TO THE EXPIRATION OF THE FIRST RENEWAL TERM (IN
THE CASE OF THE SECOND RENEWAL TERM).
FOR THE AVOIDANCE OF DOUBT, THE SECOND
RENEWAL TERM SHALL BE VOID UNLESS THE FIRST RENEWAL OPTION SHALL BE TIMELY
EXERCISED BY TENANT.
EACH RENEWAL TERM SHALL BE UPON THE SAME TERMS AND
CONDITIONS AS THE ORIGINAL TERM, EXCEPT THAT THE BASE RENT APPLICABLE TO THE
RELEVANT RENEWAL TERM SHALL BE EQUAL TO THE GREATER OF (I) BASE RENT PAYABLE
UNDER THIS LEASE FOR THE FULL YEAR IMMEDIATELY PRECEDING THE EFFECTIVENESS OF
THAT RENEWAL TERM OR (II) PREVAILING MARKET RENT AS OF THE COMMENCEMENT OF THAT
RENEWAL TERM, AS DETERMINED PURSUANT TO EXHIBIT C.
AS A CONDITION TO THE
EXERCISE AND THE EFFECTIVENESS OF THE RENEWAL OPTION, TENANT SHALL BE REQUIRED
TO MODIFY THE LETTER OF CREDIT SO THAT THE LETTER OF CREDIT WILL HAVE A FACE
AMOUNT EQUAL TO THE REQUIRED AMOUNT AND OTHERWISE MEET THE REQUIREMENTS OF
SECTION 4.7 WITH RESPECT TO THE TERM AS EXTENDED BY TENANT'S EXERCISE OF THE
RENEWAL OPTION.
THE RENEWAL OPTION IS PERSONAL TO TENANT AND SHALL BE
INAPPLICABLE AND NULL AND VOID IF TENANT ASSIGNS ITS INTEREST UNDER THIS LEASE
(INCLUDING AN "ASSIGNMENT" AS DEFINED IN SECTION 15.1 BUT EXCLUDING SHORT-TERM
SUBLEASES CONTEMPLATED BY SECTION 15.11).
4.
RENT.
4.1
NET LEASE - NET RENT.
IT IS THE PURPOSE AND
INTENT OF LANDLORD AND TENANT THAT, EXCEPT AS EXPRESSLY PROVIDED OTHERWISE
HEREIN, THIS LEASE SHALL BE DEEMED AND CONSTRUED TO BE A SO-CALLED "TRIPLE NET
LEASE" AND THAT THE BASE RENT AND ADDITIONAL RENT SHALL BE ABSOLUTELY NET TO
LANDLORD THROUGHOUT THE TERM, SO THAT THIS LEASE SHALL YIELD, ABSOLUTELY NET TO
LANDLORD, THE BASE RENT AND ADDITIONAL RENT THROUGHOUT THE TERM, FREE OF ANY
CHARGES, ASSESSMENTS, IMPOSITIONS, REAL ESTATE TAXES OR DEDUCTIONS OF ANY KIND
CHARGED, ASSESSED OR IMPOSED ON OR AGAINST THE PREMISES AND WITHOUT ABATEMENT,
DEDUCTION, DEFERMENT, REDUCTION, DEFENSE, CREDIT, SET-OFF OR COUNTERCLAIM
(EXCEPT AS MAY OTHERWISE BE EXPRESSLY PROVIDED HEREIN) WHATSOEVER BY TENANT, AND
LANDLORD SHALL NOT UNDER ANY CIRCUMSTANCES OR CONDITIONS, WHETHER NOW EXISTING
OR HEREAFTER ARISING, OR WHETHER BEYOND THE PRESENT CONTEMPLATION OF THE
PARTIES, BE EXPECTED OR REQUIRED TO PAY ANY SUCH CHARGE, ASSESSMENT, IMPOSITION,
REAL ESTATE TAX OR DEDUCTION, OR BE UNDER ANY OBLIGATION OR LIABILITY HEREUNDER
EXCEPT AS EXPRESSLY OTHERWISE PROVIDED HEREIN. IT IS AGREED THAT EXCEPT AS
EXPRESSLY OTHERWISE PROVIDED HEREIN ALL COSTS, EXPENSES AND CHARGES OF EVERY
KIND AND NATURE WHATSOEVER RELATING TO THE PREMISES, OR THE USE, OPERATION OR
MAINTENANCE THEREOF, WHICH MAY ARISE OR BECOME DUE DURING THE TERM OF THIS
LEASE, INCLUDING, WITHOUT LIMITATION, THOSE RELATING TO THE MAINTENANCE,
PRESERVATION, CARE, REPAIR AND OPERATION OF THE PREMISES (INCLUDING, WITHOUT
LIMITATION, ALL COSTS, EXPENSES AND CHARGES FOR WATER, SEWER, NATURAL GAS,
ELECTRICITY, TELEPHONE AND ANY OTHER UTILITY USED UPON OR FURNISHED TO THE
PREMISES) AND ALL RESTORATIONS, REPLACEMENTS, ALTERATIONS AND ADDITIONS IN AND
TO THE PREMISES AS HEREIN PROVIDED, BUT SPECIFICALLY EXCLUDING MONTHLY RENT
UNDER THE GROUND LEASE, SHALL BE PAID AND/OR PERFORMED BY