Common use of Initial Base Rent Clause in Contracts

Initial Base Rent. Notwithstanding anything to the contrary set forth on Page 1 of this Lease, the initial rate of Base Rent payable by Tenant under this Lease during the first 12 months immediately following the Rent Commencement Date (the “Initial Base Rent”) shall be equal to the rate per rentable square foot of the Premises per year that will provide Landlord with a % annual return on Total Project Costs (as defined below) on a triple net basis (the “Annual Return Amount”). Notwithstanding the foregoing, Landlord and Tenant acknowledge and agree that (i) commencing on the Rent Commencement Date through the Base Rent Determination Date, Tenant shall pay Initial Base Rent at the rate set forth on page 1 of this Lease, which was determined based on an estimated Annual Return Amount, and (ii) the Initial Base Rent shall be subject to adjustment pursuant to this Section 4(a) following the determination of the Total Project Costs. Landlord shall, within a reasonable period following the (x) final completion of Landlord’s Work (as defined in the Work Letter), (y) the earlier of disbursement of the full amount of the TI Allowance elected to be used by Tenant under the Work Letter or the occurrence of Outside TI Allowance Date (as defined in the Work Letter), (z) the payment by Landlord of the Total Project Costs (as defined below), determine the Initial Base Rent payable on the actual Annual Return Amount (the “Actual Initial Base Rent”), which determination shall be made no later than 18 months after the Rent Commencement Date (the “Base Rent Determination Date”); provided, however, that notwithstanding anything to the contrary contained herein, Landlord shall have the right to adjust the Actual Annual Return Amount to factor in any additional Total Project Costs incurred by Landlord following the Base Rent Determination Date including as a result of the final close-out of any construction matter that occurs after the Base Rent Determination Date, provided that Landlord shall provide Tenant with specific and detailed written notice detailing such additional costs and Tenant shall have the opportunity to verify the same. Landlord shall deliver written notice to Tenant of the actual Annual Return Amount and the Actual Initial Base Rent promptly following the Base Rent Determination Date. Tenant shall commence paying Base Rent under this Lease based on the Actual Initial Base Rent (subject to adjustment pursuant to Section 4(b)) on the first day of the calendar month following the Base Rent Determination Date (the “Base Rent Adjustment Date”). In the event that (i) the actual Annual Return Amount is less than the estimated Annual Return Amount on which the Initial Base Rent was calculated, then the amount of Initial Base Rent shall be reduced based on the actual Annual Return Amount, and (ii) the actual Annual Return Amount is more than the estimated Annual Return Amount on which the Initial Base Rent was calculated, then the amount of Initial Base Rent shall be increased based on the actual Annual Return Amount. If Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date exceed the amount of Base Rent per rentable square foot of the Premises that would have been due and payable during such period, then the excess shall be applied by Landlord to Base Rent next coming due until such overage is exhausted. If the final Annual Return Amount exceeds the Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date, the excess shall be due and payable to Landlord by Tenant within 30 days after the Base Rent Adjustment Date. For illustration purposes only, attached to this Lease as Exhibit I is an example reflecting the methodology that will be applied by Landlord to determine Base Rent based on the Total Project Costs and Annual Return Amount.

Initial Base Rent. Notwithstanding Tenant shall pay, without notice or demand, to Landlord or Landlord's agent at the management office of the Project, or at such other place as Landlord may from time to time designate in writing, in currency or a check for currency which, at the time of payment, is legal tender for private or public debts in the United States of America, base rent ("BASE RENT") as set forth in Section 6 of the Summary, payable in equal monthly installments as set forth in Section 6 of the Summary in advance on or before the first day of each and every month during the Lease Term, without any offset or deduction whatsoever except as otherwise expressly set forth in this Lease. Base Rent shall commence on the Lease Commencement Date; provided, however, it is anticipated that the Tenant Improvements will be built-out in phases consisting of groups of floors ("FLOOR GROUP") as more particularly set forth in Section 5 of the Summary. Accordingly, and notwithstanding anything to the contrary set forth on Page 1 of contained in this Lease, the initial rate Tenant's obligation to commence payment of Base Rent payable by Tenant under this (and Additional Rent) with respect to the Building shall commence on the Lease during the first 12 months immediately following the Rent Commencement Date (for each Floor Group, as specified in Section 5 of the “Initial Base Rent”) shall be equal Summary. Tenant may decide the exact phasing of the Floor Groups within the Building, as Tenant prepares the Final Space Plan for such Building pursuant to the rate per rentable square foot of Tenant Work Letter (e.g., Tenant may elect to have the Premises per year that will provide Landlord with a % annual return on Total Project Costs (as defined below) on a triple net basis (the “Annual Return Amount”). Notwithstanding the foregoing, Landlord and Tenant acknowledge and agree that (i) commencing on the Rent Estimated Lease Commencement Date through for floors 2, 3 and 4 be January 1, 2003 and the Base Rent Determination Date, Tenant shall pay Initial Base Rent at the rate set forth on page 1 of this Lease, which was determined based on an estimated Annual Return Amount, and (ii) the Initial Base Rent shall be subject to adjustment pursuant to this Section 4(a) following the determination of the Total Project Costs. Landlord shall, within a reasonable period following the (x) final completion of Landlord’s Work (as defined in the Work Letter), (y) the earlier of disbursement of the full amount of the TI Allowance elected to be used by Tenant under the Work Letter or the occurrence of Outside TI Allowance Date (as defined in the Work Letter), (z) the payment by Landlord of the Total Project Costs (as defined below), determine the Initial Base Rent payable on the actual Annual Return Amount (the “Actual Initial Base Rent”), which determination shall be made no later than 18 months after the Rent Estimated Lease Commencement Date (the “Base Rent Determination Date”for floors 1 and 5 be July 1, 2003); provided, however, that notwithstanding anything to such phasing shall have no impact on the contrary contained herein, Landlord Lease Commencement Date for the number of floors in each Floor Group and each Floor Group shall have the right to adjust same number of floors as specified in Section 5 of the Actual Annual Return Amount to factor Summary. As more particularly set forth in any additional Total Project Costs incurred by Section 2.1, the Lease Commencement Date for the Building shall occur upon the Lease Commencement Date for the initial first Floor Group within the Building, it being the intent of Landlord following and Tenant that the Lease Term shall expire on the last day of the month in which the twelfth (12th) anniversary of Tenant's lease of the initial Floor Group within the Building occurs. The Base Rent for the first full month of the Lease Term shall be paid on or before the date which is ninety (90) days after Landlord notifies Tenant in writing that it has PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] commenced construction of the Base Rent Determination Date including as a result of the final close-out of any construction matter that occurs after the Base Rent Determination Date, provided that Landlord shall provide Tenant Shell and Core with specific and detailed written notice detailing respect to such additional costs and Tenant shall have the opportunity to verify the sameBuilding. Landlord shall deliver written notice to Tenant invest such payment of the actual Annual Return Amount and the Actual Initial first month's Base Rent promptly following in a Certificate of Deposit with a maturity date approximately that of the Lease Commencement Date in a financial institution selected by Landlord, and any interest accruing thereon shall be credited to Tenant's Base Rent Determination obligations for the second (2nd) full month of the Lease Term. If any Rent payment date (including the Lease Commencement Date. Tenant shall commence paying Base Rent under this Lease based ) falls on a day of the Actual Initial Base Rent (subject to adjustment pursuant to Section 4(b)) on month other than the first day of such month or if any payment of Rent is for a period which is shorter than one month, the Rent for any fractional month shall accrue on a daily basis for the period from the date such payment is due to the end of such calendar month following or to the Base Rent Determination Date (end of the “Base Rent Adjustment Date”)Lease Term at a rate per day which is equal to 1/365 of the Rent. In All other payments or adjustments required to be made under the event terms of this Lease that (i) the actual Annual Return Amount is less than the estimated Annual Return Amount require proration on which the Initial Base Rent was calculated, then the amount of Initial Base Rent a time basis shall be reduced based prorated on the actual Annual Return Amount, and (ii) the actual Annual Return Amount is more than the estimated Annual Return Amount on which the Initial Base Rent was calculated, then the amount of Initial Base Rent shall be increased based on the actual Annual Return Amount. If Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date exceed the amount of Base Rent per rentable square foot of the Premises that would have been due and payable during such period, then the excess shall be applied by Landlord to Base Rent next coming due until such overage is exhausted. If the final Annual Return Amount exceeds the Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date, the excess shall be due and payable to Landlord by Tenant within 30 days after the Base Rent Adjustment Date. For illustration purposes only, attached to this Lease as Exhibit I is an example reflecting the methodology that will be applied by Landlord to determine Base Rent based on the Total Project Costs and Annual Return Amountsame basis.

Initial Base Rent. Notwithstanding Tenant shall pay, without notice or demand, to Landlord or Landlord's agent at the management office of the Project, or at such other place as Landlord may from time to time designate in writing, in currency or a check for currency which, at the time of payment, is legal tender for private or public debts in the United States of America, base rent ("BASE RENT") as set forth in Section 6 of the Summary, payable in equal monthly installments as set forth in Section 6 of the Summary in advance on or before the first day of each and every month during the Lease Term, without any offset or deduction whatsoever except as otherwise expressly set forth in this Lease. Base Rent shall commence on the Lease Commencement Date; provided, however, it is anticipated that the Tenant Improvements will be built-out in phases consisting of groups of floors ("FLOOR GROUP") as more particularly set forth in Section 5 of the Summary. Accordingly, and notwithstanding anything to the contrary set forth on Page 1 of contained in this Lease, the initial rate Tenant's obligation to commence payment of Base Rent payable by Tenant under this (and Additional Rent) shall commence on the Lease during the first 12 months immediately following the Rent Commencement Date (for each Floor Group, as specified in Section 5 of the “Initial Base Rent”) shall be equal Summary. Tenant may decide the exact phasing of the Floor Groups within the Building as Tenant prepares the Final Space Plan for the Building pursuant to the rate per rentable square foot of Tenant Work Letter (e.g., Tenant may elect to have the Premises per year that will provide Landlord with a % annual return on Total Project Costs (as defined below) on a triple net basis (the “Annual Return Amount”). Notwithstanding the foregoing, Landlord and Tenant acknowledge and agree that (i) commencing on the Rent Estimated Lease Commencement Date through for floors 2 and 5 be May 1, 2001 and the Base Rent Determination Date, Tenant shall pay Initial Base Rent at the rate set forth on page 1 of this Lease, which was determined based on an estimated Annual Return Amount, and (ii) the Initial Base Rent shall be subject to adjustment pursuant to this Section 4(a) following the determination of the Total Project Costs. Landlord shall, within a reasonable period following the (x) final completion of Landlord’s Work (as defined in the Work Letter), (y) the earlier of disbursement of the full amount of the TI Allowance elected to be used by Tenant under the Work Letter or the occurrence of Outside TI Allowance Date (as defined in the Work Letter), (z) the payment by Landlord of the Total Project Costs (as defined below), determine the Initial Base Rent payable on the actual Annual Return Amount (the “Actual Initial Base Rent”), which determination shall be made no later than 18 months after the Rent Estimated Lease Commencement Date (the “Base Rent Determination Date”for floors 3 and 4 be November 1, 2001); provided, however, that notwithstanding anything to such phasing shall have no impact on the contrary contained herein, Landlord Lease Commencement Date for the number of floors in each Floor Group and each Floor Group shall have the right to adjust same number of floors as specified in Section 5 of the Actual Annual Return Amount to factor Summary. As more particularly set forth in any additional Total Project Costs incurred by Section 2.1, PEREGRINE SYSTEMS CORPORATE CENTER [Peregrine Systems] the Lease Commencement Date for the Building shall occur upon the Lease Commencement Date for the initial first Floor Group within the Building, it being the intent of Landlord following and Tenant that the Lease Term shall expire on the last day of the month in which the twelfth (12th) anniversary of Tenant's lease of the initial Floor Group within the Buildings occurs. The Base Rent for the first full month of the Lease Term shall be paid on or before the date which is ninety (90) days after Landlord notifies Tenant in writing that it has commenced construction of the Base Rent Determination Date including as a result of the final close-out of any construction matter that occurs after the Base Rent Determination Date, provided that Landlord shall provide Tenant Shell and Core with specific and detailed written notice detailing respect to such additional costs and Tenant shall have the opportunity to verify the sameBuilding. Landlord shall deliver written notice to Tenant invest such payment of the actual Annual Return Amount and the Actual Initial first month's Base Rent promptly following in a Certificate of Deposit with a maturity date approximately that of the Lease Commencement Date in a financial institution selected by Landlord, and any interest accruing thereon shall be credited to Tenant's Base Rent Determination obligations for the second (2nd) full month of the Lease Term. If any Rent payment date (including the Lease Commencement Date. Tenant shall commence paying Base Rent under this Lease based ) falls on a day of the Actual Initial Base Rent (subject to adjustment pursuant to Section 4(b)) on month other than the first day of such month or if any payment of Rent is for a period which is shorter than one month, the Rent for any fractional month shall accrue on a daily basis for the period from the date such payment is due to the end of such calendar month following or to the Base Rent Determination Date (end of the “Base Rent Adjustment Date”)Lease Term at a rate per day which is equal to 1/365 of the Rent. In All other payments or adjustments required to be made under the event terms of this Lease that (i) the actual Annual Return Amount is less than the estimated Annual Return Amount require proration on which the Initial Base Rent was calculated, then the amount of Initial Base Rent a time basis shall be reduced based prorated on the actual Annual Return Amount, and (ii) the actual Annual Return Amount is more than the estimated Annual Return Amount on which the Initial Base Rent was calculated, then the amount of Initial Base Rent shall be increased based on the actual Annual Return Amount. If Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date exceed the amount of Base Rent per rentable square foot of the Premises that would have been due and payable during such period, then the excess shall be applied by Landlord to Base Rent next coming due until such overage is exhausted. If the final Annual Return Amount exceeds the Tenant’s actual payments of Base Rent during the period commencing on the Rent Commencement Date through the Base Rent Adjustment Date, the excess shall be due and payable to Landlord by Tenant within 30 days after the Base Rent Adjustment Date. For illustration purposes only, attached to this Lease as Exhibit I is an example reflecting the methodology that will be applied by Landlord to determine Base Rent based on the Total Project Costs and Annual Return Amountsame basis.