Common use of Possession and Commencement Date Clause in Contracts

Possession and Commencement Date. 4.1 Landlord shall tender possession of the Premises in a vacant and clean condition, with the Building systems in good working order and in compliance with the Americans with Disabilities Act, 42 U.S.C. § 12101, et seq. (together with regulations promulgated pursuant thereto, the “ADA”), as of the Term Commencement Date; provided, however, that Landlord shall provide a Phase 1 environmental analysis of the Premises to Tenant, no later August 15, 2006, and Tenant shall have the right to access the Premises beginning August 1, 2006, solely for the purposes of (a) monitoring construction of the Tenant Improvements (as defined below) and (b) installing furniture, computer and fiber networks, telecommunications equipment and other personal property permitted by this Lease. 4.2 [Intentionally omitted] 4.3 Prior to entering upon the Premises, Tenant shall furnish to Landlord evidence satisfactory to Landlord that insurance coverages required of Tenant under the provisions of Section 21 are in effect, and such entry shall be subject to all the terms and conditions of this Lease other than the payment of Basic Annual Rent or Additional Rent (as defined below). 4.4 Possession of areas of the Premises necessary for utilities, services, safety and operation of the Building is reserved to Landlord. 4.5 Tenant shall cause to be constructed the tenant improvements in the Premises (the “Tenant Improvements”) pursuant to the Work Letter at a cost to Landlord (the “Tenant Improvement Allowance”) not to exceed Fifty Thousand Seven Hundred Sixty and 00/100 Dollars ($50,760.00) (based upon Seven and 50/100 Dollars ($7.50) per usable square foot), which amount shall include the costs of (a) construction, (b) project management by Landlord (which fee shall not exceed four percent (4%) of the Tenant Improvement Allowance and Additional TI Allowance (as defined below)), (c) space planning, architect, engineering and other related services and (d) building permits and other planning and inspection fees. If the total cost of the Tenant Improvements exceeds the sum of the Tenant Improvement Allowance, then Landlord shall make available the Additional TI Allowance in accordance with this Lease, and Tenant shall pay any amount in excess of the Tenant Improvement Allowance and Additional TI Allowance when due. Tenant shall have until March 31, 2007, to expend the unused portion of the Tenant Improvement Allowance and Additional TI Allowance, after which date Landlord’s obligation to fund such costs shall expire. 4.6 Landlord and Tenant shall mutually agree upon the selection of the architect, engineer, general contractor and major subcontractors, and Landlord and Tenant shall each participate in the review of the competitive bid process. 4.7 In addition to the Tenant Improvement Allowance, Landlord shall make available to Tenant Fifty Thousand Seven Hundred Sixty and 00/100 Dollars ($50,760.00) (based upon Seven and 50/100 Dollars ($7.50) per usable square foot) (the “Additional TI Allowance”) for construction of the initial Tenant Improvements. Tenant shall repay to Landlord, in equal monthly installments as Additional Rent (as defined below), the Additional TI Allowance amortized over the initial Term of the Lease at an interest rate of nine percent (9%).

Possession and Commencement Date. 4.1 Landlord shall tender deliver possession of the Premises in a vacant and clean condition, with to Tenant on the Building systems in good working order and in compliance with the Americans with Disabilities Act, 42 U.S.C. § 12101, et seq. (together with regulations promulgated pursuant thereto, the “ADA”), as of the Term Commencement Date; provided, however, that Landlord shall provide a Phase 1 environmental analysis of the Premises to Tenant, no later August 15, 2006, and Tenant shall have the right to access the Premises beginning August 1, 2006, solely for the purposes of (a) monitoring construction of the Tenant Improvements (as defined below) Execution Date and (b) installing furniturethe date in which Landlord receives evidence of Tenant’s insurance (pursuant to Section 4.6) and the Security Deposit (such date, computer and fiber networks, telecommunications equipment and other personal property permitted by this Lease. 4.2 [Intentionally omitted] 4.3 Prior to entering upon the Premises, Tenant shall furnish to Landlord evidence satisfactory to Landlord that insurance coverages required “Possession Date”) for the purpose of Tenant under constructing the provisions of Section 21 are in effect, and such entry shall be subject to all the terms and conditions of this Lease other than the payment of Basic Annual Rent or Additional Rent (as defined below). 4.4 Possession of areas of the Premises necessary for utilities, services, safety and operation of the Building is reserved to Landlord. 4.5 Tenant shall cause work to be constructed the tenant improvements performed by Tenant and described in the Premises Work Letter (the “Tenant Improvements”). During the period beginning on the Possession Date and continuing through the Term Commencement Date, Tenant and its contractors, representatives and agents shall be entitled to enter the Premises, the Building and the Project for the sole purposes of (i) constructing the Tenant Improvements in the Premises and (ii) in Landlord’s sole and absolute discretion, placing personal property in the Premises. Such access shall include the right to use the loading dock serving the Building and the Building’s parking facilities and elevators. 4.2 Tenant shall cause the Tenant Improvements to be constructed in the Premises pursuant to the Work Letter at a cost to Landlord attached hereto as Exhibit B (the “Work Letter”). Tenant Improvement Allowance”shall pay all of the costs and expenses in connection with the construction of the Tenant Improvements, except that Landlord shall make available to Tenant the following allowance amounts: (a) not to exceed Fifty Six Million Three Hundred Twenty-Seven Thousand Seven Eight Hundred Sixty and 00/100 Forty Dollars ($50,760.006,327,840) (based upon Seven and 50/100 One Hundred Twenty Dollars ($7.50120.00) per usable square foot), which amount shall include the costs foot of (a) construction, (b) project management by Landlord (which fee shall not exceed four percent (4%) of the Tenant Improvement Allowance and Additional TI Allowance Rentable Area (as defined below)) (the “Base TI Allowance”) plus (b) if properly requested by Tenant pursuant to this Section, Seven Hundred Ninety Thousand Nine Hundred Eighty Dollars ($790,980) (based upon Fifteen Dollars ($15.00) per square foot of Rentable Area) (the “Additional TI Allowance”), for a total of Seven Million One Hundred Eighteen Thousand Eight Hundred Twenty Dollars (c$7,118,820) (based upon One Hundred Thirty-Five Dollars ($135.00) per square foot of Rentable Area). The Base TI Allowance, together with the Additional TI Allowance (if properly requested by Tenant pursuant to this Article), shall be referred to herein as the “TI Allowance.” Notwithstanding the foregoing, the TI Allowance shall be adjusted based upon the final Rentable Area of the Premises. The TI Allowance may be applied to the costs of (n) construction, (o) a construction manager reasonably approved by Landlord, (p) space planning, architect, engineering and other related services and performed by third parties unaffiliated with Tenant, (dq) building permits and other planning taxes, fees, charges and inspection fees. If the total cost levies by Governmental Authorities (as defined below) for permits or for inspections of the Tenant Improvements exceeds Improvements, (r) costs and expenses for construction labor, material, equipment and fixtures, and (s) office/moveable lab furniture, fixtures and equipment (provided that the sum portion of the TI Allowance applied to costs described in this clause (s) shall not exceed a total of Seven Hundred Twenty-Four Thousand Nine Hundred Ninety-Two Dollars ($724,992) (based upon Twelve Dollars ($12.00) per square foot of Rentable Area of the initial Premises and Expansion Premises); provided, however, such amount shall be adjusted based upon the final Rentable Area of the initial Premises and the Expansion Premises). In no event shall the TI Allowance be used for (v) the cost of work that is not authorized by the Approved Plans (as defined in the Work Letter) or otherwise approved in writing or deemed approved by Landlord, (w) payments to Tenant or any affiliates of Tenant (other than reimbursements to Tenant for costs incurred in connection with the items described in the immediately preceding sentence), (x) costs resulting from any default by Tenant of its obligations under this Lease or (y) costs that are recoverable by Tenant from a third party (e.g., insurers, warrantors, or tortfeasors). Tenant shall not be obligated to pay any construction supervision or management fee to Landlord with respect to the Tenant Improvement Allowancework (including in connection with Landlord’s review of plans, then Landlord specifications and drawings). 4.3 Base Rent shall make available be increased to include the amount of the Additional TI Allowance disbursed by Landlord in accordance with this Lease, and Tenant shall pay any amount in excess Lease at a rate of the Tenant Improvement Allowance and $0.012 per square foot per month per Dollar of Additional TI Allowance when dueper square foot used. Tenant shall have until March May 31, 20072013 (the “TI Deadline”), to expend the unused portion of the Tenant Improvement Allowance and Additional TI Allowance, after which date Landlord’s obligation to fund such costs shall expire. 4.6 Landlord . The amount by which Base Rent shall be increased shall be determined (and Tenant Base Rent shall mutually agree upon the selection be increased accordingly) as of the architectTerm Commencement Date and, engineer, general contractor and major subcontractors, and Landlord and if such determination does not reflect use by Tenant shall each participate in the review of all of the competitive bid process. 4.7 In addition to the Tenant Improvement Additional TI Allowance, Landlord shall make available to be determined again as of the TI Deadline, with Tenant Fifty Thousand Seven Hundred Sixty and 00/100 Dollars paying ($50,760.00) (based upon Seven and 50/100 Dollars ($7.50) per usable square foot) on the next succeeding day that Base Rent is due under this Lease (the “Additional TI AllowanceTrue-Up Date”)) for construction any underpayment of the initial Tenant Improvements. Tenant further adjusted Base Rent for the period beginning on the Term Commencement Date and ending on the TI True-Up Date. 4.4 Landlord shall repay not be obligated to Landlord, in equal monthly installments as Additional Rent (as defined below), expend any portion of the Additional TI Allowance amortized over until Tenant submits to Landlord a duly authorized and executed letter substantially in the initial Term form attached hereto as Exhibit D (an “Additional TI Allowance Request Letter”), specifying the portion of the Lease at an interest rate Additional TI Allowance that Tenant desires to receive. In no event shall any unused TI Allowance entitle Tenant to a credit against Rent payable under this Lease. Tenant shall deliver to Landlord (i) a certificate of nine percent occupancy for the Premises suitable for the Permitted Use and (9%)ii) a Certificate of Substantial Completion in the form of the American Institute of Architects document G704, executed by the project architect and the general contractor.