Common use of Building Separation Clause in Contracts

Building Separation. After execution of the Early Entry Agreement by Landlord and Tenant and in accordance with its terms, Landlord shall permit Tenant to cap the then-existing distilled water, steam and gas pipes and take such other reasonable action to make a closed system for Tenant. In the event that the Premises are substantially and physically separated from the other rentable spaces in the Building during the Term, Tenant shall maintain, operate and repair, at no cost to Landlord, the backup electric generator and shall be entitled to collect from the other tenants in the Building that elect to use the backup electric generator, the other tenants’ reasonable share of the cost of such maintenance, operation and repairs based upon the parties’ respective uses. In the event other tenants in the Building elect not to use the backup electric generator, Tenant may, at Tenant’s sole cost and expense, and subject to Landlord’s prior written approval in accordance with Section 6 of this Lease, separate the backup electric generator service from the spaces in the Building occupied by tenants electing not to use it. By: RREEF Management Company, a Delaware corporation, Its Manager By: /s/ ▇▇▇▇▇ ▇▇▇▇▇▇▇ By: /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Name. ▇▇▇▇▇ ▇▇▇▇▇▇▇ Name: ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: District Manager Title: Chief Executive Officer Dated: 9/21/05 Dated: 09/19/2005 ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ ) ) ss. COUNTY OF KING ) On this as 21st day of September, 2005 before me, the undersigned, a Notary Public in and for the State of Washington personally appeared ▇▇▇▇▇ ▇▇▇▇▇▇▇, to be known or shown through satisfactory evidence to be the District Manager of RREEF Management Company, a Delaware corporation, and acknowledged to me that he executed the same on behalf of said corporation freely and voluntarily for the uses and purposes therein mentioned. Witness my hand and official seal the day and year in this certificate first above written. /s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇ [SEAL] ▇▇▇▇ ▇. ▇▇▇▇▇▇ Notary Public in and for the State of Washington residing at King county My commission expires: February 1, ▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇▇ ) ) ss. COUNTY OF KING ) On this as 19 day of September, 2005 before me, the undersigned, a Notary Public in and for the State of Washington personally appeared ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, to be known or shown through satisfactory evidence to be the Chief Executive Officer of Alder Biopharmaceuticals, a Delaware corporation, and acknowledged to me that he executed the same on behalf of said corporation freely and voluntarily for the uses and purposes therein mentioned. Witness my hand and official seal the day and year in this certificate first above written. /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ [SEAL] Print Name: ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇ Notary Public in and for the State of Washington residing at Everett, WA My commission expires: January 22, 2009 In the event of any conflict between the terms of Addendum to Lease and the Lease, the terms of Addendum to Lease shall control. Tenant shall, provided the Lease is in full force and effect and Tenant is not in default under any of the other terms and conditions of the Lease at the time of notification or commencement, have one option to renew this Lease for a term of three (3) years and one option to renew this Lease for a term of two (2) years, for the portion of the Premises being leased by Tenant as of the date the renewal term is to commence, on the same terms and conditions set forth in the Lease, except as modified by the terms, covenants and conditions as set forth below: a. If Tenant elects to exercise said option, then Tenant shall provide Landlord with written notice no earlier than the date which is three hundred sixty (360) days prior to the expiration of the then current term of the Lease but no later than the date which is two hundred seventy (270) days prior to the expiration of the then current term of this Lease. If Tenant fails to provide such notice, Tenant shall have no further or additional right to extend or renew the term of the Lease. b. The Annual Rent and Monthly Installment in effect at the expiration of the then current term of the Lease shall be increased to reflect the current fair market rental for comparable space in the Building and in other similar buildings in the same rental market as of the date the renewal term is to commence, including tenant improvements and leasing commissions, taking into account the specific provisions of the Lease which will remain constant. Landlord shall advise Tenant of the proposed Annual Rent and Monthly Installment for the Premises no later than thirty (30) days after receipt of Tenant’s written request therefor. Said request shall be made no earlier than thirty (30) days prior to the first date on which Tenant may exercise its option under this Paragraph. Said notification of the new Annual Rent may include a provision for its escalation to provide for a change in fair market rental between the time of notification and the commencement of the renewal term. In no event shall the Annual Rent and Monthly Installment for any option period be less than the Annual Rent and Monthly Installment in the preceding period. If Tenant disagrees with Landlord’s proposed Annual Rent and Monthly Installment for the Premises, Tenant shall so advise Landlord in writing and the parties shall promptly meet and attempt in good faith to resolve their differences. If the parties are unable to agree upon such amounts within thirty (30) days of Landlord’s receipt of Tenant’s notice, then Landlord and Tenant shall each appoint an independent, qualified MAI appraiser experienced in appraising rental rates of similarly situated commercial properties, and the two appraises shall appoint a third independent, qualified MAI appraiser with similar experience. The appraisers shall, by the agreement of the majority of them, determine in writing the fair market rental of the Premises and the Annual Rent and Monthly Installment for the upcoming renewal term. Such determination shall be binding upon Landlord and Tenant. The appraisers shall have no power to modify the provisions of this Lease. Each party shall pay the fees and expenses of its respective appraiser and both shall share equally in the fees and expenses of the third appraiser. c. This option is not transferable; the parties hereto acknowledge and agree that they intend that the aforesaid option to renew this Lease shall be “personal” to Tenant as set forth above and that in no event will any assignee or sublessee have any rights to exercise the aforesaid option to renew. d. As each renewal option provided for above is exercised, the number of renewal options remaining to be exercised is reduced by one and upon exercise of the last remaining renewal option Tenant shall have no further right to extend the term of the Lease. Exhibit A is intended only to show the general layout of the Premises as of the beginning of the Term of this Lease. It does not in anyway supersede any of Landlord’s rights set forth in Article 17 with respect to arrangements and/or locations of public parts of the Building and changes in such arrangements and/or location. It is not to be scaled; any measurements or distances shown should be taken as approximate. Exhibit A-1 is intended only to show the general layout of the Premises as of the beginning of the Term of this Lease. It does not in anyway supersede any of Landlord’s rights set forth in Article 17 with respect to arrangements and/or locations of public parts of the Building and changes in such arrangements and/or locations. It is not to be scaled; any measurements or distances shown should be taken as approximate. ▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇ AND 31, QUADRANT BUSINESS PARK – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF ▇▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇°▇▇’00” EAST 238.59 FEET… THENCE SOUTH 28°06’02” EAST 203.07 FEET ALONG SAID NORTHEASTERLY LINE TO THE TRUE POINT OF BEGINNING; THE PARCEL DESCRIBED ABOVE CONTAINS 71,686 SQUARE FEET (1.949 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON. ▇▇▇ ▇ ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF ▇▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇°▇▇’10” WEST 96.21 FEET ALONG THE SOUTH LINE THEREOF… THENCE SOUTH 28°06’92” EAST 203.70 FEET ALONG SAID NORTHEASTERLY LINE TO THE TRUE POINT OF BEGINNING; THE PARCEL DESCRIBED ABOVE CONTAINS 71,686 SQUARE FEET (1.646 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON. ▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇ AND 31, QUADRANT BUSINESS PARK – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF ▇▇▇ ▇▇, ▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇°▇▇’10” WEST 96.21 FEET ALONG THE SOUTH LINE THEREOF… THENCE SOUTH 88°11’53” EAST 204.14 FEET TO THE TRUE POINT OF BEGINNING; THE PARCEL DESCRIBED ABOVE CONTAINS 101,485 SQUARE FEET (3.330 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON. ▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇ AND 30, QUADRANT BUSINESS PARK – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF LOT 29, THENCE NORTH 88°19’10” WEST 96.21 FEET ALONG THE SOUTH LINE THEREOF TO A POINT HEREINAFTER REFERRED TO AS POINT “A”;… THENCE SOUTH 88°11’53” WEST 204.14 FEET TO THE TRUE POINT OF BEGINNING, THE PARCEL DESCRIBED ABOVE CONTAINS 112,173 SQUARE FEET (2.575 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON. LOT 5 THOSE PORTIONS OF ▇▇▇▇ ▇▇, ▇▇ ▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇ – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: COMMENCING AT THE SOUTHEAST CORNER OF SAID ▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇°▇▇’10” WEST 96.21 FEET ALONG THE SOUTH LINE THEREOF;… THENCE NORTH 88°19’00” WEST 386.21 FEET TO THE TRUE POINT OF BEGINNING; THE PARCEL DESCRIBED ABOVE CONTAINS 80,430 SQUARE FEET (1.846 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON. ▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇ ▇▇ AND 29, QUADRANT BUSINESS PARK – BOTHELL, ACCORDING TO THE PLAT THEREOF RECORDED IN VOLUME 131 OF PLATS, PAGES 87 THROUGH 91, RECORDS OF KING COUNTY, WASHINGTON, DESCRIBED AS FOLLOWS: BEGINNING AT THE SOUTHEAST CORNER OF SAID ▇▇▇ ▇▇, ▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇°▇▇’10” WEST 96.21 FEET ALONG THE SOUTH LINE THEREOF;… THENCE NORTH 88°19’00” WEST 290.00 FEET ALONG SAID SOUTH LINE TO THE POINT OF BEGINNING; THE PARCEL DESCRIBED ABOVE CONTAINS 92,146 SQUARE FEET (2.115 ACRES), MORE OR LESS. SITUATED IN THE CITY OF BOTHELL, KING COUNTY, WASHINGTON.