OPINION AND ORDER Plaintiff Extreme Reach, Inc. (“Extreme Reach” or “Tenant”) has sued Defendants seeking a declaratory judgment and an award for attorneys’ fees.1 See Compl., Dkt. 1. Defendants counterclaimed for declaratory judgment and attorneys’ fees. See Answer, Dkt. 20. Both parties have moved for summary judgment. See Pl. Mem. of Law, Dkt. 46; Def. Mem. of Law, Dkt. 54. For the reasons discussed below, Plaintiff’s motion is GRANTED in part and DENIED in part; Defendants’ motion is DENIED. BACKGROUND This case involves a straightforward question: whether Plaintiff complied with the early termination provision of the lease agreement. The relevant, undisputed facts are as follows.2 Plaintiff entered into a lease agreement (the “Lease”) with Defendants PGREF I 1633 Broadway Land, L.P.; 1633 Broadway Owner I, LP; and 1633 Broadway Owner II, LP (collectively, “Defendants” or “Landlord”), for the fifth and sixth floors of 1633 Broadway, New York, New York, for a term of 15 years and 10 months. Joint Statement of Facts (“JSOF”) 1, Dkt. 42; Pl. 56.1 Statement 7, Dkt. 51. Section 11.01(a) of the Lease provides, in relevant part: [e]xcept as otherwise set forth below, any notice…hereunder by either party to the other party shall be in writing and shall be deemed to have been duly given only if sent by [] registered or certified mail, return receipt requested,…addressed to such other party, which address for Landlord shall be the address as hereinbefore set forth, Attention: Vice President — Leasing, with copies to the Vice President of Property Management, at the address as hereinbefore set forth, and to the Building Manager, in care of the Building Office, 1633 Broadway, New York, NY 10019…. JSOF 3. That section further provides that “[a]ny notice…given pursuant to the above shall be deemed received on the day of delivery (with signed receipt) or rejection, as the case may be.” Id. Section 34.01 of the Lease contains an early termination provision: (a) Tenant may elect on a one time basis only, at Tenant’s option, to irrevocably terminate this Lease…as of [October 14, 2023, the Surrender Date,] provided that Tenant shall give to Landlord written notice (Termination Notice) not [later than July 14, 2022] of Tenant’s election to so terminate this Lease (time being of the essence with respect to the giving of such notice) and concurrently with the giving of such notice, Tenant shall make to Landlord a [Termination Payment]…. (b) In the event of the giving of such Termination Notice and the making of the Termination Payment, this Lease…shall terminate on the Surrender Date…and the Fixed Rent and other charges payable hereunder (other than the Termination Payment) shall be apportioned as of the Surrender Date. (c) In the event Tenant does not send the Termination Notice to Landlord on or before [July 14, 2022], then this Article 34 shall be deemed null and void and deleted from this Lease. JSOF 5. Absent early termination, the Lease expires April 14, 2028. Pl. 56.1 Statement 8. Plaintiff’s deadline to exercise its early termination option was July 14, 2022. See Pl. 56.1 Statement 10; Def. Counterstatement 81, Dkt. 51.3 On July 12, 2022, Jorge Martell, Plaintiff’s Chief Financial Officer, emailed Peter Brindley and Bernard Marasco, PGI’s4 Executive Vice President of Leasing and Senior Vice President & Counsel of Leasing, respectively, stating: Please find attached the early termination notice for our 1633 Broadway lease. We will follow up with payment of the early termination fee tomorrow. Can you please confirm your wiring instructions. We will be hand delivering and mailing (certified mail) this notice as well. Please confirm receipt of this email and if you could please confirm your bank wiring instructions that would be great. JSOF 11; see also Def. Counterstatement
45-46.5 Attached to the email was a copy of the purported Termination Notice (the “Notice”). See id.
