Common use of Delivery of Possession Clause in Contracts

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Rent.

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 Lessee acknowledges that it currently occupies a portion of the Work Letter Premises under a sublease that expires on June 30, 2006, and deliver thus already has possession of and will continue in possession of that portion of the Leased Premises to Tenant on from and after July 1, 2006, and will take possession of the date (balance of the “Delivery Date”) that the Required Delivery Condition has been achievedPremises starting July 1, 2006. As used hereinto any portion of the Premises that Lessee does not already possess as of June 30, the term “Required Delivery Condition” means 2006, Lessor will deliver possession thereof to Lessee on July 1, 2006, provided that if Lessor for any reason whatsoever does not deliver possession thereof to Lessee on July 1, 2006, (i) the steel structure has been constructedthis Lease shall not be void or voidable nor shall Lessor be liable to Lessee for any loss or damage resulting therefrom, (ii) the concrete slab and decks have been pouredLessee agrees to take possession thereof when Lessor is able to deliver possession thereof, and (iii) fireproofing is complete. Landlord shall cause until Lessor so delivers possession thereof to Lessee, the Required Delivery Condition obligations of Lessee to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays pay rent and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default other charges under this Lease, and to perform its other obligations under this Lease, shall be prorated to reflect the extent the square footage of the space actually delivered is less than the square footage of the entire Premises, except that Lessee shall deposit the first month’s rent upon execution of this Lease, and (iv) neither the scheduled Commencement Date (i.e., July 1, 2006) nor the ending date (i.e. June 30, 2007) of the lease term set forth in Section 3.01 shall this Lease be voidchanged. Notwithstanding the foregoing, voidable or cancelable by Tenant. If Landlord in the event Lessor is unable to deliver possession of the Leased entire Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure)October 1, 2006, then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent Lessee, at its sole option, shall be delayed entitled to terminate this Lease. Any such termination shall be effectuated by one day for each day written notice to Lessor by October 10, 2006. TIME IS OF THE ESSENCE WITH RESPECT TO THE TIME OF EXERCISE OF ANY SUCH RIGHT OF TERMINATION. Upon such termination, neither party shall have any further obligation to the other under this Lease, provided that such delivery is delayed beyond such date, Lessor shall return to Lessee any sums previously deposited by Lessee with Lessor hereunder to the extent required to do so by law and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Rentthis Lease.

Delivery of Possession. (a) Landlord shall construct the Building Buildings pursuant to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30November 1, 2017 2016 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by TenantTenant until the lapse of a delivery grace period of one hundred twenty (120) days after such date (as extended, if applicable). If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition agreed condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed entitled to terminate this Lease by one day for each day that such written notice delivered to Landlord within ten (10) days after the expiration of the delivery is delayed beyond such dategrace period (as extended, if applicable), and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay as provided in the commencement of payment of Base Monthly RentParagraph 2.8(c) below.

Delivery of Possession. (a) Landlord Lessor will deliver possession of the Premises to Lessee in its then current “as-is” condition on November 1, 2003, provided that the Premises shall construct be broom-clean and free of any occupant and free of all furniture of Lessor and any occupant. If the existing occupants have not vacated by October 31, 2003, Lessor shall take such steps as shall be necessary to relocate them to other space within the Building pursuant prior to Paragraph 1 November 1, 2003. If any existing occupant’s equipment (including (x) UPS system with all related controls, electrical panels and distribution, (y) two 10-ton air conditioning units and related piping, wiring, drains and distribution, and (z) FM-200 fire suppression system with related wiring, heads, distribution and EPO switch) has not been removed from the Premises by November 1, 2003, Lessor covenants to remove such equipment not later than November 7, 2003. If, for any reason, Lessor cannot deliver possession of the Work Letter and Premises to Lessee on such date, this Lease will not be void or voidable by Lessor or Lessee, nor will Lessor be liable to Lessee for any loss or damage resulting from such delay, except as provided below. Notwithstanding the foregoing, Lessor will not be obligated to deliver possession of the Premises to Lessee (but Lessee will be liable for rent if Lessor can otherwise deliver the Leased Premises to Tenant on Lessee) until Lessor has received from Lessee all of the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means following: (i) a copy of the steel structure has been constructedLease fully executed by Lessee and the guaranty of Lessee’s obligations under this Lease, if any, executed by the Guarantor(s); (ii) the concrete slab Security Deposit and decks have been poured, the first installment of Monthly Base Rent; and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (copies of policies of insurance or certificates thereof as such date may be extended due to Tenant Delays and up to ninety (90) days required under Paragraph 19 of Force Majeure)this lease. If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord Lessor is unable to deliver possession of the Leased Premises on or before November 5, 2003, then in such event Lessor will reimburse Lessee for its actual expenses incurred in installing Lessee’s improvements in the Required Delivery Condition Premises, to Tenant within the described delivery grace period (including any extension thereof by reason extent such costs increase as a result of Tenant Delays the delay in possession, not to exceed the following amounts: if possession is delivered on November 6-10, $3,000 for each day after the 5th that possession is not delivered, or if possession is delivered between the 11th and up to ninety (90) days of Force Majeure)the 15 th, then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one $5,000 per day for each day after the 10 th that such delivery possession is delayed beyond such datenot delivered. If possession of the Premises is not delivered by the 15th, Lessee shall have the right to terminate this Lease by written notice to Lessor given no later than November 18th , in which case all rights and obligations of the parties hereunder shall terminate. If Lessee does not elect to terminate the Lease as set forth hereinabove, the Lease shall continue in no event full force and effect and Lessor shall Landlord be liable in damages to Tenant for such delay except for such delay in deliver possession of the commencement of payment of Base Monthly RentPremises as soon as possible.

Delivery of Possession. Commencement Date & Term. Tenant acknowledges that as of Expansion Space B is presently leased and occupied by Adobe Systems Inc. Notwithstanding any provision of the Lease to the contrary, Landlord shall deliver possession of Expansion Space B to Tenant within five (5) days after the Expansion Space B is vacated and surrendered by Adobe Systems, Inc. for purposes of any design and construction desired by Tenant in Expansion Space B (the "Delivery Date"). Upon such delivery, Expansion Space B becomes a part of the Demised Premises, upon and subject to all of the terms, covenants and conditions of the Lease except as expressly provided herein. The term of the lease of Expansion Space B (the "Space B Term") shall commence (the "Space B Commencement Date" or "SBCD") upon the later of (a) sixty (60) days after the Delivery Date or (b) November 1, 1999, and shall continue for a term of sixty (60) months thereafter. If Landlord shall construct the Building pursuant to Paragraph 1 does not obtain and tender possession of Expansion Space B by reason of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means following: (i) the steel structure has been constructedholding over or retention of possession of any tenant, tenants, or occupants, or (ii) the concrete slab and decks have been pouredfor any other reason, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), then Landlord shall not be subject to any liability for the failure to give possession on said date, provided that if possession of Expansion Space B is not delivered to Tenant by September 15, 1999, this Amendment shall terminate, at Tenant's option, by written notice to Landlord no later than September 21, 1999, except for those provisions which expressly survive such termination. Except as provided in default under this the immediately preceding sentence, no such failure to give possession shall affect the validity of the Lease, nor as amended, or the obligations of the Tenant hereunder. Within thirty (30) days following the occurrence of the SBCD, Landlord and Tenant shall this Lease be void, voidable or cancelable by Tenantenter into an agreement (which is attached hereto as Exhibit B) confirming such date. If Landlord is unable Tenant fails to deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure)enter into such agreement, then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent SBCD shall be delayed the date designated by one day for each day that Landlord in such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Rentagreement.

Delivery of Possession. (a) The Premises shall be delivered to Tenant upon Substantial Completion of the Tenant Improvements to be constructed in the Premises by Landlord shall construct the Building pursuant to Paragraph 1 4 below. The parties presently estimate that the date of Substantial Completion will be on or about January 1, 2009. Except as otherwise expressly provided below, if Substantial Completion of the Work Letter Tenant Improvements and delivery of possession of the Premises is delayed for any reason whatsoever, this Lease shall not be void or voidable nor shall such delay amend Tenant's obligations under this Lease, but Landlord shall use reasonable efforts to Substantially Complete the Tenant Improvements and deliver the Leased Premises to Tenant on as soon as commercially reasonably possible after January 1, 2009. Notwithstanding the foregoing, if the Commencement Date has not occurred by May 1, 2009 (the "Termination Trigger Date")(which Termination Trigger Date shall be extended by the length of any delay in the delivery of possession of the Premises to Tenant with the Tenant Improvements Substantially Completed that results from a Tenant Delay or from strikes, lockout, labor disputes, shortages of material or labor, fire or other casualty, acts of God or any other cause beyond the commercially reasonable control of Landlord ("Force Majeure")), Tenant, as Tenant's sole remedy, may notify Landlord in writing that Tenant elects to terminate this Lease effective as of the date thirty (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days following the date of Force Majeure). If such written notice, and, if Landlord is unable to so does not deliver possession of the Leased Premises to Tenant in with the agreed condition Tenant Improvements Substantially Completed on or before the end of such date thirty (as extended30) day period, this Lease shall terminate. However, if applicable)Landlord delivers the Premises to Tenant with the Tenant Improvements Substantially Completed within such thirty (30) day period, Landlord shall not be in default under this Lease, nor shall then this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession of the Leased Premises shall continue in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Renteffect.

Delivery of Possession. (a) If the Landlord shall construct the Building pursuant be unable to Paragraph 1 give ---------------------- possession of the Work Letter and deliver the Leased Leases Premises to Tenant on the date (Commencement Date by reason of any of the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means following: (i) the steel structure Landlord has been constructednot completed its preparation of the Leases Premises, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver give possession of the Leased Premises to Tenant in by reason of the agreed condition on holding over or before the such date retention of possession of any tenant, tenants or occupants, or (as extended, if applicable)iii) for any other reason, Landlord shall not be subject to any liability for failure to give possession, although Tenant shall have the right to terminate this lease if the Leased Premises are not Substantially Completed (as hereinafter defined), for any reason other than delays caused by Tenant, by the ninetieth (90/th/) day after the Commencement Date. Under such circumstances the rent reserved and covenanted to be paid herein shall not commence until the Leased Premises are available for occupancy, and no such failure to give possession on the Commencement Date shall affect the validity of this Lease or the obligations of the Tenant hereunder. In the event that the Commencement Date is delayed pursuant to this Subsection 2.4, the expiration Date shall be deemed automatically adjusted so as to cause the Lease Term to remain the same. As used in default under this Lease, nor the term "Substantial Completion" shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession mean the date on which the earlier of the following three events shall occur: (i) the Tenant occupies the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period or a portion thereof; (including any extension thereof by reason of Tenant Delays and up to ninety (90ii) days of Force Majeure), then the date on which the Landlord or its agent sufficiently complete the Landlord's Work to enable the Tenant is otherwise obligated to commence payment of Base Monthly Rent shall use the Leased Premises for the purposes intended; or (iii) the date on which the Landlord or Landlord's Agents sufficiently complete the Landlord's Work to enable the Tenant's contractors, if any, to begin or complete any additional work or a portion thereof not to be delayed performed by one day for each day that such delivery is delayed beyond such date, and in no event shall the Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Rentor its agents.

Delivery of Possession. (a) Landlord shall construct the Building pursuant deliver to Paragraph 1 Tenant possession of the Work Letter and deliver the Leased Premises to Tenant on or before the date (the “Delivery Intended Commencement Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable)Intended Commencement Date, Landlord shall not be in default under this Leaselease, nor shall this Lease be void, voidable or cancelable by Tenant until the lapse of sixty (90) days after the Intended Commencement Date (the “delivery grace period”). Additionally, the delivery grace period above set forth shall be extended for such number of days as Landlord may be delayed in delivering possession of the Leased Premises to Tenant by reason of Force Majeure or the action or inaction of Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition agreed condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days Force Majeure or the actions or inactions of Force MajeureTenant), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent Tenant’s sole remedy shall be delayed to terminate this Lease by one day for each day that such written notice delivered to Landlord within ten days after the expiration of the delivery is delayed beyond such dategrace period (as extended, if applicable), and in no event shall Landlord be liable in damages to Tenant for such delay delay. Tenant may not terminate this Lease at any time after the date Landlord notifies Tenant that the Leased Premises have been put into the agreed condition and are available for delivery to Tenant, unless Landlord’s notice is not given in good faith. Tenant may enter the Leased Premises prior to the Commencement Date to install furniture, equipment, cabling and fixtures. Such entries shall be subject to the provisions of this Lease, except for such delay in that the commencement obligation to pay rent shall commence as of payment of Base Monthly Rentthe Commencement Date.

Delivery of Possession. (a) Landlord shall construct the Building pursuant deliver to Paragraph 1 Tenant possession of the Work Letter and deliver the Leased Premises to Tenant in its then "AS-IS" condition, "WITH ALL FAULTS," on the date (the “Delivery Intended Commencement Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable)Intended Commencement Date, Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant until the lapse of ninety (90) days after the Intended Commencement Date (the "delivery grace period"). Additionally, the delivery grace period above set forth shall be extended for such number of days as Landlord may be delayed in delivering possession of the Leased Premises to Tenant by reason of Force Majeure or the action or inaction of Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days Force Majeure or the actions or inactions of Force MajeureTenant), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent Tenant's sole remedy shall be delayed to terminate this Lease by one day for each day that such written notice delivered to Landlord within ten days after the expiration of the delivery is delayed beyond such dategrace period (as extended, if applicable), and in no event shall Landlord be liable in damages to Tenant for such delay except delay. Tenant may not terminate this Lease at any time after the date Landlord notifies Tenant that the Leased Premises have been put into the agreed condition and are available for such delay delivery to Tenant, unless Landlord's notice is not given in the commencement of payment of Base Monthly Rentgood faith.

Delivery of Possession. (a) Landlord On or before the Commencement Date, Sublessor, at its cost, shall construct have substantially completed the Building pursuant work, if any, required to Paragraph 1 be completed by Sublessor prior to the delivery of the Work Letter and deliver the Leased Premises to Tenant on the date Subtenant, as described in Exhibit “C” to this Sublease (the “Delivery DateSublessor’s Work”) that the Required Delivery Condition has been achieved). As used hereinFor purposes of this Paragraph, the term “Required Delivery Conditionsubstantially complete” means (i) the steel structure has been constructedshall mean completed to such an extent that Subtenant can commence its work, (ii) the concrete slab and decks have been pouredif any, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved undertaken by June 30Subtenant, 2017 as described in Exhibit “C” to this Sublease (as such date may be extended the “Subtenant’s Work”), without material delay or interference due to Tenant Delays the completion of Sublessor’s Work, or if no such Subtenant’s Work is to be undertaken, then such term shall mean completed to such an extent that the Sublessor’s Work can be finally completed within 30 days and up without material interference to ninety (90) days Subtenant’s occupancy and use of Force Majeure)the Premises. If Landlord is unable to so deliver possession of the Leased Premises (including, without limitation, substantial completion of Sublessor’s Work, if any) is not delivered to Tenant in the agreed condition Subtenant on or before the such date (as extendedCommencement Date, if applicable), Landlord then Sublessor shall not be in default liable for any damage caused by such delay, and such delay shall neither affect the validity of this Sublease, affect Subtenant’s obligations under this LeaseSublease, nor extend the Term, except that, unless Subtenant has caused or contributed to such delay, all rental obligations of Subtenant (including the obligation to pay Basic Monthly Rent) shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver abated until possession of the Leased Premises is delivered to Subtenant. If any such delay is caused or contributed to by Subtenant then, upon demand, Subtenant shall pay to Sublessor rent (at the rate of 1/30th of the Basic Monthly Rent per day) shall be abated until possession of the Premises is delivered to Subtenant. Except for any items set forth on a “punch-list” of excepted items delivered to Sublessor upon the date possession of the Premises are delivered to Subtenant, and except as otherwise provided to the contrary in this Sublease, Subtenant shall, by acceptance of possession of the Premises, be deemed to have (i) acknowledged that Sublessor’s Work has been substantially completed and that the Premises are in first-class condition and repair (ii) accepted the Premises in its then as-is condition with no right to require Sublessor to perform any additional work therein, except as set forth on the Required Delivery Condition to Tenant within punch list, (iii) acknowledged that the described delivery grace period Premises comply with all applicable laws and ordinances, and (iv) waived any express or implied warranties regarding the condition of the Premises, including any extension thereof by reason implied warranties of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day fitness for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Renta particular purpose or merchantability.

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord Sublandlord is unable to deliver possession of the Leased Premises to Subtenant on or before October 20, 2003, for any reason whatsoever (unless due to Subtenant Delay or Force Majeure, as defined in Exhibit E), Sublandlord shall not be subject to any liability for failure to give possession on said date and the validity of this Sublease shall not be impaired under such circumstances, nor shall the same be construed in any way to extend the term of this Sublease; provided, however, that (a) Subtenant’s obligation to pay Fixed Rent or Additional Rent due hereunder shall not commence until such date after October 20, 2003 that Sublandlord delivers the Premises to Subtenant in the Required Delivery Condition condition required by this Sublease (unless Subtenant actually occupies and conducts business from the Premises prior to Tenant such date); and (b) in the event that Sublandlord does not deliver the Premises to Subtenant, in the condition required in this Sublease, on or before October 20, 2003, or such later date as may be extended by Subtenant Delay or Force Majeure Delay (as set forth in Exhibit E hereto), Subtenant shall receive a rent credit in an amount equal to the lesser of (i) one-half the holdover rent in excess of the rent PRN paid during the term of its current lease that PRN actually pays to its current landlord; and (ii) $1,300 per day, for the period of time commencing on October 21, 2003, or such later date as may be extended by Subtenant Delay or Force Majeure Delay (as set forth in Exhibit E hereto) through either the Commencement, Date or the date Subtenant terminates this Sublease pursuant to its termination right set forth in this Paragraph 10. Notwithstanding the foregoing, if the Subtenant Improvements have not been Substantially Completed (as defined in Exhibit E) by Sublandlord by April 21, 2004, or such later date as may be extended by Subtenant Delay or Force Majeure Delay (as defined in Exhibit E hereto), (the “Drop Dead Date”‘), Subtenant may, as Subtenant’s sole remedy, terminate this Sublease upon written notice thereof to Sublandlord within the described delivery grace 2-week period (including following the Drop Dead Date, provided that the Subtenant Improvements have not been substantially completed by the time such notice is given by Subtenant. In the event of such termination, any extension thereof by reason of Tenant Delays Security Deposit and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly prepaid Fixed Rent shall be delayed by one day for each day that such delivery is delayed beyond such datepromptly repaid to Subtenant, and and, if applicable, the Escrow Amount returned in no event shall Landlord be liable its entirety to Subtenant in damages to Tenant for such delay except for such delay in the commencement accordance with Paragraph 5.f. of payment of Base Monthly Rent.Exhibit E.

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date the Tenant Improvements are Substantially Completed (as those terms are defined, respectively, in Paragraphs 4.a. and 4.c. below) and the date of such delivery is referred to herein as the “Delivery Date”) .” The parties presently estimate that the Required Delivery Condition has been achievedDate will be on or about September 17, 2015. As used hereinNotwithstanding the foregoing, except as otherwise expressly provided below, if the term “Required Delivery Condition” means (i) the steel structure has been constructedDate is delayed for any reason whatsoever, (ii) the concrete slab and decks have been pouredthis Lease shall not be void or voidable nor shall such delay amend Tenant’s obligations under this Lease, and (iii) fireproofing is complete. but Landlord shall use reasonable efforts to cause the Required Delivery Condition Date to occur as soon as commercially reasonably possible after September 17, 2015. Notwithstanding the foregoing, if the Delivery Date has not occurred by November 1, 2015 (the “Termination Trigger Date”)(which Termination Trigger Date shall be achieved extended by June 30, 2017 the length of any delay in the Delivery Date that results from a Tenant Delay (as such date may be extended due to Tenant Delays and up to ninety defined in Paragraph 4.e. below) or from strikes, lockout, labor disputes, shortages of material or labor, fire or other casualty, acts of God or any other cause beyond the commercially reasonable control of Landlord (90) days “Force Majeure”), provided that an extension on account of Force MajeureMajeure may not exceed one (1) month). If , Tenant, as Tenant’s sole remedy, may notify Landlord is unable in writing that Tenant elects to so deliver possession terminate this Lease effective as of the Leased Premises to Tenant in date ten (10) Business Days following the agreed condition date of such written notice, and, if the Delivery Date does not occur on or before the end of such date ten (as extended10) Business Day period, if applicable)this Lease shall automatically terminate, without recourse by either party, and Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition promptly return to Tenant within all pre-paid rent and the described delivery grace period (including any extension thereof by reason Letter of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly RentCredit.

Delivery of Possession. (a) On or before the Lease Commencement Date, Landlord, at its cost, shall have substantially completed the work, if any, required to be completed by Landlord shall construct prior to the Building pursuant to Paragraph 1 delivery of the Work Letter and deliver the Leased Premises to Tenant on the date Tenant, as described in Exhibit “C” to this Lease (the “Delivery DateLandlord's Work”) that the Required Delivery Condition has been achieved). As used hereinFor purposes of this Paragraph, the term “Required Delivery Conditionsubstantially complete” means (i) the steel structure has been constructedshall mean completed to such an extent that Tenant can commence its work, (ii) the concrete slab and decks have been pouredif any, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved undertaken by June 30Tenant, 2017 as described in Exhibit “C” to this Lease (as such date may be extended the “Tenant’s Work”), without material delay or interference due to Tenant Delays and up the completion of Landlord’s Work, or if no such Tenant’s Work is to ninety be undertaken, then such term shall mean completed to such an extent that the Landlord’s Work can be finally completed within thirty (9030) days and without material interference to Tenant’s occupancy and use of Force Majeure)the Premises. If Landlord is unable to so deliver possession of the Leased Premises (including, without limitation, substantial completion of the Landlord’s Work, if any) is not delivered to Tenant in the agreed condition on or before the such date (as extendedLease Commencement Date stated in Paragraph 2.4.1, if applicable)above, then Landlord shall not be in default liable for any damage caused by such delay, and such delay shall neither affect the validity of this Lease, affect Tenant’s obligations under this Lease, nor shall this Lease be void, voidable or cancelable by extend the Term. Tenant. If Landlord is unable to deliver ’s acceptance of possession of the Leased Premises shall constitute Tenant’s acknowledgement that it has inspected the Premises, that Tenant accepts the Premises in its then “as is” condition, that to the Required Delivery Condition best of Tenant’s knowledge the Premises comply with all applicable laws and ordinances, and that the Premises are in first-class condition and repair. Except, for any items set forth on a “punch list” of excepted items delivered to Landlord upon the Lease Commencement Date, Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day deemed to have (i) acknowledged that such delivery Landlord’s Work has been substantially completed and (ii) accepted the Premises in its then as-is delayed beyond such datecondition with no right to require Landlord to perform any additional work therein, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in as set forth on the commencement of payment of Base Monthly Rentpunch list.

Delivery of Possession. (a) Landlord shall construct the Building pursuant deliver to Paragraph 1 Tenant possession of the Work Letter and deliver the Leased Premises to Tenant Premises, demised as shown on the date Exhibit C attached hereto, no later than March 1, 2003 (the “"Intended Delivery Date”) "), so that Tenant can commence installation of its furniture, fixtures and equipment, including, without limitation, data and telecommunications equipment and cabling and the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure)Improvement Work. If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable)Intended Delivery Date due to any reason that is beyond Landlord's reasonable control, Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant; provided, however, that Tenant shall have no obligations under this Lease until such Delivery Date occurs. If Landlord is unable to so deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period by May 1, 2003 (including any extension thereof by reason of Tenant Delays and up to ninety Force Majeure or the actions or inactions of Tenant) (90) days of Force Majeurethe "delivery grace period"), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent Tenant's shall be delayed by one day for each day that entitled to terminate this Lease. If the failure of the Delivery Date to occur on or before the Intended Delivery Date is due to factors beyond Landlord's reasonable control, then in such delivery is delayed beyond such date, event the remedy described in the foregoing sentence shall be Tenant's sole remedy and in no event shall Landlord shall not be liable in damages to Tenant for such delay except for or such delay in termination. The date upon which Landlord actually delivers possession of the commencement of payment of Base Monthly RentLeased Premises to Tenant shall be referred to herein as the "Delivery Date."

Delivery of Possession. (a) Landlord shall construct the Building pursuant agrees to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises Expansion Space to Tenant when the Tenant Improvements for the Expansion Space have been substantially completed in accordance with Section (b) above. The parties estimate that Landlord will deliver possession of the agreed condition Expansion Space to Tenant and the New Term will commence on or before September 1, 2000. Subject to the such date (as extended, if applicable)terms and conditions of the Amendment, Landlord shall not agrees to use its commercially reasonable efforts to cause the Expansion Space to be in default under this Leasesubstantially completed on or before September 1, nor shall this Lease be void, voidable or cancelable by Tenant2000. If Tenant agrees that if Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition Expansion Space to Tenant within on or prior to September 1, 2000, the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure)Amendment will not be void or voidable, then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day that such delivery is delayed beyond such date, and in no event shall nor will Landlord be liable in damages to Tenant for any loss or damage resulting therefrom. Landlord shall deliver the Expansion Space to Tenant broom clean, with all Building systems operating and in good working order. Notwithstanding the foregoing, Tenant shall be entitled to occupy the ninth (9th) floor for fourteen (14) days prior to the New Premises Commencement Date for purposes of installing Tenant's furniture, fixtures and equipment ("Tenant's Work"). Tenant's Work shall be performed by Tenant at its sole cost and expense. Such early occupancy shall be subject to all of the terms and conditions of the Lease as amended by the Amendment, including, without limitation, the provisions of Sections 15 through 18, except that provided Tenant does not commence the operation of business from the ninth (9th) floor, Tenant will not be obligated to pay Base Rental or any additional rent during such delay except for early occupancy period. Tenant shall provide Landlord with prior notice of any such delay intended early occupancy so as not to interfere with Landlord in the commencement completion of payment of Base Monthly Rentthe Tenant Improvements for the New Premises.

Delivery of Possession. (a) Landlord shall construct deliver to Tenant exclusive, vacant possession of the Premises structurally sound, cleaned and free of debris, furniture, and equipment (unless otherwise agreed to by Tenant), with all fire protection, sprinkler, fire alarm water, sewer, restrooms, mechanical, electrical, plumbing, elevator and elevator systems and controls, and HVAC for the Building pursuant to Paragraph 1 of (excluding any supplemental AC units dedicated for a specific area in the Work Letter Building) in good operating condition and deliver with the Leased Premises to Tenant roof water-tight, on the date earlier of (i) October 1, 2021 and (ii) ten (10) days following mutual execution of this Lease (the “Delivery Early Possession Date”) ); provided that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) in the steel structure event any of the foregoing is not in good operating condition as of the Early Possession Date (each, a “Defect”), unless Landlord has been constructedscheduled to correct such Defect within thirty (30) days as of the Early Possession Date, during the first six (6) months after the Early Possession Date, Tenant shall promptly notify Landlord in writing of such Defect after Tenant becomes aware of such Defect, with documentation reasonably demonstrating such Defect exists as of the Early Possession Date and was not caused or exacerbated by Tenant in connection with its Tenant Improvements work or otherwise, and (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable responsible for any Defects caused or exacerbated by Tenant in damages connection with its Tenant Improvements work or otherwise. From and after the Early Possession Date and prior to Tenant for such delay the Commencement Date, Tenant’s use of the Premises shall be subject to all of the terms and conditions of this Lease except for such delay in the commencement obligations to pay rent. Tenant’s acceptance of payment the Premises shall not be deemed a waiver of Base Monthly RentTenant’s right to have the Defects corrected as required hereunder at no cost to Tenant.

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 of the Work Letter and deliver the Leased Premises to Tenant on the date (the “Delivery Date”) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause the Required Delivery Condition to be achieved by June 30November 1, 2017 2016 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises to Tenant in the agreed condition on or before the such date (as extended, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by TenantTenant until the lapse of a delivery grace period of one hundred twenty (120) days after such date (as extended, if applicable). If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition agreed condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed entitled to terminate this Lease by one day for each day that such written notice delivered to Landlord within ten (10) days after the expiration of the delivery is delayed beyond such dategrace period (as extended, if applicable), and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay as provided in the commencement of payment of Base Monthly RentParagraph 2.8(c) below.

Delivery of Possession. (a) Landlord shall construct the Building pursuant to Paragraph 1 deliver possession of the Work Letter and deliver the Leased Initial Premises to Tenant on upon vacation of the date Initial Premises by the current tenant, which is anticipated to be no later than May 12, 1997. (the “Delivery Date”b) that the Required Delivery Condition has been achieved. As used herein, the term “Required Delivery Condition” means (i) the steel structure has been constructed, (ii) the concrete slab and decks have been poured, and (iii) fireproofing is complete. Landlord shall cause deliver possession of the Required Delivery Condition Additional Space to be achieved by June 30, 2017 Tenant at such time as the Improvement Work (as such date may be extended due defined in Paragraph 2.5 below) is substantially completed pursuant to Tenant Delays and up to ninety the Work Letter. (90c) days of Force Majeure). If Landlord is unable to so deliver possession of the Leased Premises Initial Space to Tenant by May 12, 1997, or the Additional Space, in the agreed condition on or before the such date (as extendedcondition, if applicable)to Tenant by July 14, 1997, Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant until October 15, 1997 (the "delivery grace period"); however, if Landlord's inability to so deliver the Leased Premises to Tenant is caused by the existing tenant's hold over in the Leased Premises beyond the term of its current lease or by Landlord's gross negligence or willful misconduct, the Lease Commencement Date shall not be deemed to have occurred until the actual date of delivery. Additionally, the delivery grace period above set forth shall be extended for such number of days as Landlord may be delayed in delivering possession of the Leased Premises, or any portion thereof, to Tenant by reason of Force Majeure or the action or inaction of Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition agreed condition to Tenant within the described delivery grace period (including any extension thereof by reason of Tenant Delays and up to ninety (90) days Force Majeure or the actions or inactions of Force MajeureTenant), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent Tenant's sole remedy shall be delayed by one day for each day that such delivery is delayed beyond such dateto terminate this Lease, and in no event shall Landlord be liable in damages to Tenant for such delay except delay. Tenant may not terminate this Lease at any time after the date Landlord notifies Tenant that the Leased Premises have been put into the agreed condition and are available for such delay delivery to Tenant, unless Landlord's notice is not given in the commencement of payment of Base Monthly Rentgood faith.

Delivery of Possession. (a) On or before the Lease Commencement Date, Landlord, at its cost, shall have substantially completed the work, if any, required to be completed by Landlord shall construct prior to the Building pursuant to Paragraph 1 delivery of the Work Letter Premises to Tenant, as described in Exhibit “C” to this Lease (the “Landlord’s Work”) and shall deliver the Leased Premises to Tenant on clean and free of debris, and with all Building systems (including those serving the date (Premises), including the “Delivery Date”) that roof and the Required Delivery Condition has been achievedplumbing, fire safety, HVAC, lighting, and electrical systems and equipment in good working order. As used hereinFor purposes of this Paragraph, the term “Required Delivery Conditionsubstantially complete” means shall mean completed to such an extent that Tenant can commence its work, if Landlord /s/ JC Tenant /s/ RCB any, to be undertaken by Tenant, as described in Exhibit “C” to this Lease (the “Tenant’s Work”), without material delay or interference due to the completion of Landlord’s Work, or if no such Tenant’s Work is to be undertaken, then such term shall mean completed to such an extent that the Landlord’s Work can be finally completed within 30 days and without material interference to Tenant’s occupancy and use of the Premises. If possession of the Premises (including, without limitation, substantial completion of the Landlord’s Work, if any) is not delivered to Tenant on or before the Lease Commencement Date stated in Paragraph 2.5.1, above, then Landlord shall not be liable for any damage caused by such delay, and such delay shall neither affect the validity of this Lease, affect Tenant’s obligations under this Lease, nor extend the Term. Tenant’s acceptance of possession of the Premises shall constitute Tenant’s acknowledgment that it has inspected the Premises, that, to the best of Tenant’s knowledge, the Premises comply with all applicable laws and ordinances, and that the Premises are in first-class condition and repair. Except for any items set forth on a written “punch-list” of excepted items delivered to Landlord upon the Lease Commencement Date, Tenant shall be deemed to have (i) the steel structure acknowledged that Landlord’s Work has been constructedsubstantially completed, (ii) accepted the concrete slab and decks have been pouredPremises in its then as-is condition with no right to require Landlord to perform any additional work therein, except as set forth on the punch list, and (iii) fireproofing is complete. Landlord shall cause waived any express or implied warranties regarding the Required Delivery Condition to be achieved by June 30, 2017 (as such date may be extended due to Tenant Delays and up to ninety (90) days of Force Majeure). If Landlord is unable to so deliver possession condition of the Leased Premises to Tenant in the agreed condition on or before the such date (as extendedPremises, if applicable), Landlord shall not be in default under this Lease, nor shall this Lease be void, voidable or cancelable by Tenant. If Landlord is unable to deliver possession of the Leased Premises in the Required Delivery Condition to Tenant within the described delivery grace period (including any extension thereof by reason implied warranties of Tenant Delays and up to ninety (90) days of Force Majeure), then the date Tenant is otherwise obligated to commence payment of Base Monthly Rent shall be delayed by one day fitness for each day that such delivery is delayed beyond such date, and in no event shall Landlord be liable in damages to Tenant for such delay except for such delay in the commencement of payment of Base Monthly Renta particular purpose or merchantability.