Carefirst Proposal email

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CareFirst of Maryland, Inc.
June 30, 2015
Page 8
12. Right To Assign Or Sublease
CareFirst requires the right to assign or sublease all or a portion of its space to any affiliate, any entity which
directly or indirectly controls, is controlled by or under common control of CareFirst, or any other entity with
whom CareFirst completes a business combination, including one which succeeds to all or substantially all of
the assets and business of CareFirst (“Related Entities”) without Landlord’s consent. CareFirst also requires
the right to assign or sublease to a third party (including existing tenants in the Building) with the Landlord’s
prior approval, not to be unreasonably withheld, conditioned or delayed. Landlord will have no right to
recapture any portion of the space that is the subject of a permitted assignment or sublease. In the event
that CareFirst elects to sublease a portion of the Extension Space for a period of three years or less, Landlord
will not be entitled to share in any net profits that result from such subleases. Please confirm that CareFirst
shall have such subletting and assignment rights.
Landlord Response: The Assignment and Sublease language shall remain as stated in the 10800
Red Run Boulevard Lease dated September 5, 2007 and the 10802 Red Run Boulevard Lease
dated April 9, 2002.
13. Medical Office Tenants and Competitors
Please confirm the Landlord’s willingness to continue to limit occupancy in the Building to non-medical office
tenants (to include, but not be limited to, pain management, substance abuse, counseling and other related
uses). Please also confirm Landlord’s willingness to limit occupancy in the Building and lease space only to
those tenants that are not direct competitors to CareFirst (a list can be provided upon request).
Landlord Response: Merritt agrees to restrict the use of the building to medical uses that are
viewed by both Merritt and CareFirst to non-compatible uses. To the extent that CareFirst
occupies more than seventy five percent (75%) of any one building, Landlord shall also limit
occupancy in that building to Tenant’s that are direct competitors of CareFirst. Please provide a
list of such competitors.
14. Retail Tenants
As the major tenant in the Building, CareFirst will expect to have a reasonable voice in the selection of retail
tenants in the Building, if applicable. Please outline Landlord’s approach for including CareFirst in decisions
about retail tenants.
Landlord Response: Not Applicable
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