Common use of Base Rent and Additional Rent Clause in Contracts

Base Rent and Additional Rent. During the Term (but subject to the following subparagraph of this Section 4.01 below), Tenant hereby covenants and agrees to pay to Landlord, without any setoff or deduction (except to the extent expressly set forth in this Lease), (a) all Base Rent (as provided in Section 1), (b) Tenant’s Proportionate Share of the Expense Excess and the Tax Excess (as provided in Exhibit B attached hereto), and (c) all other Additional Rent due for the Term (collectively referred to as “Rent”). “Additional Rent” means all sums (exclusive of Base Rent) that Tenant is required to pay to Landlord from time to time under this Lease. Notwithstanding the foregoing, provided that Tenant is not then in Default beyond any applicable notice and cure period under the Lease, Landlord agrees to waive payment of the monthly amounts of Base Rent for the applicable Phase Premises during the following periods (each, a “Rent Waiver Period”): (a) for the Initial Premises, for the period commencing on the Initial Premises Commencement Date and ending on the date immediately preceding the Initial Premises Rent Commencement Date set forth in Section 1, (b) for the Second Phase Premises, for the period commencing on the Second Phase Premises Commencement Date and ending on the date immediately preceding the Second Phase Premises Rent Commencement Date set forth in Section 1, (c) for the Third Phase Premises, for the period commencing on the Third Phase Premises Commencement Date and ending on the date immediately preceding the Third Phase Premises Rent Commencement Date set forth in Section 1, and (d) for the Fourth Phase Premises, for the period commencing on the Fourth Phase Premises Commencement Date and ending on the date immediately preceding the Fourth Phase Premises Rent Commencement Date set forth in Section 1. In the event that a Rent Waiver Period does not end on the last day of a calendar month, then on the first day of the calendar month in which such Rent Waiver Period expires, Tenant shall pay to Landlord the amount of the Base Rent and Additional Rent for the portion of the calendar month that follows the last day of such Rent Waiver Period, pro-rated on a per diem basis.

Base Rent and Additional Rent. During the Term (but subject to the following subparagraph of this Section 4.01 below), Tenant hereby covenants and agrees to pay to Landlord, without any setoff or deduction (except to the extent expressly set forth in this Lease), (a) all Base Rent (as provided in Section 1), (b) Tenant’s Proportionate Share of the Expense Excess and the Tax Excess (as provided in Exhibit B attached hereto), and (c) all other Additional Rent due for the Term (collectively referred to as “Rent”). “Additional Rent” means all sums (exclusive of Base Rent) that Tenant is required to pay to Landlord from time to time under this Lease. Notwithstanding the foregoing, provided that Tenant is not then in Default beyond any applicable notice and cure period under the Lease, Landlord agrees to waive payment of the monthly amounts of Base Rent for the applicable Phase Premises during the following periods (each, a “Rent Waiver Period”): (a) for the Initial Premises, for the period commencing on the Initial Premises Commencement Date and ending on the date immediately preceding the Initial Premises Rent Commencement Date set forth in Section 1, (b) for the Second Phase Premises, for the period commencing on the Second Phase Premises Commencement Date and ending on the date immediately preceding the Second Phase Premises Rent Commencement Date set forth in Section 1, (c) for the Third Phase Premises, for the period commencing on the Third Phase Premises Commencement Date and ending on the date immediately preceding the Third Phase Premises Rent Commencement Date set forth in Section 1, and (d) for the Fourth Phase Premises, for the period commencing on the Fourth Phase Premises Commencement Date and ending on the date immediately preceding the Fourth Phase Premises Rent Commencement Date set forth in Section 1. In the event that a Rent Waiver Period does not end on the last day of a calendar month, then on the first day of the calendar month in which such Rent Waiver Period expires, Tenant shall pay to Landlord Base Rent for (i) the Clean Room Expansion Space in the amount of $22.50 per square foot per annum, (ii) the Base Storage Expansion Space IV in the amount of $7.83 per square foot per annum, (iii) the Storage Expansion Space V in the amount of $7.83 per square foot per annum , and (iv) the Office Expansion Space II in the amount of $15.14 per square foot per annum, payable in equal monthly installments in accordance with the Lease. Tenant shall commence paying rent on the Clean Room Expansion Space on the earlier of (i) the date that is one hundred eighty (180) days after Landlord substantially completes the Landlord Expansion Space Work related to the Clean Room Expansion Space (the "Clean Room Expansion Space Rent Commencement Date") and Additional (ii) the date that Tenant occupies the Clean Room Expansion Space. Depending upon the date to be utilized, the appropriate party shall provide written notice to the other party and the Clean Room Expansion Space Rent Commencement Date shall be established. Tenant shall commence paying rent on the Storage Expansion Space IV, the Storage Expansion Space V and the Office Expansion Space II on the earlier of (i) the date that Landlord substantially completes the Landlord Expansion Space Work related to the Storage Expansion Space IV and the Storage Expansion Space V (other than the installation of the acoustical drop ceiling described in Section 3(b)(iv) of Exhibit B attached hereto, which shall be performed by Landlord contemporaneously with the Initial Tenant Expansion Space Work) and (ii) the date that Tenant occupies the remaining Expansion Space (the "Remaining Expansion Space Rent Commencement Date"). Depending upon the date to be utilized, the appropriate party shall provide written notice to the other party and the Remaining Expansion Space Rent Commencement Date shall be established. Tenant shall pay to Landlord as additional rent for the portion Expansion Space the cost of utilities consumed therein, as set forth in the calendar month that follows Lease. Any delay caused by or on behalf of Tenant shall not impact the last day of such Clean Room Expansion Space Rent Waiver Period, pro-rated on a per diem basis.Commencement Date or the Remaining Expansion Space Rent Commencement Date. 

Base Rent and Additional Rent. During Base rent for each Master Lease (“Base Rent”) will be calculated in accordance with the Term Shopping Center pro forma attached hereto as Schedule I (but subject the “Pro Forma”). For example, Base Rent for the Inline Master Lease will be at an annual rate of $30 per foot for the premises under the Inline Master Lease. Master Lease Rent will commence on the Closing Date. As premises are removed from a Master Lease in accordance with Section 3 above, Base Rent will be adjusted accordingly. In addition to Base Rent, Seller will pay all base rent due with respect to any Tenant Lease which has not yet started paying base rent as of the following subparagraph Closing Date – such base rent to be paid under the applicable Exhibit “H” - 2 Master Lease (the “Additional Base Rent”). Additional Base Rent attributable to each such Tenant Lease will commence as of this Section 4.01 below)the Closing Date regardless of whether the tenant thereunder is entitled to free rent and shall be calculated in accordance with the annual base rent specified in such Tenant Lease. For example, if (a) there is a Tenant hereby covenants Lease in the inline space that is not an Earn Out Lease as of the Closing Date and agrees has not started paying base rent, then under the Inline Master Lease, Seller will pay Purchaser Additional Base Rent for such Tenant Lease until the rent commencement date (i.e., the date all free rent periods have expired) under such Tenant Lease has occurred (with Seller being obligated to pay to Landlord, without any setoff or deduction (except to resume payment of such Additional Base Rent under the extent expressly conditions set forth in this LeaseSection 2 above), (a) all Base Rent (as provided in Section 1), ; and (b) Tenant’s Proportionate Share Seller elects to construct the Pad Site N Multi-Tenant Building, Seller will pay Purchaser Additional Base Rent with respect to that portion of the Expense Excess and Pad Site N Multi-Tenant Building which was leased prior to commencement of construction until the Tax Excess rent commencement date (i.e., the date all free rent periods have expired) under such Tenant Lease has occurred (with Seller being obligated to resume payment of such Additional Base Rent under the conditions set forth in Section 2 above) and, as provided in Exhibit B attached hereto)to the remaining portion of the Pad Site N Multi-Tenant Building, and (c) all other Additional Rent due for until the Term (collectively Earn Out Conditions with respect to such space have been satisfied. The term “base rent” is sometimes referred to as “Rent”). “Additional Rentminimum guaranteed rental” means all sums (exclusive of Base Rent) that under a Tenant is required to pay to Landlord from time to time under this Lease. Notwithstanding the foregoing, provided that Tenant is not then in Default beyond any applicable notice and cure period under the Lease, Landlord agrees to waive payment of the monthly amounts of Base Rent for the applicable Phase Premises during the following periods (each, a “Rent Waiver Period”): (a) for the Initial Premises, for the period commencing on the Initial Premises Commencement Date and ending on the date immediately preceding the Initial Premises Rent Commencement Date set forth in Section 1, (b) for the Second Phase Premises, for the period commencing on the Second Phase Premises Commencement Date and ending on the date immediately preceding the Second Phase Premises Rent Commencement Date set forth in Section 1, (c) for the Third Phase Premises, for the period commencing on the Third Phase Premises Commencement Date and ending on the date immediately preceding the Third Phase Premises Rent Commencement Date set forth in Section 1, and (d) for the Fourth Phase Premises, for the period commencing on the Fourth Phase Premises Commencement Date and ending on the date immediately preceding the Fourth Phase Premises Rent Commencement Date set forth in Section 1. In the event that a Rent Waiver Period does not end on the last day of a calendar month, then on the first day of the calendar month in which such Rent Waiver Period expires, Tenant shall pay to Landlord the amount of the Base Rent and Additional Rent for the portion of the calendar month that follows the last day of such Rent Waiver Period, pro-rated on a per diem basis.

Base Rent and Additional Rent. During Base rent for each Master Lease (“Base Rent”) will be calculated in accordance with the Term Shopping Center pro forma attached hereto as Schedule I (but subject the “Pro Forma”). For example, Base Rent for the Inline Master Lease will be at an annual rate of $30 per foot for the premises under the Inline Master Lease. Master Lease Rent will commence on the Closing Date. As premises are removed from a Master Lease in accordance with Section 3 above, Base Rent will be adjusted accordingly. In addition to Base Rent, Seller will pay all base rent due with respect to any Tenant Lease which has not yet started paying base rent as of the following subparagraph Closing Date – such base rent to be paid under the applicable Master Lease (the “Additional Base Rent”). Additional Base Rent attributable to each such Tenant Lease will commence as of this Section 4.01 below)the Closing Date regardless of whether the tenant thereunder is entitled to free rent and shall be calculated in accordance with the annual base rent specified in such Tenant Lease. For example, if (a) there is a Tenant hereby covenants Lease in the inline space that is not an Earn Out Lease as of the Closing Date and agrees has not started paying base rent, then under the Inline Master Lease, Seller will Exhibit “H”- 2 pay Purchaser Additional Base Rent for such Tenant Lease until the rent commencement date (i.e., the date all free rent periods have expired) under such Tenant Lease has occurred (with Seller being obligated to pay to Landlord, without any setoff or deduction (except to resume payment of such Additional Base Rent under the extent expressly conditions set forth in this LeaseSection 2 above), (a) all Base Rent (as provided in Section 1), ; and (b) Tenant’s Proportionate Share Seller elects to construct the Pad Site N Multi-Tenant Building, Seller will pay Purchaser Additional Base Rent with respect to that portion of the Expense Excess and Pad Site N Multi-Tenant Building which was leased prior to commencement of construction until the Tax Excess rent commencement date (i.e., the date all free rent periods have expired) under such Tenant Lease has occurred (with Seller being obligated to resume payment of such Additional Base Rent under the conditions set forth in Section 2 above) and, as provided in Exhibit B attached hereto)to the remaining portion of the Pad Site N Multi-Tenant Building, and (c) all other Additional Rent due for until the Term (collectively Earn Out Conditions with respect to such space have been satisfied. The term “base rent” is sometimes referred to as “Rent”). “Additional Rentminimum guaranteed rental” means all sums (exclusive of Base Rent) that under a Tenant is required to pay to Landlord from time to time under this Lease. Notwithstanding the foregoing, provided that Tenant is not then in Default beyond any applicable notice and cure period under the Lease, Landlord agrees to waive payment of the monthly amounts of Base Rent for the applicable Phase Premises during the following periods (each, a “Rent Waiver Period”): (a) for the Initial Premises, for the period commencing on the Initial Premises Commencement Date and ending on the date immediately preceding the Initial Premises Rent Commencement Date set forth in Section 1, (b) for the Second Phase Premises, for the period commencing on the Second Phase Premises Commencement Date and ending on the date immediately preceding the Second Phase Premises Rent Commencement Date set forth in Section 1, (c) for the Third Phase Premises, for the period commencing on the Third Phase Premises Commencement Date and ending on the date immediately preceding the Third Phase Premises Rent Commencement Date set forth in Section 1, and (d) for the Fourth Phase Premises, for the period commencing on the Fourth Phase Premises Commencement Date and ending on the date immediately preceding the Fourth Phase Premises Rent Commencement Date set forth in Section 1. In the event that a Rent Waiver Period does not end on the last day of a calendar month, then on the first day of the calendar month in which such Rent Waiver Period expires, Tenant shall pay to Landlord the amount of the Base Rent and Additional Rent for the portion of the calendar month that follows the last day of such Rent Waiver Period, pro-rated on a per diem basis.

Base Rent and Additional Rent. During the Term (but subject to the following subparagraph of this Section 4.01 below), Tenant hereby covenants and agrees to pay to Landlord, without any setoff or deduction (except to the extent expressly set forth in this Lease), (a) all Base Rent (Commencing as provided in Section 1), (b) Tenant’s Proportionate Share of the Expense Excess and the Tax Excess 23rd Floor Sublease Commencement Date, Sublessee shall pay to Sublessor an annual base rent of Seven Hundred Twenty-Six Thousand Four Hundred Forty-Nine Dollars (as provided in Exhibit B attached hereto), and $726,449.00) (c) all other Additional Rent due for the Term (collectively referred to as “Base Rent”). “Additional Rent” means all sums The Base Rent shall be paid without any prior demand therefor, in equal monthly installments of Sixty Thousand Five Hundred Thirty-Seven Dollars and Forty-Two Cents (exclusive $60,537.42) in advance, on the first day of Base Rent) that Tenant is required to pay to Landlord from time to time under this Leaseeach month during the 23rd Floor Sublease Term, without any abatement, deduction, counterclaim, setoff or defense whatsoever (except as may be expressly provided herein). Notwithstanding If the foregoing, provided that Tenant 23rd Floor Sublease Commencement Date is not then in Default beyond any applicable notice and cure period under the Lease, Landlord agrees to waive payment of the monthly amounts of Base Rent for the applicable Phase Premises during the following periods (each, a “Rent Waiver Period”): (a) for the Initial Premises, for the period commencing on the Initial Premises Commencement Date and ending on the date immediately preceding the Initial Premises Rent Commencement Date set forth in Section 1, (b) for the Second Phase Premises, for the period commencing on the Second Phase Premises Commencement Date and ending on the date immediately preceding the Second Phase Premises Rent Commencement Date set forth in Section 1, (c) for the Third Phase Premises, for the period commencing on the Third Phase Premises Commencement Date and ending on the date immediately preceding the Third Phase Premises Rent Commencement Date set forth in Section 1, and (d) for the Fourth Phase Premises, for the period commencing on the Fourth Phase Premises Commencement Date and ending on the date immediately preceding the Fourth Phase Premises Rent Commencement Date set forth in Section 1. In the event that a Rent Waiver Period does not end on the last first day of a calendar month, then on the first day of the calendar month in which such Rent Waiver Period expires, Tenant shall pay to Landlord the amount of the Base Rent shall be pro-rated for such partial calendar month and Additional the balance of the first monthly installment of Base Rent theretofore paid shall be credited against the next monthly installment of Base Rent. The monthly installment of Base Rent payable on account of any partial calendar month during the 23rd Floor Sublease Term, if any, shall be prorated. Notwithstanding the foregoing, provided Sublessee is not in default in the performance of any of the terms, covenants and conditions of this Sublease beyond applicable notice and cure periods, Sublessee shall receive an abatement of Base Rent for the portion first ninety (90) days of the calendar 23rd Floor Sublease Term (the “Abatement Period”) but during the Abatement Period Sublessee shall otherwise be required to comply with all the other terms, covenants and conditions of this Sublease. The first month that follows of Base Rent to be paid to the last day Sublessor upon Sublessee’s execution of this Sublease shall be applied to the period following the Abatement Period. If Sublessor has received any Base Rent, additional rent, Operating Expenses, Air Condition Costs or A/C Payment payable for the 25th Floor Premises applicable to any period of time after the 23rd Floor Sublease Commencement Date, Sublessor shall credit such payment to Sublessee’s next payment of Base Rent Waiver Period, pro-rated on a per diem basisdue under this Sublease for the 23rd Floor Premises.