executed by the Landlord and the Offeror and the Offeror takes possession of the Additional Space within six (6) months from the date of the Offer . In the event a new offer is tendered or received by Landlord, Landlord must again submit any future offers to lease on the ROFR space such new offer to Tenant in accordance with this Section 43. b) All of the terms and conditions of this Section 27Lease will apply to any Additional Space leased by Tenant, except as otherwise provided in Landlord's Notification. The rental rate for the Additional Space and the available tenant improvement allowance shall be established in accordance with the following schedule. Tenant Improvement Rental Rate per Year Allowance per square foot rentable square foot ---- ------------------------- -------------------- 1 $19.28 $18.00 2 $16.53 $18.50 3 $13.78 $19.00 4 $11.03 $19.50 5 $ 8.28 $20.00 6 $ 5.53 $20.50 7 $ 2.78 $21.00 In the event Tenant does not fully utilize the Tenant Improvement Allowance associated with an Additional Space, such excess amounts will be credited against Tenant's obligation to pay Fixed Basic Rent for such Additional Space. Tenant's Proportionate Share of Annual Operating Costs shall be increased in proportion to the square footage of any Additional Space leased by Tenant. The term of this Lease with respect to the Additional Space shall be coterminous with the Term of this Lease with respect to the original Premises. Landlord will have no liability to Tenant if any tenant of the Additional Space wrongfully holds over. In the event such tenant wrongfully holds over, Landlord will attempt in good faith to cause such tenant to vacate the Additional Space. c) During the term hereof (or until the entire Building is leased) Landlord shall not enter into any other lease for space in the Building which is for a term in excess of three (3) years or which grants such tenants right to review for any period beyond three (3) years without first obtaining Tenant's written consent.

Appears in 1 contract

Samples: Office Space Lease (Cdnow N2k Inc)

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Tenant’s Right of First Refusal. If at (a) During the Term, and provided an uncured Event of Default does not then exist under this Lease, Tenant shall have a continuing right of first refusal to lease (i) any time during additional space in the Term Building which is adjacent to the Premises, and (ii) subject to the exclusion set forth below with respect to leases to entities which are affiliated with the GSA, up to 50,000 of RSF of additional space in the Building which is separated from the Premises only by a common corridor, and which may become available on and after the date of this Lease (the "First Refusal Space"), on the terms and conditions set forth herein. Notwithstanding the foregoing, Tenant shall not have any right of first refusal to lease any additional space in the Building which is separated from the Premises by a common corridor if the proposed lessee of such additional space is an entity that is affiliated with the GSA. (b) Landlord shall notify Tenant in writing of the Lease, Landlord receives economic terms of any bona fide third party offer or proposal submitted to Landlord by a third party to lease all or any available space on part of the second floor First Refusal Space or which otherwise includes all or part of Building 200 (“ROFR the First Refusal Space”) , which the Landlord Landlord, in good faith, is willing prepared to accept (an “Offer”"Landlord's Notice"). Provided there is no uncured Event of Default under this Lease, (from the giving of such Landlord Notice through any Commencement Date of any lease of space under this Paragraph 42, Tenant shall have the right to lease all (but not part) of the space described in Landlord's Notice (which may include more than the First Refusal Space) (the "Offered Space") on the same economic terms contained in Landlord's Notice by (i) providing written notice to Landlord, within five (5) days of Landlord's Notice of its election to so lease the Offered Space ("Tenant's Notice of Election"), Landlord agrees and (ii) executing and delivering to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shallLandlord, within thirty ten (10) days after such Exercise following Tenant's Notice by Tenantof Election, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises covering such Offered Space, which lease shall be on the same terms set forth and conditions of this Lease, but which shall incorporate the economic terms contained in the Offer. Landlord's Notice. (c) Should Tenant reject decline to elect to lease the OfferOffered Space or fail to timely respond to the Landlord's Notice, then, and in such event, Landlord shall be free to lease the ROFR Offered Space to the prospective tenant on economic terms substantially similar third party whose offer triggered the Landlord's Notice for the Offered Space. If Landlord leases the Offered Space to those provided on that third party, then Tenant's rights under this Paragraph 42 as to the offer Offered Space shall be forever extinguished. However, Tenant's rights under this Paragraph 42 as to the Offered Space shall remain in full force and effect if Landlord is not successful in leasing the Offered Space to that third party. (d) In the event that Tenant shall have no further assigned this Lease or sublet in excess of Five Thousand (5,000) rentable square feet of the Premises, in the aggregate, (other than any assignment or subletting that did not require Landlord's consent pursuant to Paragraph 10 above), the right of first refusal contained herein shall automatically expire and be null and void. Furthermore, the rights with respect granted to such ROFR Space. If Tenant fails pursuant to lease the ROFR space this Paragraph 42 are subject to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided rights of and occupancies of existing tenants in the Offer within six months after Project and in the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27First Refusal Space.

Appears in 1 contract

Samples: Lease Agreement (Labone Inc/)

Tenant’s Right of First Refusal. If The District shall not at any time during the Term sell, assign or convey or agree to sell, assign or convey its interest in the Project Area without first having complied with the requirements of this Section 16; provided, however, the District may (i) assign this Lease to any agency or instrumentality of the District subject to the terms of this Lease, Landlord receives and (ii) assign this Lease to any bona fide third party offer to lease any available space on other Person if the second floor of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give District shall first provide Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any with a Right of First Refusal or at Notice, which shall contain all of the time Third Party Terms, together with a statement by the ROFR Space would be added District to the Premiseseffect that it desires to accept such offer and to transfer and convey its interest in the Project Area subject to this Lease, in accordance therewith. Tenant shall have the first right to purchase all of the District's right, title and interest in the Project Area, upon the Third Party Terms, except that in no event shall the date for closing on Tenant’s 's purchase of the District's interest in the Project Area, be sooner than the one-hundred twentieth (120th) day from the date of Tenant's receipt of such Right of First Refusal Notice from the District. Tenant shall be subject and subordinate to any rights of tenants leasing space at have ninety (90) days from the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s receipt of such Right of First Refusal is then applicable, Landlord shall deliver a copy of Notice from the Offer District to Tenant, redacting notify the name of District in writing that it intends to exercise this option to purchase the prospective Tenant and any identifying information. Tenant’s Right of offered interest upon the Third Party Terms contained in the First Refusal Notice, except with respect to the closing date, as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of provided in the subject Offer (the “Exercise Period”)immediately preceding sentence. If an Exercise Notice is given by Tenant elects, within the Exercise Periodninety (90) day period, this Lease shall be amended to purchase such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice interest by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space written notice to the prospective tenant on economic terms substantially similar District, the District shall sell the interest to those provided on Tenant free and clear of any Liens and subject only to the offer Permitted Encumbrances and Tenant shall have no further rights with respect purchase the same. Tenant's notice of election shall be accompanied by a payment in the amount, if any, specified as a down payment in the bona fide offer received from the third party and, therefore, in the bona fide offer to purchase as communicated to Tenant. The closing of such ROFR Space. If Tenant fails to lease purchase shall occur at the ROFR space to time and at a mutually acceptable location in the prospective tenant or any other prospective tenant on economic terms substantially similar to those District of Columbia (except as hereinabove provided in this Section 16(a)), and each party shall deliver such documents and take such actions in connection with the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be closing as is required to submit any future offers to lease on the ROFR space to Tenant in accordance with by the terms of this Section 27the offer.

Appears in 1 contract

Samples: Lease Agreement

Tenant’s Right of First Refusal. If at any time during the Term a) Tenant shall have a right of the Lease, Landlord receives any bona fide third party offer to lease any available space on the second floor of Building 200 first refusal (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) Right of First Refusal”) to lease any additional space in the ROFR Building which becomes available during the Term (“Additional Space”). If Landlord has Additional Space available and receives a bona fide offer (the “Offer”) to lease the Additional Space from a third party (“Offeror”) which Landlord is willing to accept, Landlord shall send written notice to Tenant, which notice shall set forth the terms of the third party offer (“Landlord’s Notification”). Within ten (10) Business Days after receipt of Landlord’s notice, Tenant shall reply by written notice either accepting the Additional Space on the same terms and conditions of the third party offer, or rejecting the same. Failure to respond within the ten (10) day period shall constitute a rejection of the Additional Space. If Tenant accepts the Additional Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Additional Space would shall be added to the PremisesPremises by amendment to this Lease, which shall include an adjustment of tenant’s Proportionate Share to include such Additional Space and such other changes as may be appropriate and as are agreed to by the parties. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at In the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date event Tenant rejects said the Offer, then Landlord shall be required may proceed to enter into a lease for such Additional Space with the Offeror on terms no more favorable than contained in the Offer provided such lease is executed by the Landlord and the Offeror and the Offeror takes possession of the Additional Space within six (6) months from the date of the Offer. In the event a new offer is tendered or received by Landlord, Landlord must again submit any future offers to lease on the ROFR space such new offer to Tenant in accordance with this Section 43. b) All of the terms and conditions of this Section 27Lease will apply to any Additional Space leased by Tenant, except as otherwise provided in Landlord’s Notification, effective as of the date of delivery to Tenant of the Additional Space. Tenant’s Proportionate Share shall be increased in proportion to the square footage of any Additional Space leased by Tenant, The term of this Lease with respect to the Additional Space shall be coterminous with the Term of this Lease with respect to the original Premises. Landlord will have no liability to Tenant if any tenant of the Additional Space wrongfully holds over. In the event such tenant wrongfully holds over, Landlord will attempt in good faith to cause such tenant to vacate the Additional Space. c) During the term hereof (or until the entire Building is leased) Landlord shall not enter into any other lease for space in the Building which has an initial term in excess of five (5) nears or which grants such tenants right to renew for any period beyond the initial five (5) years which is not subject to Tenant’s rights herein without first obtaining Tenant’s written consent.

Appears in 1 contract

Samples: Office Space Lease (Icon PLC /Adr/)

Tenant’s Right of First Refusal. If A. On the conditions, which conditions Landlord may waive, at its election, by written notice to Tenant at any time during the Term of time, that (i) there does not exist a Monetary Default or a material non-monetary Default by Tenant under the Lease, Landlord receives any bona fide third party offer and (ii) Tenant has not assigned the Lease, other than to lease any available space on an Affiliated Entity or a Permitted Successor, both as of the second floor time of Building 200 option exercise and as of the Refusal Premises Commencement Date, as hereinafter defined, Tenant shall have the following right (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) Right of First Refusal”) to lease the Refusal Premises, as hereinafter defined. Tenant shall have a right of first refusal (“ROFR”) with respect to the leasing of all or any portion of the eighth (8th) floor of the Building (the “ROFR SpacePremises”). Notwithstanding the foregoing, provided the Tenant is not in Default at the time it elects shall have no right to exercise any its Right of First Refusal or at other than during the time first seventy (70) full calendar months of the Lease Term (i.e., during the first five Lease Years, and during the first 10 months of the sixth Lease Year). In any case where Tenant has no right to exercise its Right of First Refusal, Landlord shall not be obligated to deliver Landlord’s ROFR Space would be added Notice to the PremisesTenant. Tenant’s Right of First Refusal ROFR shall be exercisable only upon and subject and subordinate to the following conditions: (i) Upon receipt by Landlord of a fully executed proposal and/or letter of intent (“Bona Fide Offer”) from a prospective third party tenant that is acceptable to Landlord for the leasing of all or any rights of tenants leasing space at the Project existing as portion of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicablePremises, Landlord shall deliver a copy notify Tenant in writing of the existence of such Bona Fide Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant(“Landlord’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise ROFR Notice”) and the terms thereof for the applicable ROFR Premises. Tenant shall have the right, exercisable upon written notice given to Landlord within two seven (27) business days after the receipt of Landlord’s ROFR Notice, to either: (a) lease the ROFR Premises at the Fair Market Rental Value set forth in Landlord’s ROFR Notice (“Tenant’s receipt ROFR Exercise Notice”), or (ii) lease the RFO Premises but provide Landlord with a counteroffer of Landlord’s designation of Fair Market Rental Value (“Tenant’s ROFR Objection Notice”). If Tenant timely and properly provides Tenant’s ROFR Exercise Notice, Tenant shall lease the subject Offer ROFR Premises and the Fair Market Rental Value shall be as set forth in Landlord’s ROFR Notice. If Tenant timely and properly provides Tenant’s ROFR Objection Notice, then Tenant shall lease the ROFR Premises, and the Fair Market Rental Value shall be determined as follows: The parties shall negotiate in good faith for thirty (the 30) days (Exercise ROFR Negotiation Period”). If the parties cannot reach an agreement as to the designation of Fair Market Rental Value within the ROFR Negotiation Period, then Fair Market Rental Value shall be submitted to arbitration in accordance with Subparagraph E of Paragraph 5 below. If Tenant timely and properly gives Landlord Tenant’s ROFR Exercise Notice is given by or Tenant’s ROFR Objection Notice, then Landlord shall lease to Tenant within the Exercise Periodand Tenant shall hire and take from Landlord, this Lease shall be amended such that the ROFR Space shall become part Premises, upon all of the Premises under this Lease as same terms and conditions of the date Lease except as hereinafter set forth with the Fair Market Rental Value determined as set forth above. Notwithstanding anything to the contrary contained herein, in the Offer. Landlord and event Landlord’s ROFR Notice is delivered to Tenant shallon or before August 31, within thirty (10) days after such Exercise Notice by Tenant2017, execute a lease amendment providing for then the incorporation leasing of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free on all the then-current terms and conditions as the initial Premises, including Base Rent (calculated on a per square foot basis) and the 2015 Base Year, except that all concessions, including without limitation the Abated Rent and the Allowance, shall be reduced on a pro rata basis to lease reflect the ROFR Space to shorter term of the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights Lease with respect to such ROFR SpacePremises. (ii) Tenant’s rights with respect to the ROFR Premises are ongoing rights as any ROFR Premises becomes available, subject to the limitations set forth herein. If Tenant fails does not timely and properly provide either Tenant’s ROFR Exercise Notice or Tenant’s ROFR Objection Notice with respect to lease the any ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said OfferPremises, then Landlord shall be required to submit any future offers have the right to lease on such ROFR Premises that was the subject of Landlord’s ROFR space Notice to Tenant in accordance a third party and Tenant’s right hereunder with the terms of this Section 27respect to such ROFR Premises shall not apply.

Appears in 1 contract

Samples: Office Lease Agreement (Alarm.com Holdings, Inc.)

Tenant’s Right of First Refusal. If at a) Subject to the rights of tenants of the Building as of the date of this Lease, Tenant shall have a right of first refusal ("Right of Refusal") to lease any time additional space which becomes available in the Building contiguous to the Premises during the Term of the Lease, ("Additional Space"). If Landlord has Additional Space available and receives any a bona fide offer (the "Offer") to lease the Additional Space from a third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”"Offeror") which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicableaccept, Landlord shall deliver a copy of the Offer send written notice to Tenant, redacting which notice shall set forth the name terms of the prospective Tenant and any identifying informationthird party offer. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty Within ten (10) days after such Exercise Notice receipt of Landlord's notice, Tenant shall reply by Tenant, execute a lease amendment providing for written notice either accepting the incorporation Additional Space on the same terms and conditions of the ROFR Space into third party offer, or rejecting the Premises on same. Failure to respond within the terms set forth in ten (10) day period shall constitute a rejection of the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Additional Space. If Tenant fails to lease accepts the ROFR space Additional Space, the Additional Space shall be added to the prospective tenant or any Premises by amendment to this Lease, which shall include an adjustment of Tenant's Proportionate Share and such other prospective tenant on economic terms substantially similar to those provided in changes as may be appropriate. In the Offer within six months after the date event Tenant rejects said the Offer, then Landlord shall be required may proceed to enter into a lease for such Additional Space with the Offeror provided such lease is executed by the Landlord and the Offeror within six (6) months from the date of the Offer. In the event a new offer is tendered or received by Landlord, Landlord must again submit any future offers to lease on the ROFR space such new offer to Tenant in accordance with this Section 43. b) All of the terms and conditions of this Section 27Lease will apply to any Offer Space leased by Tenant, except as otherwise provided in Landlord's Notification. The term of this Lease with respect to the Offer Space shall be coterminous with the Term of this Lease with respect to the original Premises. Landlord will have no liability to Tenant if any tenant of the Offer Space wrongfully holds over. In the event such tenant wrongfully holds over, Landlord will attempt in good faith to cause such tenant to vacate the Offer Space.

Appears in 1 contract

Samples: Office Space Lease (Broadview Networks Holdings Inc)

Tenant’s Right of First Refusal. If at any time during For purposes of this Rider 1, the Term of area within the Lease, Landlord receives any bona fide third party offer Building described on Schedule A attached to lease any available space on this Rider is hereinafter referred to as the second floor of Building 200 (“"ROFR Space”) which the Landlord is willing ". Prior to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) leasing any of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to a party other than Tenant or the Premises. Tenant’s Right currently existing tenant of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any such ROFR Space to which Tenant’s Right of First Refusal is then applicableSpace, Landlord shall deliver to Tenant a copy written statement ("Statement") which shall reflect the basic terms upon which Landlord is then intending to lease all or a portion of the Offer ROFR Space to Tenant, redacting a prospective tenant (the name portion of the prospective ROFR Space that is the subject of such Statement is hereinafter referred to as the "Subject ROFR Space"), such as rent, term, finish allowances, tenant inducements and the description of the Subject ROFR Space. Tenant shall have seven (7) days after receipt of the Statement within which to notify Landlord in writing that it desires to lease the Subject ROFR Space upon the terms and any identifying information. Tenant’s Right conditions contained in the Statement provided, however, (I) if Tenant notifies Landlord of First Refusal as its election to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given lease the Subject ROFR Space within two (2) business days years after Tenant’s receipt of the subject Offer (Commencement Date, Tenant shall lease the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the Subject ROFR Space (which shall become thereafter be part of the Premises) for the number of months remaining for the Term of this Lease, and upon the same terms and conditions set forth for the original Premises under this Lease (including the same Base Rent payable for the original Premises during the remainder of the Primary Term, except that (i) the Finish Allowance of $27.00 per square feet payable by Landlord shall be reduced in direct proportion to the number of months remaining on the Term as of Landlord's estimated delivery date of the date set forth Subject ROFR Space to Tenant (ii) Tenant shall be entitled to four (4) parking spaces for each one thousand (4:1000) rentable square feet of such ROFR Space being added to the Premises, of which seventy-two percent (72%) shall be located in the Offer. Parking Garage and the remainder shall be located on the surface lot (all such parking space shall be at no cost to Tenant), and (iii) if Tenant notifies Landlord and Tenant shall, within thirty of its election to lease the Subject ROFR Space after the second (102nd) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation anniversary of the Commencement Date but prior to the fifth (5th) anniversary of the Commencement Date, Tenant shall lease the Subject ROFR Space into upon the Premises on the same terms set forth in (I) immediately preceding, except that the Offer. Should rate of Base Rent, the amount of the Finish Allowance and other allowances shall be based upon the then current market conditions for comparable office space in comparable buildings in the LBJ/North Dallas market, taking into account all relevant factors Failure by Tenant reject to notify Landlord within such seven (7) day period shall be deemed an election by Tenant not to lease the Offer, Subject ROFR Space and Landlord shall thereafter have the right to lease such subject ROFR Space upon substantially the same terms described in the Statement to a third party. In the event Landlord does not enter into a lease with respect to such subject ROFR Space within one hundred eighty days (180) after the date of the Statement, Tenant's rights under this Rider 1 shall automatically be free reinstated with respect to said ROFR Space. In the event Landlord intends to enter into a lease which materially differs from the Statement delivered to Tenant, Tenant shall have the right to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27materially different terms.

Appears in 1 contract

Samples: Office Lease (Home Interiors & Gifts Inc)

Tenant’s Right of First Refusal. If at any time during Paragraphs 38 is deleted and replaced with the Term of the Lease, Landlord receives any bona fide third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the following identified as Paragraph 38: Provided Tenant is not in Default default at the time it elects to exercise any Right of First Refusal or at exercising its right described in this paragraph 38, and is not in default upon the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as commencement of the execution date term for the Remaining Space (defined below), Landlord hereby grants Tenant a right of this Agreement. If Landlord intends to accept an Offer first refusal to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy the remaining space on the third floor of the Offer Building (the “Remaining Space) on the following terms and conditions. Upon written notification by Landlord to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord have five (an “Exercise Notice”) given within two (25) business days after in which to notify Landlord of Tenant’s receipt desire to exercise Tenant’s right of first refusal, on the same terms and conditions as the offer to lease that Landlord has received and which is acceptable to Landlord. In the event Tenant fails to give Landlord notice of Tenant’s election to lease the Remaining Space within the stated time period, Tenant’s right of first refusal with respect to the Remaining Space shall terminate until such time as the Remaining Space again becomes available, unless negotiations between Landlord and the third party result in material financial changes from the original offer, in which case Landlord must submit a revised offer to Tenant for consideration. Upon written notification of the subject Offer revised offer by Landlord to Tenant, Tenant shall have five (5) business days to notify Landlord of Tenant’s desire to exercise Tenant’s right of first refusal, on the “Exercise Period”)same terms and conditions as the revised offer to lease that Landlord has received. In the event Tenant fails to give Landlord notice of Tenant’s election to lease Remaining Space within the stated period, Tenant’s right of first refusal with respect to the Remaining Space shall terminate until such time that the Remaining Space again becomes available, and Landlord may enter into a lease for the Remaining Space or a portion thereof with the third party from whom the offer was received, or any other party, so long as the lease is made on the same financial terms as those stated in the offer presented to Tenant. If an Exercise Notice is given by on the other hand, Tenant within exercises its right of first refusal in the Exercise Periodmanner provided above, Tenant shall immediately deliver to Landlord payment for the first month’s rent for the Remaining Space (in the same manner as provided for in this Lease shall be amended such that Lease), and the ROFR lease of the Remaining Space shall become part of the Premises under this Lease as of the date set forth consummate without delay, in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on accordance with the terms set forth in the Offeroffer to lease. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space Tenant’s right of first refusal set forth above is subject to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights of CompuServe, Inc. with respect to such ROFR the Remaining Space. If Tenant fails , as more fully set forth in that certain Lease Agreement between Landlord and CompuServe, Inc. dated August 24, 1995, as amended (the “CompuServe Lease”), and of CompuServe, Inc. to lease extend or renew the ROFR space to term for the prospective tenant or any other prospective tenant on economic terms substantially similar to those Remaining Space, even if not specifically provided for in the Offer within six months after CompuServe Lease, without Tenant having right of first refusal for the date Tenant rejects said OfferRemaining Space if CompuServe, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27Inc. so elects.

Appears in 1 contract

Samples: Lease Agreement (Lionbridge Technologies Inc /De/)

Tenant’s Right of First Refusal. If at any time during the Term of the Lease, this Lease Landlord receives any a bona fide third party offer to lease any available space purchase the Premises which it wishes to accept, Tenant shall the right to acquire ownership of the Premises on the second floor of Building 200 (“ROFR Space”) which same terms and conditions set forth in the third party offer. In the event Landlord is willing receives and wishes to accept (an “Offer”)offer for the purchase of the Premises, Landlord agrees shall deliver to give Tenant an opportunity a notice (“Right(sthe "First Refusal Notice") setting forth (i) the identity of the offeree, and (ii) each of the material terms of the proposed transaction. Tenant shall have fifteen (15) days after receipt of the First Refusal”) to lease Refusal Notice from Landlord (the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any "Right of First Refusal or at the time the ROFR Space would be added Period") to the Premises. Tenant’s Right notify Landlord in writing of First Refusal shall be subject and subordinate its intent to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into purchase the Premises on the terms set forth in the OfferFirst Refusal Notice. Should By notifying Landlord within the Right of First Refusal Period, Tenant reject will be bound under this Lease to purchase the OfferPremises from Landlord, and Landlord shall will be free bound under this Lease to lease sell to Tenant, the ROFR Space to the prospective tenant Premises on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Spaceterms. If Tenant fails to lease respond to during the ROFR space Right of First Refusal Period, Tenant shall be deemed to have elected not to purchase the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Premises and Landlord shall be required have the right to submit any future offers sell the Premises without further obligation to lease on Tenant. If Landlord agrees to sell the ROFR space Premises to a prospective buyer for a price which is more than ten percent (10%) lower than the price originally offered to Tenant in accordance with the terms First Refusal Notice, then the Premises must be re-offered to Tenant at such lower price (the "Re-offer Notice"). Tenant shall notify Landlord in writing within five (5) days of receipt of the Re-offer Notice whether it elects to purchase the Premises. If Tenant is the purchaser under this Section 2711.17, then such purchase shall be on an "as is, where is" basis and Tenant shall release Landlord from any and all claims arising from or related to the condition of the Premises, including without limitation, claims arising under Environmental Laws or Applicable Laws. This right of first refusal shall only apply to the first sale of the Premises to occur after the Commencement Date and shall be extinguished if Tenant fails to accept Landlord's offer to sell the Premises.

Appears in 1 contract

Samples: Lease Agreement (Techniclone Corp/De/)

Tenant’s Right of First Refusal. If at any time and from time to time during the Term of the LeaseLease all or a portion of the 17,024 rentable square feet of vacant space in the Building which is adjacent to the Premises and more particularly described on Exhibit F attached hereto (hereafter, the “Right of First Refusal Space”), and Tenant is not in default under the Lease beyond the expiration of applicable notice and cure period at such time, Landlord receives any bona fide third party offer to lease any shall first notify Tenant, in writing, (“Landlord’s Notice”) of such available space on (the second floor “Right of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “First Offer”), Landlord agrees which shall be made available to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects same rent and upon all of the other terms and conditions of this Lease (including, without limitation, renewal rights) together with an allowance of up to exercise any $30.00 per rentable square foot (which shall be repaid as set forth below) and shall be for a term which is co-terminus with the lease Term described herein. Tenant may, within thirty (30) days of the receipt of the notice, decline or accept such offer, in writing, and within thirty (30) days thereafter enter into an amendment to this Lease that adjusts the rentable square feet of the Premises, Basic Rent, Tenant’s Percentage and other applicable terms herein to reflect the incorporation of such Right of First Refusal Space into the Lease, effective as of the date of such amendment. To the extent Tenant avails itself of all or part of the available allowance, Tenant shall repay the allowance by amortizing the amount so utilized at the time the ROFR Space would be added a 10% per annum interest rate over a term equal to the Premisesremaining Term of the Lease, provided if less than 7 years remain in the then existing Term, Tenant may exercise a Renewal Option (if one remains available) in which event the amortization shall be over a 7 year period. Should Tenant fail to accept the Right of First Refusal Space in writing within thirty (30) days of receipt of the Landlord’s Notice, then Landlord shall be free to solicit offers from third parties to lease such available space. In the event that Landlord receives from a third party a bona fide written offer to lease (the “Third Party Offer”) all or a portion of the Right of First Refusal Space and Tenant is not then in default under the Lease beyond the expiration of applicable notice and cure period, then Landlord shall give Tenant written notice of such Third Party Offer, which notice shall contain all terms and conditions set forth in the Third Party Offer. Tenant shall have a right of first refusal exercisable within fifteen (15) days following receipt by Tenant of the terms of the Third Party Offer to elect to lease the Right of First Refusal Space upon the same rent and upon all of the other terms and conditions of this Lease (including without limitation renewal rights) together with an allowance of up to $30.00 per rentable square foot (which shall be repaid as set forth below) and shall be for a term which is co-terminus with the lease Term described herein. To the extent Tenant avails itself of all or part of the available allowance, Tenant shall repay the allowance by amortizing the amount so utilized at a 10% per annum interest rate over a term equal to the remaining Term of the Lease, provided if less than 7 years remain in the then existing Term, Tenant may exercise a Renewal Option (if one remains available) in which event the amortization shall be over a 7 year period. Tenant shall exercise such right of first refusal if it elects to do so by providing written notice to Landlord within said fifteen (15) day period outlined above. If Tenant fails to exercise such right within said fifteen (15) day period, Landlord may lease the Right of First Refusal Space to the third party upon terms no more favorable than those set forth in the Third Party Offer. If Landlord fails to execute a Lease of the Right of First Refusal Space based on the Third Party Offer within ninety (90) days following receipt by Tenant of the Third Party Offer, Landlord shall be required to again comply with the requirements of this Section. The Right of First Offer shall automatically terminate upon the earlier to occur of (1) the expiration or earlier termination of this Lease, or (2) the failure of Tenant to timely exercise any right to lease space under its Right of First Offer Space. Notwithstanding anything herein to the contrary, Tenant acknowledges and agrees that Maine Molecular Quality Controls, Inc. (“Maine Molecular) has a right of first offer on the eastern 3,384 rentable square feet of the Right of First Offer Space (the “Maine Molecular Offer Space”) that is superior to the Right of First Offer granted to Tenant herein, and that Tenant’s Right of First Refusal Offer on the Maine Molecular Offer Space shall be subject arise only following offer and subordinate to any rights of tenants leasing space at the Project existing as rejection by Maine Molecular of the execution date of this Agreement. If Landlord intends to accept an Maine Molecular Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27.

Appears in 1 contract

Samples: Lease Agreement (Inverness Medical Innovations Inc)

Tenant’s Right of First Refusal. If Landlord receives an offer from any person or entity that owns towers or other wireless telecommunications facilities (or is in the business of acquiring Landlord’s interest in the Lease) to purchase fee title, an easement, a lease, a license, or any other interest in the Leased Premises, or Landlord’s interest in the Lease, or an option for any of the foregoing, Landlord shall provide written notice to Tenant of said offer, and Tenant shall have a right of first refusal to acquire such interest on the same terms and conditions in the offer, excluding any terms or conditions which are (i) not imposed in good faith or (ii) directly or indirectly designed to defeat or undermine Tenant’s possessory or economic interest in the Leased Premises. Landlord’s notice shall include the prospective buyer’s name, the purchase price and/or other consideration being offered, the other terms and conditions of the offer, the due diligence period, and the proposed closing date. If the Landlord’s notice shall provide for a due diligence period of less than sixty (60) days, then the due diligence period shall be extended to be sixty (60) days from exercise of the right of first refusal and closing shall occur no earlier than fifteen (15) days thereafter. If Tenant does not exercise its right of first refusal by written notice to Landlord given within thirty (30) days, Landlord may convey the property as described in the Landlord’s notice. If Tenant declines to exercise its right of first refusal, then the Lease shall continue in full force and effect and Tenant’s right of first refusal shall survive any such conveyance. Tenant shall have the right, at its sole discretion, to assign the right of first refusal to any time during person or entity, either separate from an assignment of the Term Lease or as part of an assignment of the Lease, Landlord receives any bona fide third party offer . Such assignment may occur either prior to lease any available space on the second floor of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”) to lease the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of First Refusal or at the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal shall be subject and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of Landlord’s notice and the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Period, this Lease assignment shall be amended such that the ROFR Space shall become part of the Premises under this Lease as of the date set forth in the Offer. Landlord and Tenant shall, within thirty (10) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation of the ROFR Space into the Premises on the terms set forth in the Offer. Should Tenant reject the Offer, Landlord shall be free effective upon written notice to lease the ROFR Space to the prospective tenant on economic terms substantially similar to those provided on the offer and Tenant shall have no further rights with respect to such ROFR Space. If Tenant fails to lease the ROFR space to the prospective tenant or any other prospective tenant on economic terms substantially similar to those provided in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant in accordance with the terms of this Section 27Landlord.

Appears in 1 contract

Samples: Site Lease Agreement

Tenant’s Right of First Refusal. If 55.1. In the event Tenant exercises the Space Reduction Option pursuant to Section 54 of this Lease, and Landlord shall thereafter at any time during the Lease Term of receive an offer satisfactory to Landlord in its sole discretion (the Lease, Landlord receives any bona fide third party offer to lease any available space on the second floor of Building 200 (“ROFR Space”) which the Landlord is willing to accept (an “"Offer”), Landlord agrees to give Tenant an opportunity (“Right(s) of First Refusal”") to lease all or any portion of such Terminated Space (the ROFR Space, provided the Tenant is not in Default at the time it elects to exercise any Right of "First Refusal Space"), other than to any existing tenant or occupant in the Office Building then having existing rights in such space, then provided and upon the condition that at all times within the time the ROFR Space would be added to the Premises. Tenant’s Right of First Refusal immediately preceding twelve (12) month period this Lease shall be subject in full force and subordinate to any rights of tenants leasing space at the Project existing as of the execution date of this Agreement. If Landlord intends to accept an Offer to lease any ROFR Space to which Tenant’s Right of First Refusal is then applicable, Landlord effect and Tenant shall deliver a copy of the Offer to Tenant, redacting the name of the prospective Tenant and any identifying information. Tenant’s Right of First Refusal as to any Offer shall not be deemed rejected if not exercised by notice from Tenant to Landlord (an “Exercise Notice”) given within two (2) business days after Tenant’s receipt of the subject Offer (the “Exercise Period”). If an Exercise Notice is given by Tenant within the Exercise Periodin default hereunder, this Lease shall not have been assigned and Tenant shall be amended such that the ROFR Space shall become part physically occupying at least eighty (80%) percent of the Premises under this Lease Premises, Landlord shall offer the First Refusal Space to Tenant by written notice to Tenant ("Landlord's Notice") upon the same terms and conditions set forth in the Offer (except as otherwise provided herein). Tenant shall have the right, exercisable by written notice to Landlord within five (5) days of the date of Landlord's Notice, time being of the essence, to lease such portion of the First Refusal Space upon the terms and conditions set forth in the Offer (except as otherwise provided herein), in which event, Landlord and Tenant shall enter into an amendment of this Lease acceptable to Landlord to provide for (a) the inclusion of such portion of the First Refusal Space in the Premises, (b) an increase in the Base Rent with respect to the First Refusal Space by the amount set forth in the Offer. Landlord , and Tenant shall, within thirty (10c) days after such Exercise Notice by Tenant, execute a lease amendment providing for the incorporation modification of the ROFR definition of Tenant's Proportionate Share to accurately represent the percentage that the rentable area of the Premises, together with the rentable area of the portion of the First Refusal Space into the Premises on the terms set forth identified in the Offer, bears to the total rentable area of the Office Building. Should In all other respects, the terms and conditions contained in this Lease (including, without limitation, the Operating Expense Base for determining escalations and the length of the Lease Term) shall remain unmodified. In the event that Tenant reject fails to exercise its right as aforesaid within five (5) days of the date of Landlord's Notice, Tenant shall be deemed to have waived its rights under this Section with respect to such portion of the First Refusal Space described in the Offer, Landlord shall be free have the absolute right to lease such portion of the ROFR First Refusal Space specified in the Offer to the prospective tenant on economic terms substantially similar to those provided on the offer any other person or entity and Tenant shall have no further rights with respect to such ROFR portion of the First Refusal Space. If In the event that Tenant fails shall have exercised its right as aforesaid but Landlord and Tenant fail to lease mutually execute an amendment of this Lease as aforesaid within thirty (30) days of the ROFR space date Landlord first delivers an initial draft of such proposed amendment to Tenant, such portion of the prospective tenant First Refusal Space shall be deemed to be included within the Premises without such written amendment or further act or instrument of any other prospective tenant on economic terms substantially similar to those provided kind upon the terms, conditions and provisions contained in the Offer within six months after the date Tenant rejects said Offer, then Landlord shall be required to submit any future offers to lease on the ROFR space to Tenant (except as otherwise provided in accordance with the terms of this Section 27Lease).

Appears in 1 contract

Samples: Office Lease (Continucare Corp)

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