CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY [***], HAS
BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM
TO THE COMPANY IF PUBLICLY DISCLOSED.
FIRST OFFER RIGHT
Landlord grants Tenant a right (this First Offer Right) to all of Suite 1500, containing 14,205 square feet, Suite 1510 containing 1,588 square feet, Suite 1605 containing 1,520 square feet, Suite 1640 containing 1,662 feet, Suite 1650 containing 2,816 square feet, Suite 1600 containing 2,371 square feet, Suite 1610 containing 3,250 square feet and Suite 1620 containing 4,027 square feet, as shown on the attached Exhibit H-1.
1. This First Offer Right is granted to Tenant provided: (i) Tenant is not and has never been in default of this Lease, (ii) the Leased Premises contain at least 16,120 square feet, (iii) Tenant continuously occupies the Leased Premises, and (iv) Tenant has not assigned the Lease nor subleased all or a portion of the Leased Premises.
2. This First Offer Right is subject to the prior rights of third parties, which shall be delineated in writing by Landlord to Tenant at the time of the communication of the First Offer Right. In addition, prior to the communication of the First Offer Right, Landlord reserves the right to continue to lease the Space to the tenant, assignee or subtenant occupying the Space.
3. If the Space becomes vacant and available, Landlord shall provide Tenant with notice. Landlords notice may require that the Space be leased promptly. If there is a prospective tenant interested in leasing space that includes but is greater than the Space, Tenant must lease all of the space being considered for lease by the third-party, as well as the Space. The terms for the lease of the additional space shall be as provided for in this Exhibit.
4. If Tenant elects to lease the Space, exercising its First Offer Right, Tenant shall provide Landlord with notice of its election within ten (10) days of the date of Landlords notice. The parties shall then have thirty (30) days from the date of Tenants election notice to enter into an amendment documenting the lease of the Space by Tenant.
5. Tenant shall accept the Space AS IS and will lease the Space at the Market Base Rent Rate, defined below, subject to Tenant Improvements negotiated between Tenant and Landlord. The lease of the Space shall commence as agreed by the parties, but no later than 60 days after Tenants receipt of Landlords notice (the Space Commencement Date). The lease of the Space shall expire on the later of: (i) the Expiration Date, or (ii) three years from the Space Commencement Date. If (ii) applies, the lease for the remainder of the Leased Premises shall also be extended so that the lease for all space expires on the same date.
6. If Tenant does not respond to Landlords notice within the 10 day period or provides Landlord with notice that Tenant does not elect to lease the Space, or if Landlord and Tenant, working in good-faith, fail to enter into an amendment to the Lease with regard to the Space or Tenant Improvements for the Space within the thirty (30) day period, then this First Offer Right shall automatically terminate, Landlord may lease the Space to others, and Tenant shall have no further rights to lease the Space. If Tenants right to the Space terminates as a result of Tenants failure to sign an amendment within the thirty (30) day period, Tenant shall be responsible for any provable damage, to Landlord resulting from Tenants exercise of the First Offer Right and resulting termination.