Common use of Terrace Clause in Contracts

Terrace. Subject to approval from Arlington County, Virginia (the ‘County’), and the other terms and conditions set forth in this Section 8.D., Landlord shall construct a terrace on the existing balcony located on the sixth (6th) floor of the Building comprising up to approximately four thousand (4,000) square feet of area. Landlord and Tenant shall work together in good faith to agree on detailed architectural and engineering plans and specifications with respect to the proposed terrace (the ‘Terrace Plans and Specifications’), and Landlord shall use commercially reasonable efforts to obtain all necessary approvals from the County which are required in order for Landlord to construct the terrace, provided that Landlord shall have no liability in the event that such approval is not obtained, and this Lease shall remain in full force and effect regardless of whether or not Landlord obtains such approval or constructs the terrace. In the event that Landlord obtains approval from the County for construction of the proposed terrace, then Landlord shall, subject to the terms and conditions of this Section 8.D., construct the terrace in accordance with the Terrace Plans and Specifications (as such Terrace Plans and Specifications may be amended pursuant to any requirement of the County). Landlord shall use commercially reasonable efforts to complete the construction of such terrace in accordance with the terrace project schedule attached hereto as Exhibit K and made a part hereof, provided that Landlord shall have no liability for its failure to complete such terrace in accordance with the timeframes set forth in such terrace project schedule, and this Lease shall remain in full force and effect regardless of whether or not Landlord completes the terrace in accordance with such schedule. Notwithstanding anything to the contrary contained herein, after full and final approval from the County has been obtained for construction of the terrace, if at all, Landlord shall provide Tenant with a written estimate (‘Landlord’s Estimate’) and reasonable supporting documentation of all hard construction costs and all soft costs incurred by Landlord with respect to the terrace (including, but not limited to, any fees previously incurred by Landlord in obtaining approval for such terrace and any and all future costs in obtaining building permits to construct the terrace) (all such hard and soft costs being hereby collectively referred to as the ‘Terrace Costs’). In the event that Landlord’s Estimate of the Terrace Costs exceeds Five Hundred Thousand Dollars ($500,000) (such amount being referred to herein as the ‘Terrace Cap’), then notwithstanding anything to the contrary contained herein, Landlord shall have no further obligation to proceed with the construction of the terrace unless Tenant provides notice to Landlord, within ten (10) business days following receipt of such Landlord’s Estimate, that Tenant has elected to have Landlord proceed with the construction of the terrace, in which event, Tenant, at its sole cost and expense, shall be responsible for the reimbursement to Landlord of all such Terrace Costs which are in excess of the Terrace Cap, within thirty (30) days following receipt of an invoice therefor from Landlord. In the event that Tenant does not timely provide such notice of its election to have Landlord proceed with the construction of the terrace, then Landlord shall have no further obligation whatsoever to construct the terrace, but, at Tenant’s election by written notice given to Landlord at any time following receipt of Landlord’s Estimate, Tenant may elect(i) to have the Second Amendment Free Rent Allowance increase by an amount equal to (i) Five Hundred Thousand Dollars ($500,000) minus (ii) all actual Terrace Costs incurred by Landlord, subject to all of the terms and conditions set forth in Section 4.A. hereof with respect to Second Amendment Free Rent Allowance; or (ii) to increase the Second Expansion Space Tenant Allowance by an amount equal to (i) Five Hundred Thousand Dollars ($500,000) minus (ii) all actual Terrace Costs incurred by Landlord, which amount shall then become part of the Second Expansion Space Tenant Allowance and shall be subject to all of the terms and conditions thereof in accordance with Section 49 hereof; provided, however, that in the event that Tenant has not provided notice to Landlord of such election within six (6) months following receipt of Landlord’s Estimate, then the Second Amendment Free Rent Allowance shall increase by an amount equal to (i) Five Hundred Thousand Dollars ($500,000.00) minus (ii) all actual Terrace Costs incurred by Landlord, subject to all of the terms and conditions set forth in Section 4.A. hereof with respect to Second Amendment Free Rent Allowance.” 6. Section 44 of the Lease (captioned “Right of First Offer”) is hereby amended (i) by deleting from Subsection 44.A. thereof (captioned “Available Space”) the language: “