Tenant shall exercise the First Renewal Option by furnishing Landlord written notice of Tenants exercise of the First Renewal Option (First Renewal Notice) by 5:00 p.m., Troy, Michigan time, on February28, 2023. Landlord shall, within five (5)days of receipt of Tenants First Renewal Notice, deliver a Lease amendment solely documenting the new terms for the First Renewal Option as set forth above. Tenant shall promptly execute the amendment, thus confirming the exercise of the First Renewal Option. All of the other terms and conditions shall remain as provided in this Lease and Tenant shall occupy the Premises throughout the First Renewal Option in its then, as-is condition (subject to Landlords express obligations under the Lease). The First Renewal Option is personal to Tenant and shall not be assignable or transferable to any other party whatsoever.
1.Renewal Option. Seller and Buyer hereby agree to Seller’s exercise of the Renewal Option (from August 19, 2019 to August 19, 2020) on the date hereof and agree that, subject to payment of the Renewal Standby Fee, the Availability Period Renewal Conditions are deemed to have been satisfied.
Force majeure: Yes; standard and satisfactory to both parties. Change of law: Not applicable; prescribed contract (Grandfathered). Law at signature prevails for duration of term and renewal option. Land Lease: Area of land: 18 Acres Lease Payment: $1 US per 18 acres per year for the duration of term and option (no escalations), with compliant zoning and building by-laws for project. Supply of Treated Effluent by Government STP: Off-Take: Up to 10,000,000 Litres/Day Resource Payment by BioCrude: 0.0000001 USD per kilolitre (kL) Minimum Amount of Delivered MSW (Guaranteed; Put or Pay): 700 TPD; Refer to Schedule 1. Tipping Fee: Refer to Schedule 1. Payment Terms: Upon presentation of Invoice and offset from Revolving Letter of Credit (RLC); amount of escrowed RLC is for 12 months of future payment. Guarantees: Sovereign Guarantees provided by Government of Autonomous Island of Grande Comore for FULL EXECUTION of their obligations in Contracts. Limitation on Liability: Yes; only due to Force majeure. Exclusion of Liability: None Liquidated Damages: Yes; upon breach of execution of obligations from either party. Penalties for Non-Performance: None Termination: At end of term or option (to the discretion of BioCrude Technologies, Inc.), or if there is a breach from either party with no remedy related thereto (with penalty associations). Intellectual Property Rights: BioCrude Technologies, Inc. (FULL); No intellectual property transfer Health, Safety & Env. Issues: Obligation to bring installations into compliance at start-up, and sustain throughout operation.
13.4.4After a period of seven (7) days following the expiry of the Consultation Period and unless the Parties shall have otherwise agreed to the contrary or the Procurer Event of Default shall have been remedied, the Procurer will continue to respect all of his obligations until the end of the term of the contract and the renewal option. If, after the sixty (60) days, the Procurer did not remedy the default, the Seller will send a seven (7) day notice to deem this contract null and void (Termination of Contract). The Procurer will be totally responsible for penalties, damages, interest, and other related prejudices.
Guarantor unconditionally, absolutely and irrevocably guarantees and promises to pay to Seller, on order or demand, in lawful money of American (US) dollars, any and all indebtedness and obligations of Procurer (First Party) to Seller and the payment to Seller of all sums which may be presently due and owing to Seller from Procurer under this Agreement, and by extension the renewal option. The terms indebtedness and obligations are (hereinafter collectively referred to as the Obligations) used herein in their most comprehensive sense and include any and all advances, debts, obligations and liabilities of Procurer, heretofore, now, or hereafter made, incurred or created, whether voluntarily or involuntarily, and however arising whether due or not due, absolute or contingent, liquidated or unliquidated, determined or undetermined, whether Procurer may be liable individually or jointly with others, whether recovery upon such indebtedness may be or hereafter becomes barred by any statute of limitations or whether such indebtedness may be or hereafter becomes otherwise unenforceable, and includes Seller’s prompt, full and faithful performance regarding the execution of these presences. The Guarantor will allow the Seller to seize and sell its assets (including marketable commodities) up to amount of the monetized default (monies owed), in the case that the Guarantor does not have the capacity to execute payment of its defaulted obligations.
6.Renewal Option. Tenant shall be allowed a renewal option on the terms more particularly set forth in Exhibit A attached to this Amendment and made a part hereof. All other renewal options in the Lease, including as set forth in Paragraph 12 of the Seventh Amendment, are deleted.
(h)Renewal Option. Attached as Exhibit A is a Renewal Option for the Premises. All prior Renewal Options with respect to the Premises are null and void.
(i)Landlord and Tenant shall each appoint one arbitrator who shall by profession be a real estate broker who shall have been active over the five (5) year period ending on the date of such appointment in the leasing of comparable office properties in the area of Richardson, Texas. The determination of the arbitrators shall be limited solely to the issue of whether Landlord’s or Tenant’s submitted Option Rent is the closest to the actual fair market rent, as determined by the arbitrators, taking into account the requirements of this Renewal Option. Each such arbitrator shall be appointed within fifteen (15) business days after the applicable Outside Agreement Date.
6.Renewal Option. The renewal option set forth in Exhibit A attached to the Eleventh Amendment is deleted and of no further force or effect. Instead, upon giving written notice to Landlord by no later than February 1, 2022, time being of the essence, Tenant shall have the option to renew the Lease on either (i) a month to month basis not to exceed six (6) months after October 31, 2022, with the Monthly Installment of Rent increased to $86,134.70 (being 150% of the base rent payable in the immediately preceding monthly period) and otherwise on the terms, covenants and conditions of the Lease, including the obligation to pay all additional rent, charges and other payments due under the Lease as set forth therein; or (ii) a fixed six (6) month term ending on March 31, 2023 with the Monthly Installment of Rent increased to $59,603.75 (calculated at the annual rental rate of $20.50 per square foot) and otherwise on the terms, covenants and conditions of the Lease including the obligation to pay all additional rent, charges and other payments due under the Lease as set forth therein.Tenant must specify its preferred renewal option when providing written notice to Landlord of its election to exercise such option.Failure to do so shall cause Tenant’s exercise of the option to be null and void.In the event of exercise of such option, Tenant shall have no further renewal option under the Lease except by agreement with Landlord in its sole and absolute discretion.
4.1 Options to Extend Term. Landlord hereby grants to Tenant two options to extend the term of this Lease (each a “Renewal Option”), each option being for a period of five (5)additional years (each a “Renewal Term”) and each option being conditioned upon the terms set forth in this Section4.1. Each Renewal Option is exercisable only upon strict compliance with the terms set forth herein. If there is a default by the Tenant prior to the start of the Renewal Term which default is not cured within the applicable notice and cure period, the Renewal Option may be terminated by the Landlord at Landlord’s option upon five (5)business days notice to the Tenant in which event the Renewal Option and all subsequent Options shall be void ab initio. The Option may be exercised only by written notice delivered by Tenant to Landlord no later than 12 months prior to the expiration of the then current term, TIME IS OF THE ESSENCE. No Renewal Option may not be exercised more than eighteen (18) months prior to the end of the then current Term. The exercise of a Renewal Option is valid only if it is delivered on time and is unconditional. Tenant may only exercise its Renewal Option if, on the date of delivery of the notice to Landlord, Tenant is not in default of this Lease beyond the expiration of any applicable cure periods. If the parties do not agree on a monthly Base Rent for each month of the renewal period no later than 240 days prior to the end of the then current Term, the Renewal Option shall become void and the lease shall the terminate as of the end of the then current Term as if there had been no option exercise. The lease of the Premises for the applicable renewal shall be on the same terms and conditions contained in this Lease except that (i)the monthly Base Rent shall be the monthly Base Rent as agreed between the parties for such period and (ii)the number of available renewal options shall be reduced by one. The Initial Term and all Renewal Terms (if exercised) are thereafter referred to collectively as the “Lease Term”. Time is of the Essence in exercising the renewal option. Failure to exercise an option on or before the required date and in strict compliance with this section, terminates that option and any other unexercised options.
If Landlord and Tenant fail to agree upon the Prevailing Market rate prior to expiration of the Prevailing Market Discussion Period, Tenant, by written notice to Landlord (the "Broker Notice") within 5 days after the expiration of such Prevailing Market Discussion Period, shall have the right to have the Prevailing Market rate determined in accordance with the following procedures. Upon Tenant’s delivering the Broker Notice to Landlord, Tenant shall be deemed to have irrevocably exercised the Renewal Option. If Tenant fails to timely deliver the Broker Notice to Landlord, Tenant's Renewal Option shall be deemed to be null and void and of no further force and effect. If Tenant provides Landlord with a timely Broker Notice, Landlord and Tenant, within 10 days after delivery of the Broker Notice, shall each simultaneously submit to the other, in a sealed envelope, its good faith estimate of the Prevailing Market rate (collectively referred to as the "Estimates"). If the higher Estimate is less than or equal to 103% of the lower Estimate, the Prevailing Market rate shall be the average of the Estimates.
1.Renewal Option. Seller and Buyer hereby agree to Seller’s exercise of the First Additional Renewal Option (from August 19, 2020 to August 19, 2021) on the date hereof and agree that, subject to payment of the Renewal Standby Fee, the Availability Period Renewal Conditions are deemed to have been satisfied. Seller and Buyer hereby agree that Seller retains its right to exercise the Second Additional Renewal Option in accordance with Article 3(h) of the Master Repurchase Agreement.
8.Renewal Option.For clarification purposes, Tenant shall retain its Renewal Option as defined in Paragraph 2.C. of the Addendum to the Original Lease; provided, however such Renewal Option shall apply to the entirety of the Premises, as amended in this Amendment.
3.8 Renewal Option. Landlord hereby grants to Tenant, and Tenant shall have, the right and option to extend the Term of this Lease for one (1)period of five (5)years (the Renewal Term). The Renewal Term shall commence upon the day next following the last day of the initial Term. Tenant shall notify Landlord in writing of its election to extend this Lease for the Renewal Term not less than six (6)months prior to the expiration of the initial Term, time being of the essence with respect to such notification. Notice thereof shall be deemed sufficient if given in the manner hereinafter provided. If Landlord does not receive such written notice as and when required herein, the Renewal Term shall terminate and be of no further force or effect, and this Lease shall expire as of the then-scheduled expiration date. The Renewal Term shall be upon all of the terms, covenants and conditions of this Lease, except that the Fixed Rent shall be increased by adding the CPI Adjustment Amount (defined below) to the then-current Fixed Rent. The CPI Adjustment Amount is calculated by multiplying the Fixed Rent payable for the last year of the initial Term by a ratio, the numerator of which is the Consumer Price Index for All Urban Consumers, Cleveland-Akron, All Items (1982-1984=100) published by the Bureau of Labor Statistics of the United States Department of Labor (the Index) on the date nearest the commencement date of the Renewal Term, and the denominator of which is the Index as of the first day of the third Lease Year. If, during the Lease Term the Bureau of Labor Statistics ceases to maintain the Index, then such other index or standard as will most nearly accomplish the aim or purpose of the Index shall be used in determining the amount of any such adjustment. Notwithstanding the foregoing, Tenant shall have no right to renew this Lease if, either at the time Tenant notifies Landlord of its election to extend this Lease or upon the commencement date of the Renewal Term, Tenant is in default hereunder beyond any applicable grace or cure period.
3. Renewal Option. The renewal option set forth in Section3.8 of the Lease shall remain in effect. All references in Section3.8 of the Lease to the initial Term shall mean the Term, as extended by this First Amendment.
Notwithstanding the foregoing, in the event that Tenant desires to exercise its RFO Option during the last three (3) years of the Extended Term, Tenant must simultaneously exercise its Renewal Option. Tenant’s occupancy of any RFO Space shall be coterminous with the Term of the Lease, as extended by the Renewal Term, if applicable.
The premise can be used by Tenant since April 1, 2017 according to the Lease Agreement. This possession can be prolongated by will of Tenant in obedience to renewal option. If possession was not prolongated, Tenant removes all of his property from the territory of premise and yields up premise to the Landlord.
Fine Fare Supermarket (23,053 sq. ft.; 19.0% of NRA; 20.4% of U/W Base Rent) Fine Fare Supermarket was founded in 1970 and currently operates over 60 supermarkets in New York, Philadelphia and Pennsylvania. The tenant is subject to a long-term, 30-year lease expiring in September 2031. In December 2011, Fine Fare Supermarket entered into a sublease agreement with T-Mobile to sublease 864 sq. ft. T-Mobile’s sublease has an initial term of 10 years and contains one, five-year renewal option. T-Mobile currently pays $127,308 PSF of annual base rent with 3.0% annual increases.
4. TERM. The term of this Sublease shall commence on the Sublease Term Commencement Date (as defined in Section5 below) and shall expire on February28, 2022, unless sooner terminated pursuant to the terms hereof (the Expiration Date). At least twelve (12)months prior to the Expiration Date, Sublandlord and Subtenant shall meet to discuss each partys future space needs (the Space Needs Meeting). Following the Space Needs Meeting, Sublandlord shall provide Subtenant written notice (Renewal Notice) not less than thirty (30)days before the expiration of the period of time for which Sublandlord as Tenant can exercise its Renewal Option pursuant to, Section2.6 of the Master Lease (i.e., April30, 2021, which is ten (10)months prior to the expiration of the initial term of the Master Lease) on its determination to exercise the Renewal Option. In the Renewal Notice, Sublandlord will notify Subtenant whether or not Sublandlord wishes to exercise the Renewal Option pursuant to the Master Lease and, if Sublandlord wishes to exercise the Renewal Option, whether or not Sublandlord wishes to occupy all of the Leased Premises (and reclaim all of the Subleased Premises) during the Renewal Term.
4.3 If the Renewal Notice provides that Sublandlord elects to exercise the Renewal Option, but Subtenant subsequently does not exercise the right to extend the term of this Sublease pursuant to Section4.1 or Section4.2 above, Sublandlord thereafter has the option, in its sole discretion, to either exercise the Renewal Option or to not exercise the Renewal Option. In the event the initial term of this Sublease is extended by the Extension Term, then during the Extension Term, all of the terms and conditions set forth in this Sublease as applicable to the Subleased Premises (and including, if applicable, any Additional Space pursuant to the Right of First Offer provided for in Section19) during the initial term shall apply during the Extension Term, including with respect to Sublease Monthly Rent as set forth in Section7. The initial term of this Sublease and any Extension Term shall be collectively referred to as the Sublease Term. If the Master Lease expires or terminates, this Sublease will terminate on the same date therewith without obtaining Master Landlords and Sublandlords written consent.
3. Renewal Option. If Tenant exercises the Renewal Option, Landlord agrees that it will recognize the exercise of the Renewal Option notwithstanding the fact that Subtenant may be occupying some or all of the Premises during the Renewal Term. Notwithstanding anything to the contrary contained in the Lease, in the event Tenant elects not to exercise its Renewal Option, Landlord agrees that (i)Tenant shall have the right to assign its interest in the Lease to Subtenant, as assignee, upon notice to Landlord and Landlord agrees to release Tenant (Exponential Interactive, Inc. and its successors or assigns) from all liability under the Lease arising after the expiration of the initial Term of the Lease (i.e., February28, 2022) in order to effectuate such assignment; (ii)Subtenant shall have the right to exercise the Renewal Option for the Renewal Term on the same terms and conditions as the Tenant under the Lease; and (iii)Landlord shall not exercise its right to recapture any portion of the Premises pursuant to Section10.2 of the Lease.
In July 2016, with effective date January 1st, 2016, the Company renegotiated a lease agreement with an affiliate of our past Chairman of the Board, for the headquarters and laboratory testing facilities in Dorado, Puerto Rico. The renegotiated lease incorporates additional space for the laboratory testing facility expansion. The lease agreement is for a five-year term, with a renewal option of five years, and monthly rental payments of $30,316 for the term of the lease agreement and renewal option. The lease agreement also requires the payment of utilities, property taxes, insurance and expenses incurred by the affiliate in connection with the maintenance of common areas. As part of the Laboratory Assets transaction (see Note B), this lease was amended to (i) allow the Company to sublease to the Laboratory Assets purchaser (the “Subtenant”) the laboratory leased space area, and (ii) if Subtenant defaults under the Sublease or terminates the Sublease, the Company shall have the option to either (a) terminate the Sublease and re-occupy the Subleased Premises pursuant to the terms of the Lease, or (b) modify the Lease to terminate the Lease for the portion of the Premises that is the Subleased Premises only, without penalty. On January 1, 2019, a second amendment to the lease agreement was made to add a small storage area, increasing the monthly rental payments by $1,088.
Simultaneously with the Laboratory Assets sale closing transaction the Company and Subtenant entered into a sublease agreement (the “Sublease”) with an initial term commencing at Sales Closing Date through December 31, 2019. The Sublease contains a one-year renewal option, followed by a second renewal option of five years. Provided a six months’ notice of termination, Subtenant may terminate without penalty the Sublease within the term of the second renewal option of five years. The Sublease calls for monthly rental payments of $17,950 each, and a 5% annual rent increase beginning on the second lease year and thereafter until the expiration of the Sublease initial term or the first renewal option. No rent increase will apply to the five-year term renewal option if exercised. The Sublease requires the payment of utilities, property taxes, insurance and common area expenses incurred and/or allocated to Subtenant. In September 2020, Subtenant exercised the second renewal option for the additional five-year term. Accordingly in September 2020, the Company exercised its lease renewal option for an additional five-year term.
b.Tenant shall exercise the Renewal Option by giving Landlord notice at least one hundred eighty (180)days prior to the expiration of the current Term. If Tenant fails to give notice to Landlord prior to the 180-day period, then Tenant shall forfeit the Renewal Option. If Tenant exercises the Renewal Option, then during the Option Term, Landlord and Tenant’s respective rights, duties and obligations shall be governed by the terms and conditions of the Lease, except as provided otherwise in this Section. Time is of the essence in exercising the Renewal Option.