Common use of Delivery of Premises Clause in Contracts

Delivery of Premises. If the Landlord shall be unable to give possession of the Premises, exclusively the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If At the end of the Term or any renewal thereof or other sooner termination of this Lease, Tenant will peaceably deliver to Landlord shall be unable to give possession of the Premises, exclusively together with all improvements or additions upon or belonging to Landlord, by whomsoever made, in substantially the Suite 200 Premises same condition as received, or first installed, subject to the terms of Paragraphs 6, 21 and 39, subject to normal wear and tear and the Suite 246 Premisesrights and obligations of the parties concerning casualty damage pursuant to Paragraph 20. Tenant may, on upon the Fourth Expansion Premises Commencement termination of this Lease, remove all movable furniture and equipment belonging to Tenant, at Tenant's sole cost, provided that Tenant repairs any damage caused by such removal. Property not so removed by the Expiration Date (or in the event of an earlier termination, within five (5) days of such earlier termination date) shall be deemed abandoned by reason Tenant, and title to the same shall thereupon pass to Landlord. Upon such expiration or sooner termination of the Term, Tenant shall upon demand by Landlord, at Landlord's election either (i) at Tenant's sole cost and expense, forthwith and with all due diligence remove any Tenant Modifications (as defined in the Work Letter), Tenant Improvements or Alterations made by or for the account of Tenant, designated by Landlord work is not substantially completeto be removed (provided, (ii) however, that upon the holding over written request of Tenant prior to installation of such Tenant Modifications, Tenant Improvements or retention of possession of any tenantAlterations, tenants or occupants, or (iii) for any other reason, then Landlord shall advise Tenant at that time whether or not such specific Tenant Modification, Tenant Improvement or Alteration must be subject to any liability for removed upon the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlordexpiration or sooner termination of this Lease, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment extent Landlord has so agreed to Office Building Lease allow any specific Tenant Modification, Tenant Improvement or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates Alteration to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant DelayPremises, Tenant shall not have be obligated to remove such Tenant Modification, Tenant Improvement or Alteration or to pay Landlord the option cost of removal thereof pursuant to terminate this Paragraph 24), and restore the Sixth Amendment Premises to Office its original condition as of the Delivery Date but with the Warm Shell Improvements in place (or with respect to Tenant Modifications, restore the Base Building Lease to its condition prior to such Tenant Modifications being made), subject to the foregoing; or (ii) pay Landlord the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leasereasonable estimated cost thereof.

Delivery of Premises. If Tenant acknowledges that Xxxxxx has had an opportunity to inspect the Landlord shall be unable to give possession of Premises. Except as hereinafter provided, the Premises, exclusively the Suite 200 Premises shall be delivered to and the Suite 246 Premisesaccepted by Tenant, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially completein its present condition As Is, (ii) the holding over Where Is, with all faults and without representation, warranty or retention of possession guaranty of any tenantkind by Landlord to Tenant, tenants or occupants, or (iii) for any other reason, then except that Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises represents and the Suite 246 Premises) are made available warrants to Tenant by Landlordthat base Building systems are currently in good operating condition and repair, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if prior to the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, Landlord shall, at Landlord's sole cost, steam clean the carpeting located in the Premises and install a Building standard entryway door to the Premises in a location to be mutually agreed upon by Landlord and Tenant ("Landlord's Work"). The Premises shall be deemed ready for occupancy upon substantial completion of Landlord's Work as reasonably determined by Landlord; provided, however, that if Landlord is delayed in completing Landlord's Work as a result of the action or inaction of Tenant, the Premises shall be deemed ready for occupancy on the Scheduled Term Commencement Date. Landlord will not approve any construction, alterations, or additions requiring unusual expense to readapt the Premises to normal office use on lease termination or increasing the cost of construction, insurance or taxes on the Building or of Landlord's services called for by written notice Section 5.1 unless Tenant first gives assurances acceptable to the Landlord given within ten (10) days after the expiration that such readaptation will be made prior to such termination without expense to Landlord and makes provisions acceptable to Landlord for payment of such ninety (90) day period, may terminate increased cost. Landlord will also disapprove any alterations or additions requested by Tenant which will delay completion of the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms Building. All changes and additions shall be part of lease for the Suite 240 Premises in Building except such items as by writing at the Sixth Amendment to Office Building time of approval the parties agree either shall be removed by Tenant on termination of this Lease, or shall be removed or left at Tenant's election.

Delivery of Premises. If the Landlord shall be unable deliver the Premises, and Tenant shall accept same in its as-is condition (except as set forth on Exhibit “B”), on the Commencement Date described in Section 1.22, or so soon thereafter as Landlord is able to give deliver same. If Landlord does not deliver possession of the Premises, exclusively Premises by the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsDate, or (iii) for any other reasondate scheduled or targeted as the Commencement Date, then Landlord shall not be subject to have any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available whatsoever to Tenant by Landlord, and no on account of such failure to give deliver possession on of the Fourth Expansion Premises to Tenant and this Lease shall not be rendered void or voidable as a result of such delay. However, under such circumstances, unless such delay is caused by Tenant or Tenant’s contractors, the Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations be postponed until possession of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are is delivered to Tenant substantially complete or the Premises are available for occupancy by Tenant. Landlord will allow Tenant access to reflect the same underlying effective rent Premises during the forty-five (45) day period prior to the Commencement Date in order to allow Tenant to install telecommunications lines and systems and other cabling in the office portion of the rent structure specific Premises and to each suite with install racking and distribution devices in the lease expiration dates warehouse portion of the Premises. Any such early access or use of the Premises by Tenant or Tenant’s Agents prior to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date shall be deemed to be under all the terms, covenants, conditions and provisions of this Lease, except that Tenant’s Base Rent and regularly recurring Additional Rent obligations for the Suite 200 Premises together with shall not begin until the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Rent Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have interfere with Landlord’s construction of the option Improvements during its access of the Premises prior to terminate the Sixth Amendment Commencement Date. Landlord will allow Tenant access to Office Building Lease the Premises approximately forty-five (45) days prior to the Commencement Date in order to allow Tenant to install telecommunications lines and systems, other cabling and move in furniture and other personal property. Any such early access or use of the terms Premises by Tenant or Tenant’s Agents prior to the Commencement Date shall be deemed to be under all the terms, covenants, conditions and provisions of lease this Lease, except that Tenant’s Base Rent and regularly recurring Additional Rent obligations for the Suite 240 Premises in shall not begin until the Sixth Amendment to Office Building LeaseCommencement Date.

Delivery of Premises. If the Landlord shall deliver the Premises to Tenant with the Pre-Delivery Work (as hereinafter defined) completed, but otherwise in its as-is condition. The “Pre-Delivery Work” is the portion of Landlord’s Work (as defined in Paragraph 4.b. below) identified as Pre-Delivery Work on Exhibit D. The parties presently estimate that the Premises will be unable delivered to give possession of Tenant with the PremisesPre-Delivery Work completed (“Delivery”) on or about September 1, exclusively 2011. If Landlord does not achieve Delivery on or before October 1, 2011 (the Suite 200 Premises “Outside Delivery Date for Rent Abatement,” as such date may have been extended pursuant to the extension provisions below), and the Suite 246 Premises, Tenant Improvements are not Substantially Completed (as defined in Paragraph 4.c. below) on or before the Fourth Expansion Premises Commencement Date by reason date (“Tenant’s Target Completion Date”) that is the later of (i) the Landlord work is not substantially completeJune 1, 2012, or (ii) the holding over scheduled completion date in the Construction Schedule (as defined in Paragraph 0.x.xx. below) due to Landlord’s failure to achieve Delivery on or retention of possession of any tenant, tenants or occupants, or (iii) before the Outside Delivery Date for any other reasonRent Abatement, then Landlord shall for each day after Tenant’s Target Completion Date, that the Tenant Improvements are not be subject Substantially Completed due to any liability for the Landlord’s failure to give possession achieve Delivery on said date. Under such circumstances or before the Base Outside Delivery Date for Rent to be paid herein Abatement (as the same may have been extended), Tenant shall not receive one day of abatement of Monthly Rent (which abatement shall commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect date immediately following the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunderdate Tenant’s free rent period provided for in Paragraph 2.c. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedabove ends). Notwithstanding the foregoing, the aforementioned rent abatement is conditioned upon the Tenant Improvements consisting of improvements that could reasonably have been completed, using diligent and commercially reasonable efforts (but, as described below, not work on an overtime or “after-hours” basis), within an eight (8) month construction period, if Tenant’s Contractor used good faith and commercially reasonable and diligent efforts to Substantially Complete the Tenant Improvements within such period. Notwithstanding the foregoing provisions regarding abatement of Monthly Rent, if the Fourth Expansion Tenant Improvements are not Substantially Completed on or before Tenant’s Target Completion Date, due in part to delays caused by (i) Tenant not having commenced the Tenant Improvements promptly following receipt of the Premises Commencement with the Pre-Delivery Work completed, (ii) changes made to Tenant’s plans after commencement of construction which delay the construction process originally provided for in the Construction Schedule, (iii) the inclusion in the Tenant Improvements of “long lead” materials (such as fabrics, paneling, carpeting or other items that are not readily available within industry standard lead times (e.g., custom made items that require time to procure beyond that customarily required for standard items, or items that are currently out of stock and will require extra time to back order) and for which suitable substitutes exist) and/or (iv) any other delays caused by Tenant or Tenant’s Contractor in commencing or completing the Tenant Improvements (each a “Tenant Caused Substantial Completion Delay”), then the rental abatement shall not apply to the extent the delay in Substantial Completion beyond Tenant’s Target Completion Date was caused by such Tenant Caused Substantial Completion Delays. For purposes of clause (iv) in the immediately preceding sentence, so long as Tenant’s Contractor meets or exceeds the milestone dates described in the Construction Schedule (as defined in Paragraph 4.d. below), no delay in the completion of the Tenant Improvements on the part of Tenant’s Contractor shall be deemed to have occurred. Tenant shall not be required to use overtime labor in order to Substantially Complete the Tenant improvements by Tenant’s Target Completion Date, if the failure to Substantially Complete the Tenant Improvements by such date will result from Landlord’s failure to achieve Delivery by the Outside Delivery Date for Rent Abatement, as opposed to resulting from a Tenant Caused Substantial Completion Delay(s). However, if Landlord is responsible for the Suite 200 Premises together delay in accordance with the Suite 246 Premises has not occurred within ninety foregoing provisions, and if Landlord agrees (90at Landlord’s sole option) days after to pay the Fourth Expansion Premises Commencement increase in Tenant’s construction costs that will result from use of overtime labor so that Tenant is able to Substantially Complete the Tenant Improvements on or before Tenant’s Target Completion Date, then Tenant shall, if reasonably feasible, employ overtime labor, provided that Landlord makes the funds for the increased construction costs (which will include, without limitation, the “overtime” portion of wages to laborers, as well as other costs (if any) necessarily and reasonably incurred as a result of the modification of the Construction Schedule, such as increased costs to expedite material deliveries, etc.) available for timely disbursement (in accordance with an industry-standard payment cycle) during the course of construction. Upon the request of Landlord or Landlord’s Contractor from time to time during Tenant’s construction of the Tenant Improvements, Tenant shall advise Landlord of Tenant’s progress in Substantially Completing the Tenant Improvements and whether over-time labor would be required in order for Tenant to Substantially Complete the Tenant Improvements on or before Tenant’s Target Completion Date, so that Landlord can determine whether Landlord elects to pay for the overtime costs in order to enable Tenant to Substantially Complete the Tenant Improvements on or before Tenant’s Target Completion Date. In addition to the foregoing, if Landlord fails to achieve Delivery on or before January 1, 2012 (the “Outside Delivery Date for Termination”), then Tenant may terminate this Lease by written notice to the Landlord given within ten (10) days after Business Days following the expiration Outside Delivery Date for Termination, but in any event prior to Delivery; in the event of such ninety termination, the Letter of Credit (90as defined in Paragraph 6 below) day period, may shall be returned by Landlord to Tenant. If Tenant is entitled to terminate the Sixth Amendment to Office Building this Lease without any liability pursuant to the Landlordforegoing, but does not exercise such termination right, Tenant shall still be entitled to the rent abatement pursuant to the provisions above. SeparatelyIn the event of any delay in the completion of the Pre-Delivery Work resulting from Force Majeure (as defined below), if Landlord shall promptly deliver notice to Tenant specifying the Fourth Expansion Premises Commencement Datenature of the delay in question, and a good faith estimate of the anticipated length of the delay resulting therefrom (provided that Landlord will not be liable for any inaccuracy in the estimated delay contained in any such notice). The Outside Delivery Date for Rent Abatement (initially, October 1, 2011, as provided above) and the Outside Delivery Date for Termination (initially, January 1, 2012, as provided above), will be extended by the length of any delays in the completion of the Pre-Suite 240 Premises has Delivery Work that result 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”) and/or delays resulting from the act or failure to act of Tenant or Tenant’s Contractor (a “Tenant Delay of Pre-Delivery Work”); provided, however, that (x) extension of the aforementioned dates on account of Force Majeure shall not occurred within exceed a total of ninety (90) days after and (y) delays incurred by Landlord in obtaining permits required for Landlord’s Work shall not constitute Force Majeure delays for purposes of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesforegoing. Notwithstanding the foregoing, in the event any act or omission of Tenant, by written in Landlord’s reasonable determination, constitutes a Tenant Delay of Pre-Delivery Work, Landlord will, promptly after determining that the act or omission will create a Tenant Delay of Pre-Delivery Work, deliver notice to Tenant specifying the action or omission in question, and if Tenant cures such action or omission within five (5) Business Days following a receipt of such notice, no Tenant Delay of Pre-Delivery Work shall be deemed to have occurred. Further, in any event, Landlord will use reasonable efforts, without additional cost to Landlord unless Tenant agrees in writing to reimburse Landlord for such costs, to mitigate the effects of any Tenant Delay of Pre-Delivery Work. If and to the extent the Landlord given within ten reasonably incurs a net increased cost (10taking into account any cost saving Tenant might have facilitated by its actions) days after in the expiration performance of Landlord’s Work as a direct result of any Tenant Delay of Pre-Delivery Work (as reasonably evidenced by Landlord, with supporting documentation), Tenant will be responsible for such reasonable increased costs and Landlord’s Allowance will be decreased by the amount of such ninety (90) day period, may terminate the terms of lease reasonable increased cost. The rent abatement and termination rights provided for the Suite 240 Premises above in this Paragraph 4.a. shall be Tenant’s sole remedy in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If event of Landlord’s failure to complete Tenant’s improvements within ninety (90) days after achieve Delivery by the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leaserequired dates.

Delivery of Premises. If the Landlord shall be unable deliver the Initial Premises to give possession of Tenant with the PremisesTenant Improvements Substantially Completed; provided, exclusively the Suite 200 Premises and the Suite 246 Premiseshowever, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord that such delivery shall not be subject relieve Landlord of its obligation to any liability for fully complete the failure Punch List Items (as hereinafter defined). Notwithstanding anything to give possession on said date. Under such circumstances the Base Rent to be paid herein shall contrary contained in this Lease, if Landlord has not commence until delivered the Initial Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of with the Tenant hereunder. The Base Rents due hereunder will be adjusted at Improvements Substantially Completed on or before the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety date which is one hundred twenty (90120) days after the Fourth Expansion Premises mutual execution and delivery of this Lease (but subject to a day-for-day extension for Tenant Delay Days or events of Force Majeure) (the “Build-Out Period”), then upon the Rent Commencement Date, Tenant shall receive an abatement of Base Rent equal to the number of days of delay between the expiration of the Build-Out Period until the date Landlord delivers the Initial Premises to Tenant with the Tenant Improvements Substantially Completed. Notwithstanding anything to the contrary contained in this Lease, if Landlord has not delivered the Initial Premises to Tenant with the Tenant Improvements Substantially Completed on or before the date which is one hundred eighty (180) days after the mutual execution and delivery of this Lease (but subject to a day-for-day extension for Tenant Delay Days or events of Force Majeure) (the “Outside Date”), then Tenant, as its sole and exclusive remedy, may terminate this Lease by written notice to the Landlord to be given within not later than ten (10) business days after the expiration of such ninety (90) day periodthe Outside Date, may terminate the Sixth Amendment whereupon any monies previously paid by Tenant to Office Building Lease without any liability Landlord shall be reimbursed to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If the (a) Landlord shall be unable to give possession of the Premises, exclusively the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are has delivered to Tenant substantially complete the Base Building Improvements as to reflect the same underlying effective rent 11th, 12th and 14th floors of the rent structure specific Building, Substantially Completed (as defined in Attachment 6 to each suite with this Lease), except as noted on Attachment 6.1(A), for the lease expiration commencement of the construction of Tenant Improvements therein, and Tenant has commenced the construction of Tenant Improvements therein, as of October 2, 2000. Landlord shall cause the matters noted on Attachment 6.1(A) as to the 11th, 12th and 14th floors of the Building to be completed by the completion dates to remain unchanged. Notwithstanding the foregoingset forth therein or, if no completion date is set forth therein with respect to any such matter, by November 15, 2000, as such date may be extended by Landlord Force Majeure Items and delays caused directly by Tenant or parties acting on behalf of Tenant, but not by any event of Force Majeure (as defined in Section 26 of this Attachment 1) unless such event constitutes a Landlord Force Majeure Item. Landlord shall cause the Fourth Expansion Base Building Improvements as to the remainder of the Building and as to the 9th, 10th, 15th, 16th, 17th, 18th and 20th floors of the Premises Commencement Date to be Substantially Completed, and such portion of the Premises to be delivered to Tenant for the Suite 200 Premises together with commencement of the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Dateconstruction of Tenant Improvements therein on or before December 1, the 2000, as such date may be extended by Landlord Force Majeure Items and delays caused directly by Tenant or parties acting on behalf of Tenant, but not by written notice any event of Force Majeure unless such event constitutes a Landlord Force Majeure Item. Landlord shall cause the Base Building Improvements as to the Landlord given within ten (10) days after 5th, 6th, 7th, and 8th floors of the expiration Premises to be Substantially Completed, and such portion of the Premises to be delivered to Tenant for the commencement of the construction of Tenant Improvements therein on or before February 28, 2001, as such ninety (90) day period, date may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the be extended by delays caused directly by Tenant or parties acting on behalf of Tenant, but not by written notice to the any event of Force Majeure or Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building LeaseForce Majeure Items.

Delivery of Premises. If Upon Substantial Completion of the Tenant Improvements, Landlord shall be unable to give deliver possession of the Premises, exclusively Premises to Tenant. If Landlord has not Substantially Completed the Suite 200 Tenant Improvements and tendered possession of the Premises and to Tenant on or before the Suite 246 Premises, on the Fourth Expansion Premises Scheduled Commencement Date by reason specified in Section 2 - Term; Possession of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsLease, or (iii) if Landlord is unable for any other reasonreason to deliver possession of the Premises to Tenant on or before such date, neither Landlord nor its representatives shall be liable to Tenant for any damage resulting from the delay in completing such construction obligations and/or delivering possession to Tenant and the Lease shall remain in full force and effect unless and until it is terminated under the express provisions of this Paragraph. If any delays in Substantially Completing the Tenant Improvements are attributable to Tenant Delays, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises shall be deemed to have been Substantially Completed and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete on the date on which Landlord could have Substantially Completed the Premises and tendered the Premises to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedTenant but for such Tenant Delays. Notwithstanding the foregoing, . if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred or been deemed to have occurred within ninety sixty (9060) days after the Fourth Expansion Premises Scheduled Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety sixty (9060) day period, may terminate the Sixth Amendment to Office Building this Lease without any liability to the Landlord. Separately, provided, however, that if the Fourth Expansion Premises delay in the Commencement Date-Suite 240 Premises has not occurred Date is caused by delays of the type described in Section 29 Force Majeure of the Lease, and if Tenant elects to terminate as provided above, then Tenant shall reimburse Landlord, within ninety thirty (9030) days after receipt of notification from Landlord of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesamounts due, for any amounts expended by Landlord for the construction and installation of the Tenant Improvements. If Tenant fails to perform any of Tenant's obligations under this Construction Rider within the time periods specified herein, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms Lease or, in lieu of lease for terminating the Suite 240 Premises in Lease under the Sixth Amendment to Office Building Lease for foregoing, provisions, treat such failure of performance as an Event of Default under the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If Tenant shall use diligent effort to obtain all necessary governmental permits for the construction of the Tenant Improvements within one hundred twenty (120) days of the date of this Lease (the"Permit Period"). In the event all necessary permits for the Tenant Improvements have not been obtained on or before the expiration of the Permit Period, then Tenant, upon written request, shall be granted, up to three (3), thirty (30) day extensions of the Permit Period. Tenant shall promptly notify Landlord when all permits have been obtained by Tenant. Thereafter, Landlord shall construct and deliver the Landlord Improvements at Landlord's expense. Tenant shall accept the Landlord Improvements in writing when Landlord has constructed the building pad as specified in Exhibit "J" and the other Landlord Improvements are substantially completed in the reasonable opinion of Landlord. If there are any unfinished items to be completed (except for the building pad) that do not interfere with the construction of the Tenant Improvements, then Tenant shall accept the Premises. Landlord agrees that any unfinished or punch list items shall be unable completed prior to give possession the Commencement Date. Tenant shall thereafter construct the Tenant Improvements pursuant to the terms of the PremisesDevelopment Agreement and Work Schedule attached hereto as Exhibits "C" and "D", exclusively the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then respectively. Landlord shall not pay the sum of Seven Hundred Fifty Thousand and no/100 Dollars ($750,000.00) representing Landlord's portion of the costs of the Tenant's Improvements. Thus, Tenant shall be subject to any responsible for the completion of the Tenant Improvements, and unless it shall be caused solely by the Landlord's default under the Development Agreement, Landlord shall have no liability for the failure to give possession on said date. Under such circumstances or inability of the Base Rent Premises to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to ready for [LANDLORD'S INITIALS ______] [TENANT'S INITIALS ______] use by Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlordparticular time. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after Landlord shall default under the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant DelayDevelopment Agreement, Tenant shall have the right to pursue any and all remedies provided therein, but shall not have the option right to cancel or terminate this Lease, nor to pursue any claims for damages for or on account of any delay in delivery of the Sixth Amendment Premise under this Lease, except that the one hundred fifty (150) day period set forth in Section 1.6 for determining the Commencement Date shall be extended one day for each day of delay in completion of the Landlord Improvements attributable solely to Office Building Lease or Landlord's default under the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building LeaseDevelopment Agreement.

Delivery of Premises. If Landlord shall, subject to the Landlord shall be unable to give provisions of -------------------- this Section, deliver possession of the Premises, exclusively Premises to Tenant twelve (12) weeks after the Suite 200 Premises date the Lease is fully executed and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date delivered by reason of (i) the Landlord work and Tenant. If Landlord is not substantially complete, (ii) the holding over or retention of able to deliver to Tenant possession of any tenantall or a portion of the Premises on or before the date on which delivery is so required, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give deliver possession. Such failure to deliver possession on the Fourth Expansion Premises Commencement Date shall not affect either the validity of this Sixth Amendment to Office Building the Lease or the obligations either landlord or Tenant thereunder, or be construed to extend the expiration of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all term of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedLease. Notwithstanding the foregoing, if Landlord is not able to deliver to Tenant possession of all of the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety twenty (9020) days weeks after the Fourth Expansion Premises Commencement Date, date the Lease is fully executed and delivered by Landlord and Tenant, Tenant may, at its option, and as its sole remedy, terminate the Lease by delivering written notice of termination to Landlord before the Landlord given within earlier to occur of (i) ten (10) days after the expiration end of such ninety twenty (9020) day week period, may terminate and (ii) the Sixth Amendment date on which Landlord delivers possession of all of the Premises to Office Building Tenant. Landlord shall deliver possession of the Premises to Tenant in their as-is condition without representation or warranty of any kind provided that Landlord shall complete (a) the work identified on Appendix F attached to and made part of the Lease without any liability ("Landlord's Asbestos ------------------- Abatement Work"), (b) the base building work identified on Schedule 1 to the -------------- Work Letter Agreement attached to the Lease as Appendix D prior to such delivery of possession, and (c) removal of the teller stations located on the Mezzanine level of the Building. Notwithstanding the foregoing, Landlord agrees to use reasonable efforts to (i) complete Landlord. Separately's Asbestos Abatement Work on Floor 3, if (ii) complete the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred base building work on Floor 3, and (iii) deliver possession of Floor 3 to Tenant within ninety eight (90) days 8) weeks after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, date the Lease is fully executed and delivered by Landlord and Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If Upon Substantial Completion of the Tenant Improvements, Landlord shall be unable to give deliver possession of the Premises, exclusively Premises to Tenant. If Landlord has not Substantially Completed the Suite 200 Tenant Improvements and tendered possession of the Premises and to Tenant on or before the Suite 246 Premises, on the Fourth Expansion Premises Scheduled Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsspecified in Section 2 - TERM; POSSESSION OF THE LEASE, or (iii) if Landlord is unable for any other reasonreason to deliver possession of the Premises to Tenant on or before such date, neither Landlord nor its representatives shall be liable to Tenant for any damage resulting from the delay in completing such construction obligations and/or delivering possession to Tenant and the Lease shall remain in full force and effect unless and until it is terminated under the express provisions of this Paragraph. If any delays in Substantially Completing the Tenant Improvements are attributable to Tenant Delays, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises shall be deemed to have been Substantially Completed and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete on the date on which Landlord could have Substantially Completed the Premises and tendered the Premises to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedTenant but for such Tenant Delays. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred or been deemed to have occurred within ninety three (903) days months after the Fourth Expansion Premises Scheduled Commencement DateDate (excluding any days of Tenant Delays or delay of the types described in Section 26 - FORCE MAJEURE of the Lease), or within six (6) months after the TenantScheduled Commencement Date (excluding only Tenant Delays), either party, by written notice to the Landlord other party given within ten (10) days after the expiration of such ninety three (903) day periodmonth or six (6) month period (as applicable), may terminate the Sixth Amendment to Office Building this Lease without any liability to the Landlord. Separatelyother party; provided, however, that if the Fourth Expansion Premises delay in the Commencement Date-Suite 240 Premises has not occurred Date is caused by delays of the type described in Section 26 - FORCE MAJEURE of the Lease, and if Tenant elects to terminate as provided above, then Tenant shall reimburse Landlord, within ninety thirty (9030) days after receipt of notification from Landlord of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesamounts due, the Tenant, for any amounts expended by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in construction and installation of the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the LandlordTenant Improvements. If Landlord’s Tenant fails to perform any of Tenant's obligations under this Construction Rider within the time periods specified herein, Landlord may, in lieu of terminating the Lease under the foregoing provisions, treat such failure to complete Tenant’s improvements within ninety (90) days after of performance as an Event of Default under the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If Except as otherwise expressly stated in this Lease, Tenant shall accept the Landlord Premises in their “AS-IS” condition on the date of delivery. The Lower Premises shall be unable delivered to give possession of Tenant in the Premises, exclusively the Suite 200 Premises and the Suite 246 Premises, Required Delivery Condition on the Fourth Expansion date that is two (2) business days following the execution of this Lease by Landlord and Tenant. If Landlord has not delivered the Lower Premises Commencement Date to Tenant in the Required Delivery Condition on the date that is thirty (30) days following the execution of this Lease by reason of (i) the Landlord work is not substantially completeand Tenant, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability Force Majeure, Tenant shall be entitled to one (1) day of free Minimum Monthly Rent for each day of delay in delivering the failure Lower Premises to give possession Tenant in the Required Delivery Condition beginning on said date. Under such circumstances the Base Rent to be paid herein shall not commence thirty-first (31st) day following the execution of this Lease by Xxxxxxxx and Tenant until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Lower Premises are delivered to Tenant substantially complete in the Required Delivery Condition, which free rent period shall commence after the expiration of three (3) month abatement period set forth in Section 1.5 above. If Landlord has not delivered the Lower Premises to reflect Tenant in the same underlying effective rent Required Delivery Condition by that date that is sixty (60) days after the execution of this Lease by Landlord and Tenant, Tenant shall have the rent structure specific right to each suite with the lease expiration dates terminate this Lease upon ten (10) days prior written notice to remain unchangedLandlord. Notwithstanding the foregoing, Xxxxxx acknowledges and agrees that, as of the Effective Date of this Lease, the Upper Premises (the “Occupied Premises”) is occupied by another tenant (the “Existing Tenant”), and that Landlord shall have no obligation to seek to obtain possession of the Occupied Premises from the Existing Tenant until after December 31, 2015 (the “Anticipated Repossession Date”). In the event the Existing Tenant remains in possession of the Occupied Premises, or any portion thereof, after the Anticipated Repossession Date, Landlord agrees to use commercially reasonable efforts, including, if necessary, commencing and diligently pursuing any summary proceedings, to obtain possession of the Fourth Expansion Occupied Premises from the Existing Tenant. Xxxxxxxx agrees to deliver possession of the Occupied Premises in the Required Delivery Condition to Tenant upon the earlier to occur of (a) January 1, 2016, or (b) within five (5) days after Landlord obtains possession thereof from the Existing Tenant. If, despite Xxxxxxxx’s commercially reasonable efforts, Landlord is unable to deliver possession of the Occupied Premises in the Required Delivery Condition to Tenant within one hundred twenty (120) days after the Anticipated Repossession Date, Tenant shall be entitled to one (1) day of free Minimum Monthly Rent for each day of delay in delivering the Occupied Premises to Tenant in the Required Delivery Condition until the Occupied Premises are delivered to Tenant in the Required Delivery Condition, which free rent period shall commence after the expiration of three (3) month abatement period set forth in Section 1.5 above. If, despite Xxxxxxxx’s commercially reasonable efforts, Landlord is unable to deliver possession of the Occupied Premises to Tenant in the Required Delivery Condition within two hundred forty (240) days after the Anticipated Repossession Date, then either Landlord or Tenant may terminate this Lease at any time thereafter upon ten (10) days’ advance written notice to the other party (provided that if Landlord obtains possession of the Premises within such ten (10) day period after Tenant provides notice, the termination notice shall be deemed null and void), without cost or penalty to either party. In addition, and notwithstanding the foregoing, Landlord may delay delivery of the Eleventh Floor Premises, upon written notice to Tenant, to a date no later than April 1, 2016. In the event of a delay in delivery of the Eleventh Floor Premises, as aforesaid, the Commencement Date for the Suite 200 Eleventh Floor Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Dateshall likewise be delayed on a day-for-day basis to a date no later than June 1, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease2016.

Delivery of Premises. Throughout the period commencing within ten (10) business days after mutual execution and delivery of this Sublease (“Delivery Date”) and ending on the Commencement Date, Sublandlord shall permit Tenant and its contractors and agents to have access to the Subleased Premises for the construction of the Subtenant Improvements therein pursuant to the Tenant Improvement Letter. If Sublandlord fails to permit Tenant and its contractors and agents to have reasonable access to the Landlord Subleased Premises throughout the period commencing on the Delivery Date and ending on the Commencement Date without material interference by Sublandlord or its contractors and agents, then the Outside Commencement Date shall be unable to give possession extended by one day for each such day of the Premises, exclusively the Suite 200 Premises delay in Subtenant’s access caused by Sublandlord or its contractors and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord agents. This Sublease shall not be void, voidable or subject to termination, nor shall Sublandlord be liable to Subtenant for any liability for loss or damage, resulting from Sublandlord’s inability to deliver the failure Subleased Premises to give possession on said date. Under such circumstances Subtenant as required herein, without limiting the Base foregoing delay in Subtenant’s Rent obligation with respect to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations any delay in delivery of the Tenant hereunder. The Base Rents due hereunder will be adjusted at Subleased Premises to the time that any extent caused by Sublandlord or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedits contractors or agents. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Delivery Date for the Suite 200 Premises together with the Suite 246 Premises has does not occurred occur within ninety thirty (9030) days after execution of this Sublease (excluding any force majeure delays and any delays caused by Subtenant), Subtenant shall have the Fourth Expansion Premises Commencement Dateright to terminate this Sublease by giving notice thereof to Sublandlord and Prime Landlord, the Tenant, by written notice to the Landlord given within which termination shall become effective ten (10) days after such notice if Sublandlord does not deliver the expiration of such ninety (90) Subleased Premises within said 10 day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure Subtenant so terminates this Sublease, any amounts previously paid by Subtenant to complete Tenant’s improvements within ninety (90) days after Sublandlord shall be returned to Subtenant and the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant parties shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leaseno further obligations hereunder.

Delivery of Premises. If Tenant acknowledges that Xxxxxx has had an opportunity to inspect the Premises. Except as set forth hereinafter, the Premises, shall be delivered to Tenant As Is, Where Is, with all faults and without representation, warranty or guaranty of any kind by Landlord to Tenant, except as expressly provided herein. Landlord represents and warrants that, as of the date hereof, there are no violations of laws with respect to the Premises, the Building or the Lot and, as of the Commencement Date, all Building systems serving the Premises shall be in good working order and condition and in compliance with all laws. Prior to the Term Commencement Date, Landlord shall perform the work, if any, identified in Exhibit C ("Landlord's Work") attached hereto and incorporated herein and the Premises shall be unable delivered in broom clean condition. Tenant shall pay an amount equal to give possession all out-of-pocket costs incurred by Landlord as a result of any change orders signed by Xxxxxx and Landlord affecting Landlord's Work, which change orders shall specify the amount chargeable to Tenant on account of such change. Amounts due and payable on account of such change orders shall be paid by Tenant to Landlord within five (5) days after Landlord's invoice to Tenant therefor. Landlord will not approve any construction, alterations, or additions requiring unusual expense to readapt the Premises to nominal office use on lease termination or increasing the cost of construction, insurance or taxes on the Building or of Landlord's services called for by Section 5.1 unless Tenant first gives assurances acceptable to Landlord that such readaptation will be made prior to such termination without expense to Landlord and makes provisions acceptable to Landlord for payment of such increased cost. Xxxxxxxx will also disapprove any alterations or additions requested by Tenant which will delay completion of the Premises. Tenant's construction, exclusively the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason installation of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlordfurnishings, and no later changes or additions shall be coordinated with any work being performed by Landlord in such failure manner as to give possession on maintain harmonious labor relations and not to damage the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any Lot or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite interfere with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leaseoperations.

Delivery of Premises. If Upon the Effective Date, the terms and provisions hereof shall be fully binding on Landlord and Tenant prior to the occurrence of the Commencement Date. The Term of this Lease shall commence on the Commencement Date and, unless sooner terminated or extended as hereinafter provided, shall end on the Expiration Date, provided that Sections 4.2 and 11.12 and Articles 38 and 42 (and all other provisions of this Lease as such provisions may relate to Expansion Space and/or the 17th Floor Premises) shall apply as of the Effective Date. Tenant currently occupies the 18th Floor Premises pursuant to the Lease dated as of April 21, 2000 between Landlord’s predecessor-in-interest, TST 300 Park, L.P., and Tenant’s predecessor-in-interest, XxXxxxxx & English, LLP, as amended by Consent to Assignment and Amendment to Lease dated as of October 3, 2003 and by First Amendment to Consent to Assignment and Amendment to Lease dated as of October 30, 2003 (collectively, the “18th Floor Lease”). Tenant occupies the 23rd Floor Premises and the 24th Floor Premises pursuant the Lease dated as of February 18, 2000 between Landlord’s predecessor-in-interest, TST 300 Park, L.P., and Tenant’s predecessor-in-interest, Xxxxxxxxx & Co. LLC, as amended by First Amendment of Lease dated as of June 15, 2000 and Second Amendment to Lease dated as of March 27, 2007 (collectively, the “Original Lease”). Landlord shall be unable deemed to give have delivered to Tenant, and Tenant shall be deemed to have accepted from Landlord, possession of the 18th Floor Premises, exclusively the Suite 200 23rd Floor Premises and the Suite 246 Premises, 24th Floor Premises on the Fourth Expansion Premises Commencement Date. This Lease amends, restates and replaces in its entirety as of the Commencement Date by reason of (i) the Landlord work is not substantially complete18th Floor Lease and the Original Lease, (ii) except as otherwise expressly provided herein. The 18th Floor Lease shall continue to apply to the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 18th Floor Premises and the Suite 246 Premises) are made available Original Lease shall continue to Tenant by Landlord, apply to the 23rd Floor Premises and no such failure to give possession on the Fourth Expansion 24th Floor Premises through the day preceding the Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to in each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leasecase.

Delivery of Premises. If the Landlord shall be unable construct the Building in accordance with the Tenant Improvement Letter attached hereto. Tenant and Tenant’s contractors and agents shall have access to give possession of the Premises, exclusively the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations for installation of the Tenant hereunderImprovements therein in accordance with the provisions of the Tenant Improvement Letter on the Delivery Date. The “Delivery Date” means the date on which the Base Rents due hereunder will be adjusted at Building Improvements have been sufficiently completed to permit Tenant’s contractors and agents to have physical access to the time that any or all Premises to construct the Tenant Improvements therein in accordance with the provisions of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent Improvement Letter (including satisfaction of all conditions of acceptance of the rent structure specific to each suite with Premises as set forth in the lease expiration dates to remain unchanged. Notwithstanding the foregoingWork Letter), if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises provided that Landlord has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within Tenant at least ten (10) days after advance notice (the expiration “Ten Day Notice”) of such date. Landlord agrees to provide Tenant with notices informing Tenant of the anticipated Delivery Date approximately ninety (90), sixty (60) day periodand thirty (30) days (the “Thirty Day Notice”) prior to such date, may terminate provided that the Sixth Amendment Ten Day Notice shall be valid so long as the date specified therein is within five (5) days of the date specified in the Thirty Day Notice. Landlord will endeavor to Office Building Lease without any liability provide Tenant’s contractors and agents with access to the Premises as necessary to complete the Tenant Improvements within four (4) months after the Delivery Date, subject to the requirements of Landlord’s contractors and agents to access the Building to complete the Base Building Improvements. SeparatelyThis Lease shall not be void, voidable or subject to termination, nor shall Landlord be liable to Tenant for any loss or damage, resulting from Landlord’s inability to deliver the Premises to Tenant as required herein, without limiting the day for day delay in the 2007 Space Commencement Date (or the 2008 Space Commencement Date, as applicable) with respect to any delay in delivery of the Premises to the extent caused by Landlord or its contractors or agents as provided in the Tenant Improvement Letter; provided, however, that if the Fourth Expansion Premises Commencement Date-Suite 240 Premises Delivery Date has not occurred within ninety three hundred sixty-five (90365) days of the Projected Delivery Date (without regard to any force majeure delays), then Tenant shall have the right, by giving notice thereof to Landlord within three hundred ninety-five (395) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, Projected Delivery Date (which notice shall be ineffective if the Tenant, Delivery Date has occurred by written the date such notice to is given or if the Landlord notice is given within ten (10) days after the expiration lapse of such ninety said three hundred ninety-five (90395) day period) to terminate this Lease, may terminate the terms and if Tenant timely gives such notice of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without termination, any liability amounts previously paid by either party to the Landlord. If Landlord’s failure other pursuant to complete Tenant’s improvements within ninety (90) days after this Lease shall promptly be returned and the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant parties shall not have the option no further obligations to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leaseeach other hereunder.

Delivery of Premises. If Upon Substantial Completion of the Tenant Improvements, Landlord shall be unable to give deliver possession of the Premises, exclusively Premises to Tenant. If Landlord has not Substantially Completed the Suite 200 Tenant Improvements and tendered possession of the Premises and to Tenant on or before the Suite 246 Premises, on the Fourth Expansion Premises Scheduled Commencement Date by reason specified in the Basic Lease Information and Section 3 of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsLease, or (iii) if Landlord is unable for any other reasonreason to deliver possession of the Premises to Tenant on or before such date, then except as provided in Section 3 of the Lease and this Paragraph, neither Landlord nor its representatives shall not be subject liable to Tenant for any liability for damage resulting from the failure delay in completing such construction obligations and/or delivering possession to give possession on said dateTenant and the Lease shall remain in full force and effect unless and until it is terminated under the express provisions of this Paragraph. Under such circumstances If any delays in Substantially Completing the Base Rent Tenant Improvements are attributable to be paid herein shall not commence until Tenant Delays, then the Premises (exclusively the Suite 200 Premises shall be deemed to have been Substantially Completed and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete on the date on which Landlord could have Substantially Completed the Premises and tendered the Premises to reflect Tenant but for such Tenant Delays. If one or more Tenant Delays, in the same underlying effective rent aggregate, constitute a delay of fifteen (15) days or more in the date of Substantial Completion, then the premium payable by Landlord under Section 3 of the rent structure specific to each suite with the lease expiration dates to remain unchangedLease shall be null and void. Notwithstanding the foregoing, if in the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises event that Landlord has not occurred within ninety delivered possession of the Premises to Tenant on or before the date that is six (906) days months after the Fourth Expansion Premises Scheduled Commencement Date, the Tenanteither party, by written notice to the Landlord other party given within ten (10) days after the expiration of such ninety six (906) day month period, may terminate the Sixth Amendment to Office Building this Lease without any liability to the Landlord. Separatelyother party; provided, however, that if the Fourth Expansion Premises delay in the Scheduled Commencement Date-Suite 240 Premises has not occurred Date is caused by delays of the type described in Section 24(c) – Force Majeure of the Lease or a Tenant Delay, and if Tenant elects to terminate as provided above, then Tenant shall reimburse Landlord, as a condition of such termination, within ninety thirty (9030) days after receipt of notification from Landlord of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesamounts due, the Tenant, for any amounts expended by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in construction and installation of the Sixth Amendment to Office Building Lease for Tenant Improvements. Tenant’s reimbursement obligation shall survive the Suite 240 Premises not delivered in said time frame without any liability to the Landlordtermination of this Lease. If Landlord’s failure Tenant fails to complete perform any of Tenant’s improvements obligations under this Workletter within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result time periods specified herein, Landlord may, in lieu of Tenant Delayterminating the Lease under the foregoing provisions, Tenant shall not have treat such failure of performance as an Event of Default under the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If the Landlord shall be unable deliver each Portion of the Premises to give possession Tenant in Delivery Condition on the applicable Anticipated Delivery Date set forth in Section 3.2 of the Summary for such Portion of the Premises. If Landlord does not deliver any Portion of the Premises in Delivery Condition within thirty (30) days after the applicable Anticipated Delivery Date for such Portion of the Premises (each, exclusively an “Outside Delivery Date”), then Tenant shall receive an abatement of Base Rent with respect to such Portion of the Premises for the period of time equal to (x) for the first sixty (60) days after the applicable Outside Delivery Date, one (1) day of Base Rent abatement for every one (1) full day after the Outside Delivery Date until Landlord delivers such Portion of the Premises to Tenant in Delivery Condition, and (y) after the first sixty (60) days after the applicable Outside Delivery Date (each, a “Second Outside Delivery Date”), two (2) days of Base Rent for every one (1) full day after the Second Outside Delivery Date until Landlord deliver such Portion of the Premises to Tenant in Delivery Condition (the “Base Rent Abatement Credits”). Tenant may immediately apply any accrued Base Rent Abatements Credits against payments of Rent as they become due. The Outside Delivery Date, the Second Outside Delivery Date and the “Blow Out Date” (as that term is defined in this Section 1.1.4 below) shall be extended to the extent of any delay or delays caused by Force Majeure Delays (as defined in Section 29.15, below, provided that neither Landlord’s failure to cause the prior tenant of the Tranche I Premises to vacate the same, nor Landlord’s failure to obtain any required permits or approvals, unless as a result of a general failure of the applicable governmental agencies in the granting of permits or approvals, shall be deemed to be a Force Majeure Delay for the purposes of this Section 1.1.4). If Landlord does not deliver the Tranche I Premises on or before March 31, 2014 (the “Blow Out Date”), then Tenant shall have the right to deliver a notice to Landlord (a “Blow Out Notice”) at any time thereafter electing to terminate this Lease, in which event, (x) this Lease shall terminate, and (y) Landlord shall return any prepaid rent and the L-C (as defined below) to Tenant with five (5) business days. The Blow Out Notice must be delivered by Tenant to Landlord, if at all, not earlier than the Blow Out Date (as the same may be extended pursuant to the terms of this Section 1.1.4). Notwithstanding anything to the contrary set forth in this Section 1.1.4 or elsewhere in this Lease, Tenant hereby acknowledges and agrees that if Landlord delivers the Tranche I Premises to Tenant in Delivery Condition any time after the Blow Out Date, but prior to Tenant’s delivery of any Blow Out Notice, then Tenant’s right to terminate this Lease pursuant to this Section 1.1.4 shall automatically terminate and be of no further force or effect. Additionally, notwithstanding anything to the contrary set forth in this Section 1.1.4 or elsewhere in this Lease, to the extent Landlord is able to deliver the Suite 200 250 Premises and and/or the Suite 246 Premises255 Premises to Tenant earlier than the applicable Anticipated Delivery Date set forth in Section 3.2 of the Summary, on the Fourth Expansion Premises Commencement Date by reason of such applicable Anticipated Delivery Date(s) shall be accelerated accordingly; provided, however, (i) in no event shall the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 250 Premises together with and/or the Suite 246 255 Premises has not occurred within ninety (90) days after occur prior to the Fourth Expansion 2nd Floor Premises Commencement Date, ; and (ii) Landlord shall provide Tenant with at least six (6) months prior notice of the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease new Anticipated Delivery Date for the Suite 240 250 Premises and/or the Suite 255 Premises, as the case may be, which date as set forth in Landlord’s notice shall then be the Sixth Amendment to Office Building Lease “Anticipated Delivery Date” for the Suite 240 250 Premises not delivered and/or the Suite 255 Premises, as applicable, for all purposes of this Lease (e.g. the remedies set forth in said time frame without any liability to this Section 1.1.4 shall apply as if the Landlord. If date set forth in Landlord’s failure to complete Tenant’s improvements within ninety (90) days after notice were the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Anticipated Delivery Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease).

Delivery of Premises. If Landlord agrees to deliver to Tenant, and Tenant agrees to accept from Landlord, possession of the Premises when Landlord shall be unable advises Tenant in writing that the Landlord’s Work in the Premises (if any) has been sufficiently completed to give permit Tenant’s Work to begin or when Tenant takes possession of the Premises, exclusively whichever first occurs. Landlord’s notice thereof shall constitute delivery of the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date without further act by reason of (i) the either party. Landlord work is not substantially complete, (ii) the holding over or retention of will deliver possession of any tenantthe Premises to Tenant with the heating, tenants ventilation and air conditioning (HVAC) unit, plumbing, and electrical systems in good working order with the rest of the Premises in its current “as-is” condition with the addition of only those items of work (if any) described on Exhibit “C”. If Landlord encounters delays in delivering possession of the Premises to Tenant, this Lease will not be void or occupantsvoidable, or (iii) nor will Landlord be liable to Tenant for any other reasonloss or damage resulting from such delay. If the delay in possession is caused by Tenant (including delays caused by Tenant’s failure to supply the information referred to in the following sentence), then Landlord the date of Landlord’s delivery of the Premises to Tenant shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent deemed to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no date such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangeddelivery would have occurred but for Tenant’s delay. Notwithstanding the foregoing, if Landlord will not be obligated to shall deliver possession of the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred to Tenant until within ninety thirty (9030) days after Landlord has received from Tenant all of the Fourth Expansion following: (i) a copy of this Lease fully executed by Tenant, and a Guaranty, if any, executed by the Guarantor(s); (ii) the Security Deposit and the first installment of Minimum Annual Rent; and (iii) copies of policies or certificates of insurance as required under Article 11 of this Lease. If Tenant occupies the Premises prior to the Commencement Date, such early occupancy shall be subject to all of the terms and conditions of this Lease, and Tenant will not interfere with Landlord in the completion of Landlord’s Work (if any). Landlord will give Tenant access for locks to be changed upon: (i) Tenant, by written notice to ’s acceptance of the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10ii) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenantreceipt of two sets of plans and specifications set forth in Exhibit “C”, and (iii) Landlord’s improvements within ninety (90) days after receipt of a copy of the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of contractor’s insurance certificate. Tenant Delay, Tenant shall not have will pay all expenses associated with changing the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leaselocks.

Delivery of Premises. If the Landlord The Premises shall be unable delivered by Landlord to give possession Tenant in the condition required by the Work Letter Agreement which is attached hereto as Exhibit “B”. Delay of the Premises, exclusively Commencement Date to the Suite 200 Premises extent not attributable to Tenant Delays and/or Force Majeure Delays shall be Tenant’s sole remedy for any delay in constructing the Base Building and the Suite 246 Premisestenant Improvements or making the Premises ready for occupancy Tenant understands that it is in Landlord’s best economic interests to have the Tenant Improvements completed as soon as reasonably possible in order to have the Commencement Date occur; as early as possible, and Tenant understands that to the extent that the Tenant Improvements are not completed because of Tenant Delays and/or Force Majeure Delays, the Commencement Date will nevertheless occur on the Fourth Expansion Premises Commencement Date by reason of (i) date the Tenant Improvements would have been completed except for Tenant Delays and/or Force Majeure Delays. Notwithstanding anything to the contrary set forth in this Lease, in the event Landlord work is has not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until delivered the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant with the Tenant Improvements Substantially Completed by LandlordApril 1, and no such failure to give possession on 2001 (the Fourth Expansion Premises Commencement “Outside Delivery Date”), which Outside Delivery Date shall affect be extended one (1) day for each day of delay incurred by Landlord in the validity of this Sixth Amendment to Office Building Lease or the obligations Substantial Completion of the Tenant hereunder. The Base Rents Improvements due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant DelayDelays and Force Majeure Delays, Tenant shall not have the option right to elect to terminate the Sixth Amendment Lease by delivery to Office Building Landlord of a notice (the “Termination Notice”), which termination shall be effective five (5) business days after Tenant’s delivery of the Termination Notice to Landlord, unless within such five (5) business day period Landlord shall deliver to Tenant the Premises with the Tenant Improvements Substantially Completed therein. Pursuant to the termination of the Lease or as set forth herein, neither party shall have any further obligation to the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building other under this Lease.

Delivery of Premises. If the (a) Landlord shall not be unable liable for failure to give deliver possession of the PremisesPremises on any specified date, exclusively and such failure shall not impair the Suite 200 Premises and validity ofthi8 Lease (except as provided in Section 3.4(b) but in the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason case of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession by any tenant of any tenantthe Premises, tenants Landlord shall, at Landlord's sole expense, within 30 days following the date such holding-over tenant was obligated to vacate the Premises commence and diligently prosecute a legal action or occupantsproceeding to obtain possession of such Premises. If Landlord delivers possession of the Premises to Tenant prior to August 1, or (iii) for any other reason, then 2000 Landlord shall not provide Tenant with at least 14 days' prior notice of the date Landlord reasonably anticipates will be subject to any liability for the failure to give Commencement Date. If Landlord delivers possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until of the Premises (exclusively to Tenant after August 1, 2000, Landlord shall provide Tenant with at least 14 days' prior notice of the Suite 200 Premises date Landlord reasonably anticipates will be the Commencement Date and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect in no event occur until 14 days after such notice is given. Landlord shall be deemed to have delivered possession of the validity Premises to Tenant upon the giving of notice by Landlord to Tenant stating that the Premises are vacant, broom clean and otherwise in the condition required under this Lease (including, without limitation, the Substantial Completion of the Pre-Delivery Work), and available for Tenant's occupancy (subject to such notice being factually correct). Subject to the provisions of Section 3.4(b), there shall be no postponement of the Commencement Date (or the Rent Commencement Date) for (i) any delay which results from any Tenant Delay or (ii) any delay by Landlord in the performance of Landlord' s Work. The provisions of this Sixth Amendment Article are intended to Office Building Lease or constitute "an express provision to the obligations contrary" within the meaning of Section 223-a of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that New York Real Property Law or any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leasesuccessor Requirement.

Delivery of Premises. If Tenant acknowledges that Xxxxxx has had an opportunity to inspect the Landlord shall be unable to give possession of Premises. Except as set forth hereinafter, the Premises, exclusively shall be delivered to Tenant As Is, Where Is with all faults and without representation, warranty or guaranty of any kind by Landlord to Tenant. Landlord shall perform the Suite 200 work identified as set forth in the Plans, as defined below ("Landlord's Work"). Xxxxxxxx agrees to use reasonable efforts to recover the Premises from the existing tenant thereof in a manner which will permit completion of Landlord's Work prior to the Scheduled Term Commencement Date. Subject to the provisions hereof, Landlord shall undertake all work to prepare the Premises for Tenant's use and occupancy in accordance with Plans approved as set forth below at Landlord's cost and expense, except that Tenant shall reimburse Landlord for all amounts in excess of the Suite 246 PremisesTenant Improvement Allowance as set forth below. For purposes hereof, on Landlord shall submit a complete set of proposed plans and specifications, together with the Fourth Expansion Premises Commencement Date projected budget therefor as reasonably determined by reason of (i) the Landlord work is not substantially complete(collectively, "Plans") to Tenant. No later than three (ii3) business days after Xxxxxxxx's submission, Tenant shall either approve or disapprove the holding over Plans, specifying by notice to Landlord in detail the respects, if any, in which the Plans are disapproved. Xxxxxx agrees to act reasonably in approving or retention of possession of any tenantdisapproving Plans. If Tenant disapproves the Plans, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available submit to Tenant revised Plans which respond to the items of disapproval specified in Xxxxxx's notice no later than three (3) business days from Tenant's notice of disapproval. Thereafter, Tenant shall have three (3) business days from submission of the Plans to Tenant to approve or disapprove the revised Plans in accordance with the foregoing and in the case of disapproval, Landlord shall have an additional three (3) business days to submit revised Plans responding to the items of disapproval specified in Xxxxxx's notice. The parties shall work diligently and in good faith to agree upon approved Plans in order that a complete set of approved Plans ("Final Plans") will be available no later than the Design Completion Date. Tenant shall pay an amount equal to all costs incurred by Landlord in completing Landlord's Work (including all design and engineering costs) in excess of the Tenant Improvement Allowance. Upon selection of a contractor for Xxxxxxxx's Work by Landlord, and no Landlord may bill Tenant for such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered excess by notice to Tenant substantially complete setting forth the total estimated cost of Landlord Work based upon the final bid of such contractor. Tenant shall pay such excess to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of Landlord's notice. In addition, Tenant shall pay an amount equal to all additional costs incurred by Landlord as a result of Xxxxxxxx's Work, including change orders signed by Xxxxxx and Landlord. Amounts due and payable on account of such ninety (90) day period, may terminate the Sixth Amendment additional costs shall be paid by Tenant to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days of Landlord's invoice to Tenant therefor. Landlord shall not be obligated to continue Landlord's Work after the expiration of such ninety ten (9010) day periodperiod if such payment has not yet been received by Landlord, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the until such payment is received by Landlord. Upon completion of Landlord's Work, Landlord shall determine the total cost of Landlord's Work, and deliver a notice to Tenant setting forth in reasonable detail the total cost of Landlord's Work, together with the balance, if any owed by Tenant to Landlord or the amount of any credit to which Xxxxxx is entitled. If Tenant owes a balance to Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall pay such amount to Landlord within ten (10) days of such notice. If Xxxxxx is entitled to a credit, such amount shall be credited to the next payment of Annual Rent payable by Tenant to Landlord hereunder. Landlord will not have approve any construction, alterations, or additions requiring unusual expense to readapt the option Premises to terminate normal office use on lease termination or increasing the Sixth Amendment cost of construction, insurance or taxes on the Building or of Landlord's services called for by Section 5.1 unless Tenant first gives assurances acceptable to Office Landlord that such readaptation will be made prior to such termination without expense to Landlord and makes provisions acceptable to Landlord for payment of such increased cost. Xxxxxxxx will also disapprove any alterations or additions requested by Tenant which will delay completion of the Premises. Tenant's construction, installation of furnishings, and later changes or additions shall be coordinated with any work being performed by Landlord in such manner as to maintain harmonious labor relations and not to damage the Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Lot or interfere with Building Leaseoperations.

Delivery of Premises. If Upon Substantial Completion of the Tenant Improvements, Landlord shall be unable to give deliver possession of the Premises, exclusively Premises to Tenant. If Landlord has not Substantially Completed the Suite 200 Tenant Improvements and tendered possession of the Premises and to Tenant on or before the Suite 246 Premises, on the Fourth Expansion Premises Scheduled Commencement Date by reason specified in Section 2 - Term; Possession of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsLease, or (iii) if Landlord is unable for any other reasonreason to deliver possession of the Premises to Tenant on or before such date, neither Landlord nor its representatives shall be liable to Tenant for any damage resulting from the delay in completing such construction obligations and/or delivering possession to Tenant and the Lease shall remain in full force and effect unless and until it is terminated under the express provisions of this Paragraph. If any delays in Substantially Completing the Tenant Improvements are attributable to Tenant Delays, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises shall be deemed to have been Substantially Completed and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete on the date on which Landlord could have Substantially Completed the Premises and tendered the Premises to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedTenant but for such Tenant Delays. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred or been deemed to have occurred within ninety six (906) days months after the Fourth Expansion Premises Scheduled Commencement Date, the Tenanteither party, by written notice to the Landlord other party given within ten (10) days after the expiration of such ninety six (906) day month period, may terminate the Sixth Amendment to Office Building this Lease without any liability to the Landlord. Separatelyother party; provided, however, that if the Fourth Expansion Premises delay in the Commencement Date-Suite 240 Premises has not occurred Date is caused by delays of the type described in Section 26 - Force Majeure of the Lease, and if Tenant elects to terminate as provided above, then Tenant shall reimburse Landlord, within ninety thirty (9030) days after receipt of notification from Landlord of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesamounts due, the Tenant, for any amounts expended or incurred by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises design, construction and installation of the Tenant Improvements and for brokerage commissions and legal fees in connection with the Sixth Amendment to Office Building Lease for preparation and negotiation of the Suite 240 Premises not delivered in said time frame without any liability to the LandlordLease. If Landlord’s Tenant fails to perform any of Tenant's obligations under this Construction Rider within the time periods specified herein, Landlord may, in lieu of terminating the Lease under the foregoing provisions, treat such failure to complete Tenant’s improvements within ninety (90) days after of performance as an Event of Default under the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If the Landlord shall deliver to Tenant possession of each floor of the Premises with Landlord's Work (as defined in the Work Letter attached hereto and incorporated herein as Exhibit C (the "Work Letter")) Substantially Completed (as hereinafter defined), vacant, broom clean, free of occupancies and ready for Tenant to begin construction of Tenant's Initial Improvements (as defined in the Work Letter). "Substantially Completed" or "Substantial Completion" shall, whenever used in this Lease with respect to Landlord's Work, be unable deemed to mean that stage of completion of Landlord's Work as shall enable Landlord and Tenant to agree, in good faith, that Landlord's Work has been completed except for minor punchlist items, and Tenant is able to have or obtain (i) all services to be provided to Tenant pursuant to Section 5 hereof, except for chilled water and hot water for the air conditioning and heating systems serving the Premises, which services shall be provided on or before November 1, 1997, and (ii) access to the Premises to commence Tenant's construction of Tenant's Initial Improvements without interference by reason of the completion of unfinished details of Landlord's Work (i.e., only minor punchlist items remain to be completed). "Substantial Completion Date" shall mean the date that Landlord's Work shall be Substantially Completed. Landlord shall give Tenant not less than seven (7) days' notice of the Substantial Completion Date (the requirement of which notice being waived by Tenant taking actual possession of the Premisesportion of the Premises which has been Substantially Completed). Promptly after such notice shall have been given by Landlord and prior to the Substantial Completion Date, exclusively Landlord's architect and Tenant shall conduct a joint inspection of the Suite 200 Premises in order to jointly determine whether Landlord's Work has been Substantially Completed and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason to prepare a joint punchlist of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent items to be paid herein completed, which items shall not commence until the Premises be completed promptly (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and but in no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety event beyond thirty (9030) days after preparation of the Fourth Expansion Premises Commencement Datepunchlist, the Tenant, subject to Force Majeure) by written notice to the Landlord given within ten (10) days after the expiration following delivery of such ninety punchlist to Tenant. (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.c)

Delivery of Premises. If the Landlord shall Substantially Complete (as hereinafter defined) the improvements to the Premises to be unable provided by Landlord pursuant to give possession this Section 30, (the “Tenant Improvements”) and deliver the Premises to Tenant on or before the Estimated Delivery Date (as specified in Paragraph 10 of the PremisesBasic Lease Information), exclusively subject to extension as provided in this Section 30. Landlord and Tenant acknowledge and agree that prior to the Suite 200 Premises date hereof, Landlord and Tenant have each approved the Space Plan and the Suite 246 Premises, on Final Plans (as such terms are defined in Section 30(c)). If there is any delay in substantial completion of the Fourth Expansion improvements to the Premises Commencement Date by reason of due to (i) Tenant’s changes to the Landlord work is not substantially completeSpace Plan or the Final Plans after the date hereof, (ii) any failure by Tenant to pay, on a timely basis, the holding over or retention of possession of Tenant Portion (as defined in Section 30(c) below), (iii) any tenant, tenants or occupantswork performed by Tenant in the Premises, or (iiiiv) for any other reasondelay to the extent requested or caused by Tenant Parties (collectively, then “Tenant’s Delay”), the Estimated Delivery Date and the Delivery Deadline (as specified in Paragraphs 10 and 11 of the Basic Lease Information) shall each be extended by one day for each day of such Tenant’s Delay. Further, if there is a delay in Substantial Completion of the improvements to the Premises due to Force Majeure, the Estimated Delivery Date and the Delivery Deadline shall each be extended by one day for each day of delay caused by Force Majeure; provided, however that the outside date for extension of the Delivery Deadline solely due to Force Majeure shall be June 30, 2002. Landlord agrees that Landlord shall not be subject to notify Tenant in writing of any liability for Tenant’s Delay. If the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until improvements in the Premises (exclusively are not Substantially Complete on or before the Suite 200 Premises Estimated Delivery Date, this Lease shall remain in full force and effect, provided that if such failure is not due to Force Majeure or Tenant’s Delay, the Commencement Date and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Expiration Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete extended to reflect the delay occasioned by such failure, and provided further, that in the event the improvements to the Premises are not Substantially Complete by the Delivery Deadline (as same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoingmay be extended for Tenant’s Delay and/or Force Majeure), if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, Tenant may thereupon terminate this Lease by written notice to Landlord before the Landlord given within date that is ten (10) business days after thereafter, in which event Landlord shall have no other or further liability or obligation hereunder to Tenant, except that Landlord shall promptly refund to Tenant the expiration unused portion of such ninety the Rent paid to Landlord in advance, Security Deposit and/or the Tenant Improvement Deposit (90) day period, may terminate the Sixth Amendment to Office Building Lease without any as hereinafter defined). Landlord shall have no liability to Tenant due to delay in completing the LandlordPremises. Separately, if No Basic Rent (as defined in Section 3) or additional rent shall accrue prior to the Fourth Expansion commencement of the Lease Term pursuant to Section 2(a) hereof. If any delay in substantially completing the improvements to the Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premisesis occasioned by Tenant’s Delay, the Commencement Date shall be the date that the Premises would have been Substantially Complete but for the Tenant’s Delay, by written notice but in no event sooner than the Estimated Delivery Date. “Substantially Complete” means that the improvements to the Landlord given within ten (10) days after Premises have been completed in accordance with the expiration of such ninety (90) day periodFinal Plans, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises even though minor details, adjustments or punch list items that do not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete materially interfere with Tenant’s improvements within ninety (90) days after use or occupancy of the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option for normal business operations may remain to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Leasebe completed.

Delivery of Premises. If the Landlord shall be unable to give possession Following Substantial Completion of the Premises, exclusively Landlord shall deliver possession of the Suite 200 Premises and the Suite 246 Premises, on the Fourth Expansion Premises to Tenant. The Lease Commencement Date by reason of (i) shall be the date that Landlord work is not substantially complete, (ii) the holding over or retention of delivers possession of any tenant, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by with the Tenant Improvements Substantially Completed. EXHIBIT C 601 GATEWAY BOULEVARD NOTICE OF LEASE TERM DATES Boston Properties NOTICE OF LEASE TERM DATES Date: To: Copy to: Re: Office Lease Dated: Between: Gateway Center LLC, a Delaware limited liability company, Lessor or Landlord, and no such , a , Lessee or Tenant In accordance with the subject document we wish to advise you and/or confirm your tenancy of Suite on the floor of [APPROPRIATE XXXXXXXX] Xxxxxxx Xxxxxxxxx, Xxxxx Xxx Xxxxxxxxx, XX 00000, and that the following terms and conditions are accurate and in full force and effect: Net rentable square feet ________ Lease term ________ Lease commencement date ________ Lease expiration date ________ Base rent schedule From To: Monthly Rent: $ Rent checks are Payable to: Mailed to: All other inquiries to: Boston Properties [APPROPRIATE ENTITY] [APPROPRIATE ADDRESS] Lobby Level, Suite Xxx Xxxx Xxxxxxxxxxx Xxxxxx Xxx Xxxxxxxxx, XX 00000 Telephone: 000-000-0000 Fax: 000-000-0000 If the Lease Commencement Date is other than the first day of the month, the first billing will contain a pro rata adjustment. Each billing thereafter, with the exception of the final billing, shall be for the full amount of the monthly installment as provided for in the Lease. We request that you sign this letter where indicated below, confirming the information provided above, and return it to our representative below within five days of receipt. A return envelope is provided. Our failure to give possession on receive your executed Notice within such time period will indicate your acceptance that the Fourth Expansion Premises Commencement information set forth is correct. A second letter is enclosed for your files. Boston Properties, L.P. Agreed to and Accepted: By: Lease Administrator’s name Date shall affect the validity of this Sixth Amendment to Office Building By: Date Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoingAdministration Its: copy: Property Manager, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.Property Accountant via: Certified Mail EXHIBIT C -2- EXHIBIT D 000 XXXXXXX XXXXXXXXX RULES AND REGULATIONS

Delivery of Premises. If the Landlord shall be unable deemed to give have delivered possession of any Portion(s) of the Premises to Tenant upon the giving of notice by Landlord to Tenant stating that the applicable Portion of the Premises is vacant, in the condition required under this Lease, and available for Tenant's occupancy. Subject to the provisions of this Lease, Landlord agrees to deliver each Portion of the Premises to Tenant promptly after the same are vacated by the former tenant(s) or occupant(s). At all times prior to the delivery of any Portion of the Premises, exclusively said Portion of the Suite 200 Premises shall not be considered to be a part of the Premises and Tenant shall have no rights or obligations with respect thereto, including the Suite 246 right to enter said Portion of the Premises. Upon delivery of any Portion of the Premises, on said Portion of the Fourth Expansion Premises Commencement Date shall automatically be and become a part of the "Premises" for all purposes under this Lease and the number of rentable square feet contained in said Portion of the Premises shall be added to and become a part of the "Tenant's Area." Without limiting the foregoing, upon request by reason Landlord or Tenant, from time-to-time, the parties will execute a written instrument or instruments setting forth the Portions of (i) the Landlord work is Premises delivered to Tenant as of said date and the Fixed Rent payable in connection therewith. The failure of either party to execute and deliver said instrument shall not substantially completeaffect the rights, (ii) obligations or interests of the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then parties. Landlord shall not be subject to any liability liable for the failure of former tenants or occupants to give vacate any Portion of the Premises, or its failure to deliver possession of the applicable Portion of the Premises to Tenant on said any specified date. Under , and subject only to the provisions of the next succeeding paragraph, any such circumstances the Base Rent to be paid herein failure shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect impair the validity of this Sixth Amendment to Office Building Lease or the obligations effectiveness thereof with respect to those Portions of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises which are delivered to Tenant. Tenant substantially complete to reflect acknowledges that the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the Sixth Amendment to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Second Floor B Premises, the TenantSecond Floor C Premises, the Third Floor Premises, and the Fourth Floor Premises, are leased to or occupied by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate other tenants or occupants and that the terms of the existing lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability agreements with respect to the Landlord. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after Second Floor B Premises, the Second Floor C Premises and the Fourth Expansion Floor Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delaypresently expire on September 30, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease2009, June 27, 1999 and April 30, 2000, respectively.

Delivery of Premises. If Upon Substantial Completion of the Tenant Improvements, Landlord shall be unable to give deliver possession of the Premises, exclusively Premises to Tenant. If Landlord has not Substantially Completed the Suite 200 Premises Tenant Improvements and tendered possession of the Suite 246 Premises, on the Fourth Expansion Premises to Tenant on or before the Exhibit B, Page 2 Scheduled Commencement Date by reason specified in Section 2—Term; Possession of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupantsLease, or (iii) if Landlord is unable for any other reasonreason to deliver possession of the Expansion Premises to Tenant on or before such date, neither Landlord nor its representatives shall be liable to Tenant for any damage resulting from the delay in completing such construction obligations and/or delivering possession to Tenant and the Lease shall remain in full force and effect unless and until it is terminated under the express provisions of this Paragraph. If any delays in Substantially Completing the Tenant Improvements are attributable to Tenant Delays, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment be deemed to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are have been Substantially Completed and delivered to Tenant substantially complete on the date on which Landlord could have Substantially Completed the Expansion Premises and tendered the Premises to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchangedTenant but for such Tenant Delays. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred or been deemed to have occurred within ninety six (906) days months after the Fourth Expansion Premises Scheduled Commencement Date, the Tenanteither party, by written notice to the Landlord other party given within ten (10) days after the expiration of such ninety six (906) day month period, may terminate the Sixth Amendment to Office Building this Lease without any liability to the Landlord. Separatelyother party; provided, however, that if the Fourth Expansion Premises delay in the Commencement Date-Suite 240 Premises has not occurred Date is caused by delays of the type described in Section 26—Force Majeure of the Lease, and if Tenant elects to terminate as provided above, then Tenant shall reimburse Landlord, within ninety thirty (9030) days after receipt of notification from Landlord of the Fourth Expansion Premises Commencement Date-Suite 240 Premisesamounts due, the Tenant, for any amounts expended or incurred by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises design, construction and installation of the Tenant Improvements and for brokerage commissions and legal fees in connection with the Sixth Amendment to Office Building Lease for preparation and negotiation of the Suite 240 Premises not delivered in said time frame without any liability to the LandlordLease. If Landlord’s Tenant fails to perform any of Tenant's obligations under this Construction Rider within the time periods specified herein, Landlord may, in lieu of terminating the Lease under the foregoing provisions, treat such failure to complete Tenant’s improvements within ninety (90) days after of performance as an Event of Default under the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease.

Delivery of Premises. If the Landlord shall be unable to give delivery possession of the PremisesPremises to Tenant on or before December 1, exclusively 2015. Tenant hereby acknowledges that the Suite 200 Premises and are currently occupied by another tenant of the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by Building. If Landlord is unable for any reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of to deliver possession of the Premises to Tenant on any tenant, tenants or occupants, or (iii) for any other reasonspecific date, then Landlord shall not be subject to any liability for the its failure to give possession on said date. Under do so, and such circumstances the Base Rent to be paid herein failure shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will ; provided, however, the date set forth in Section 2(ii) of this Fourth Amendment shall be adjusted at delayed until the time date that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety is thirty (9030) days after the Fourth date Landlord delivers possession of the Premises to Tenant. If Landlord does not deliver possession of the Premises to Tenant by March 1, 2016 (the "Outside Date"), then the sole remedy of Tenant for such failure shall be the right to deliver a notice to Landlord (a "Termination Notice") electing to terminate the Lease with respect to the Expansion Premises Commencement only effective upon the date occurring five (5) business days following receipt by Landlord of the Termination Notice (the "Effective Date"). The Termination Notice must be delivered by Tenant to Landlord, if at all, not earlier than the TenantOutside Date nor later than five (5) business days after the Outside Date. The effectiveness of any such Termination Notice delivered by Tenant to Landlord shall be governed by the terms of this Section 1.1. If Tenant delivers a Termination Notice to Landlord, by written notice then Landlord shall have the right to suspend the Landlord given within ten occurrence of the Effective Date for a period ending thirty (1030) days after the expiration of such ninety (90) day periodEffective Date by delivering written notice to Tenant, may terminate the Sixth Amendment to Office Building Lease without any liability prior to the Effective Date, that, in Landlord. Separately's reasonable, if good faith judgment, Landlord will deliver the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred to Tenant within ninety thirty (9030) days after the Fourth Effective Date (the "Termination Extension Notice"). If Landlord delivers the Premises to Tenant within such thirty (30) day suspension period, then the Termination Notice shall be of no force or effect, but if Landlord does not deliver the Premises to Tenant within such thirty (30) day suspension period, then the Lease with respect to the Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days after shall terminate upon the expiration of such ninety thirty (9030) day suspension period. Upon any termination as set forth in this Section 1.1, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without Landlord and Tenant shall be relieved 742075.04/WLA 375056-00001/2-18-16/bkc/bkc EXHIBIT B -1- THE AVENTINE [Fourth Amendment] [Tracon Pharmaceuticals, Inc.] from any and all liability to each other resulting hereunder with respect to the Landlord. If Landlord’s failure Expansion Premises, except that Landlord shall return to complete Tenant’s improvements within ninety (90) days after Tenant any prepaid rent with respect to the Expansion Premises and Landlord shall return the additional Security Deposit amount paid by Tenant pursuant to Section 8 of the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option to terminate the Sixth Amendment to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building LeaseAmendment.

Delivery of Premises. If the Landlord shall be unable deliver the Premises to give possession of Tenant with all Landlord's Work designated in the Premises, exclusively the Suite 200 Premises Work Letter completed in a workmanlike manner and the Suite 246 Premises, on the Fourth Expansion Premises Commencement Date by reason of (i) the Landlord work is not substantially complete, (ii) the holding over or retention of possession of any tenant, tenants or occupants, or (iii) for any other reason, then in compliance with all Applicable Laws. Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises provide Tenant with a minimum of thirty (exclusively the Suite 200 Premises and the Suite 246 Premises30) are made available to Tenant by Landlord, and no such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered to Tenant substantially complete to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by days' prior written notice to the Landlord given within of such delivery. Within ten (10) days after completion of Landlord's Work, Landlord shall deliver to Tenant copies of all building permits, final inspections, governmental certificates, certificates of occupancy and any other documents demonstrating the expiration approval, completion and acceptance of such ninety Landlord's Work by all jurisdictions required to approve Landlord's Work. Tenant shall have the right to prepare and submit to Landlord a list of defective and incomplete items of Landlord's Work (90) day period, may terminate the Sixth Amendment "Punch List"). Tenant's acceptance of delivery of the Premises shall be conditioned upon Landlord's prompt repair and/or completion of the items on the Punch List. In the event Landlord fails to Office Building Lease without any liability to correct and/or complete the Landlord. Separately, if items on the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred Punch List within ninety thirty (9030) days after receipt by Landlord of the Fourth Expansion Punch List, Tenant may, at Tenant's option, either complete the Punch List items and deduct the cost thereof (plus ten percent (I 0%) for Tenant's overhead, plus interest at the Applicable Annual Interest Rate from the date costs are incurred by Tenant) from Rent, which cost is hereby agreed to in advance by the parties to be a reasonable and proper deduction, or require Landlord's specific performance of the same, or seek any other legal remedies available to Tenant. Landlord covenants that the Premises Commencement Date-Suite 240 and Landlord's Work to be constructed shall be, at the delivery of the Premises and subject to the Punch List being completed, structurally sound and in good tenantable condition and free of patent and latent defects. A "latent defect" is a design or construction defect or error which is not apparent upon an ordinary and reasonable inspection of the Premises. Landlord further covenants that if any such latent defects appear which resulted from faulty design, workmanship or materials, then Landlord shall cause the same, after receiving written notice thereof from Tenant, by written notice to the Landlord given within ten (10) days after the expiration of such ninety (90) day period, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the be repaired and corrected with all reasonable speed at Landlord's expense. If Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall not have the option benefit of all warranties accruing to terminate Landlord by reason of construction of the Sixth Amendment Premises and Landlord's Work and any installation of equipment by Landlord, and Landlord hereby assigns all such warranties to Office Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building LeaseTenant.

Delivery of Premises. If Tenant acknowledges that Tenant has had an opportunity to inspect the Landlord shall be unable to give possession of Premises. Except as set xxxxx hereinafter, the Premises, exclusively shall be delivered to Tenant As Is, Where Is with all faults and without representation, warranty or guaranty of any kind by Landlord to Tenant. Landlord shall perform the Suite 200 work identified as set forth in the Plans, as defined below ("Landlord's Work"). Landlord agrees to use reasonable efforts to recover the Premises frxx xxx xxisting tenant thereof in a manner which will permit completion of Landlord's Work prior to the Scheduled Term Commencement Date. Subject to the provisions hereof, Landlord shall undertake all work to prepare the Premises for Tenant's use and occupancy in accordance with Plans approved as set forth below at Landlord's cost and expense, except that Tenant shall reimburse Landlord for all amounts in excess of the Suite 246 PremisesTenant Improvement Allowance as set forth below. For purposes hereof, on Landlord shall submit a complete set of proposed plans and specifications, together with the Fourth Expansion Premises Commencement Date projected budget therefor as reasonably determined by reason of (i) the Landlord work is not substantially complete(collectively, "Plans") to Tenant. No later than three (ii3) business days after Landlord's submission, Tenant shall either approve or disapprove the holding over Xxxxx, specifying by notice to Landlord in detail the respects, if any, in which the Plans are disapproved. Tenant agrees to act reasonably in approving or retention of possession of any tenantdisapproving Plans. Xx Xxxant disapproves the Plans, tenants or occupants, or (iii) for any other reason, then Landlord shall not be subject to any liability for the failure to give possession on said date. Under such circumstances the Base Rent to be paid herein shall not commence until the Premises (exclusively the Suite 200 Premises and the Suite 246 Premises) are made available submit to Tenant revised Plans which respond to the items of disapproval specified in Tenant's notice no later than three (3) business days from Tenant's xxxxxx of disapproval. Thereafter, Tenant shall have three (3) business days from submission of the Plans to Tenant to approve or disapprove the revised Plans in accordance with the foregoing and in the case of disapproval, Landlord shall have an additional three (3) business days to submit revised Plans responding to the items of disapproval specified in Tenant's notice. The parties shall work diligently and in good faith xx xxree upon approved Plans in order that a complete set of approved Plans ("Final Plans") will be available no later than the Design Completion Date. Tenant shall pay an amount equal to all costs incurred by Landlord in completing Landlord's Work (including all design and engineering costs) in excess of the Tenant Improvement Allowance. Upon selection of a contractor for Landlord's Work by Landlord, and no Landlord may bill Tenant for such failure to give possession on the Fourth Expansion Premises Commencement Date shall affect the validity of this Sixth Amendment to Office Building Lease or the obligations of the Tenant hereunder. The Base Rents due hereunder will be adjusted at the time that any or all of the Fourth Expansion Premises are delivered excesx xx xxxice to Tenant substantially complete setting forth the total estimated cost of Landlord Work based upon the final bid of such contractor. Tenant shall pay such excess to reflect the same underlying effective rent of the rent structure specific to each suite with the lease expiration dates to remain unchanged. Notwithstanding the foregoing, if the Fourth Expansion Premises Commencement Date for the Suite 200 Premises together with the Suite 246 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date, the Tenant, by written notice to the Landlord given within ten (10) days after the expiration of Landlord's notice. In addition, Tenant shall pay an amount equal to all additional costs incurred by Landlord as a result of Landlord's Work, including change orders signed by Tenant and Landloxx. Xxxxnts due and payable on account of such ninety (90) day period, may terminate the Sixth Amendment addixxxxxx costs shall be paid by Tenant to Office Building Lease without any liability to the Landlord. Separately, if the Fourth Expansion Premises Commencement Date-Suite 240 Premises has not occurred within ninety (90) days after the Fourth Expansion Premises Commencement Date-Suite 240 Premises, the Tenant, by written notice to the Landlord given within ten (10) days of Landlord's invoice to Tenant therefor. Landlord shall not be obligated to continue Landlord's Work after the expiration of such ninety ten (9010) day periodperiod if such payment has not yet been received by Landlord, may terminate the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Building Lease for the Suite 240 Premises not delivered in said time frame without any liability to the until such payment is received by Landlord. Upon completion of Landlord's Work, Landlord shall determine the total cost of Landlord's Work, and deliver a notice to Tenant setting forth in reasonable detail the total cost of Landlord's Work, together with the balance, if any owed by Tenant to Landlord or the amount of any credit to which Tenant is entitled. If Tenant owes a balance to Landlord’s failure to complete Tenant’s improvements within ninety (90) days after the Fourth Expansion Premises Commencement Date and/or Fourth Expansion Premises Commencement Date-Suite 240 Premises is result of Tenant Delay, Tenant shall pay such amount to Landlord within ten (10) days of such notice. If Tenant is entitled to a credit, such amount shall be credited to the xxxx payment of Annual Rent payable by Tenant to Landlord hereunder. Landlord will not have approve any construction, alterations, or additions requiring unusual expense to readapt the option Premises to terminate normal office use on lease termination or increasing the Sixth Amendment cost of construction, insurance or taxes on the Building or of Landlord's services called for by Section 5.1 unless Tenant first gives assurances acceptable to Office Landlord that such readaptation will be made prior to such termination without expense to Landlord and makes provisions acceptable to Landlord for payment of such increased cost. Landlord will also disapprove any alterations or additions requested xx Xxxxnt which will delay completion of the Premises. Tenant's construction, installation of furnishings, and later changes or additions shall be coordinated with any work being performed by Landlord in such manner as to maintain harmonious labor relations and not to damage the Building Lease or the terms of lease for the Suite 240 Premises in the Sixth Amendment to Office Lot or interfere with Building Leaseoperations.