TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows: 1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and 2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline.
Appears in 2 contracts
Sources: Lease Agreement (NextCure, Inc.), Lease Agreement (NextCure, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 10.00 per rentable square foot in of the 8000 VMR Premises, or $[***] 300,000 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Within 5 business days after receipt of notice of Landlord’s approval of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsBudget, Tenant shall notify Landlord how much Additional Tenant Improvement of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval 4 except that any unused portion of the TI Design Drawings and Allowance may be applied as a tenant improvement allowance for the TI Construction Drawings as set forth construction of improvements in Sections 2(b) and 2(c) aboveTenant Reception Area on the first floor of the Building or in any additional space Tenant may lease from Landlord in the Building during the Term of this Lease. Notwithstanding anything to the contrary contained herein, respectively, in Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the 12th month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement DeadlineDate.
Appears in 2 contracts
Sources: Lease Agreement (Adaptive Insights Inc), Lease Agreement (Adaptive Insights Inc)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 175.00 per rentable square foot in of the 8000 VMR Premises, or $[***] 2,676,100 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Within 5 business days after receipt of notice of Landlord’s approval of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsBudget, Tenant shall notify Landlord how much Additional Tenant Improvement of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may not be granted unreasonably withheld or withheld in Landlord’s sole and absolute subjective discretion delayed. The TI Allowance shall be disbursed in accordance with this Work Letter. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.15 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s interior design firm of a test fit of the Premises. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any Changes pursuant to Section 4; provided, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval however that any portion of the TI Design Drawings and Allowance not required for the TI Construction Drawings as set forth items listed in Sections 2(bsubsections (i) and 2(cor (ii) above, respectivelymay be used by Tenant for the payment of architectural, engineering and other consultant fees incurred by Tenant in connection with the Tenant Improvements and other expenses incurred by Tenant for improvements which shall remain in the Premises and will be useable by future tenants following the expiration or earlier termination of the Term of the Lease. Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 12 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement DeadlineDate.
Appears in 2 contracts
Sources: Lease Agreement, Lease Agreement (Ligand Pharmaceuticals Inc)
TI Allowance. Landlord shall provide to Tenant make available for the payment of the TI Costs a tenant improvement a I Iowa nee allowance (collectively, the “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 190.00 per rentable square foot in of the 8000 VMR Premises, or $[***] 4,321,740.00 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Within 5 business days of receipt of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsBudget from Landlord, Tenant shall notify Landlord in writing how much Additional Tenant Improvement of the TI Allowance Tenant has elected to receive from Landlord (the “TI Allowance Election”); provided, however that if Tenant does not elect the full amount of the TI Allowance in the TI Allowance Election, Tenant may elect to have additional funds, not to exceed any positive amount remaining after subtraction of the amount elected in the TI Allowance Election from the TI Allowance, to be made available to pay for the Tenant Improvements as part of the TI Allowance (if any, the “Subsequent TI Allowance Election”), upon 10 business days’ prior written notice to Landlord, which prior written notice of any Subsequent TI Allowance Election shall be given, if at all, within 45 days of the date of Tenant’s initial TI Allowance Election. Such election The Subsequent TI Allowance Election and TI Allowance Election (or if no Subsequent TI Allowance Election is made within the time period required, the TI Allowance Election itself) shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any approved Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline.
Appears in 2 contracts
Sources: Lease Agreement (Sigilon Therapeutics, Inc.), Lease Agreement (Sigilon Therapeutics, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee an allowance (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of Fifty-Nine Thousand Nine Hundred Eighty Dollars ($[***] per rentable square foot 59,980) to be applied toward the cost of the following items in respect of the 8000 VMR PremisesAdditional Tenant Improvements: architectural and engineering fees, space planning, building permits or $[***] in other governmental fees, and the aggregatecost of labor, which is materials, contractors fees and overhead and other charges included in the Base Rent set forth in the Lease; and
2construction contract for construction of Additional Tenant Improvements. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and not be obligated to disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for until such time as (i) the design Expansion Commencement Date has occurred and construction Tenant has accepted delivery of the Tenant improvements described in Additional Premises, commenced business at the TI Construction Drawings approved pursuant Additional Premises and commenced payment of Rent with respect to Section 2(d), the Additional Premises; and (ii) the design Tenant has delivered to Landlord and construction of any Changes pursuant to Section 4Landlord has approved, (iii) full assessment in Landlord’s reasonable discretion, all of the vapor/moisture of the flooring of the 8000 VMR Premises andfollowing: (A) invoices, if necessary, the repair of such flooring paid receipts and/or related evidence reasonably acceptable to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident Landlord establishing that Tenant has paid an amount equal to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any that portion of the TI Allowance requested by Tenant to third parties in connection with the Additional Tenant Improvements; (B) executed unconditional final mechanics’ lien releases, in statutory form, from Tenant’s contractor and all subcontractors, laborers, materialmen and suppliers providing materials or services in excess of $10,000 and used by Tenant with respect to all work in and to the Additional Premises; (C) a certificate from Tenant’s architect or space planner, in a form reasonably acceptable to Landlord, certifying that is not disbursed before the last day construction of the month that is 18 months after the Commencement Date Additional Tenant Improvements has been substantially completed and meets all applicable building codes; (D) a copy of the Lease certificate of occupancy (or similar governmental authorization) for the Additional Premises; and (E) “Disbursement Deadline”)as-built” drawings for the Additional Tenant Improvements, signed by either Tenant’s architect, space planner or contractor. If all or any Thereafter, Landlord shall deliver, within fifteen (15) days following Tenant’s delivery of the materials and information required for disbursement thereof in the preceding sentence, a check payable to Tenant in the amount of that portion of the TI Allowance is not disbursed requested by Tenant and paid to third parties in connection with the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Additional Tenant shall be deemed to have been disbursed the entire amount Improvements. Landlord’s payment of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall not be adjusted as though Tenant had been disbursed the entire amount deemed Landlord’s approval of the TI Allowance by the Disbursement DeadlineAdditional Tenant Improvements absent Landlord’s prior approval pursuant to Paragraph 6 of this Lease.
Appears in 1 contract
Sources: Lease Agreement (Broadcom Corp)
TI Allowance. (A) Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum with an amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, equal to the extent used, result in adjustments TI Allowance to be used for the Base Rent as set forth in the Leaseconstruction of Tenant’s Work. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed used by Tenant for hard and soft construction costs in accordance connection with this Work LetterTenant’s Work, including architectural, engineering and construction management costs. Tenant Landlord shall have no right to disburse the use or benefit TI Allowance in three (including any reduction to Base Rent3) installments, as follows:
(i) Upon completion of fifty percent (50%) of any portion the Tenant’s Work, Landlord shall disburse the first (1st) installment of the TI Allowance not required for (ithe “First Installment”) the design and construction in an amount up to forty percent (40%) of the Tenant improvements described TI Allowance evidenced by paid invoices from Tenant’s general contractor and other direct contractors and subcontractors (“Paid Invoices”) providing servicers or supplying materials for the Tenant’s Work. Upon completion of one hundred percent (100%) of the Tenant’s Work, Landlord shall disburse the second (2nd) installment of the TI Allowance (the “Second Installment”) in an amount up to fifty percent (50%) of the TI Allowance evidenced by Paid Invoices, but in no event shall the sum of the First Installment and the Second Installment be greater than $1,244,250.00. The First Installment and the Second Installment shall be payable within thirty (30) days after Landlord’s receipt of all of the following documentation to Landlord’s reasonable satisfaction:
a. a conditional lien waiver for the current requisition from Tenant’s general contractor, subcontractors and suppliers performing work or providing materials to date (waiving any and all liens and rights of liens of any type through the date of the request for the applicable installment of the TI Allowance),
b. a requisition for payment from Tenant’s architect in the TI Construction Drawings approved pursuant to Section 2(dform of AIA Document G702 for all work for which disbursement is being requisitioned,
c. the submission by Tenant of a written statement from Tenant’s architect or engineer stating (a) whether there has been any change in the Total Costs (and if so, what the updated Total Costs are), and (b) that the Tenant’s Work for which payment is being requisitioned has been completed in accordance with the approved Tenant’s Plans,
d. copies of paid invoices from Tenant’s general contractor, major subcontractors and supplies evidencing such hard construction costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the soft costs for which disbursement is being requested, and any other information or documentation reasonably requested by Landlord, and
e. with respect to the Second Installment, unconditional lien waivers for past payments from Tenant’s general contractor and all subcontractors and suppliers,
(ii) Landlord shall disburse the design third (3rd) and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval final installment of the TI Design Drawings and Allowance in an amount equal to the remaining ten percent (10%) of the TI Construction Drawings Allowance within thirty (30) days after Landlord’s receipt of all of the following documentation, to Landlord’s reasonable satisfaction:
a. An unconditional final waiver of lien from Tenant’s general contractor and from all subcontractors and suppliers,
b. one (1) set of “as-built” plans for the Tenant’s Work in CAD File and PDF format,
c. copies of paid invoices from Tenant’s general contractor, major subcontractors and suppliers evidencing such costs of the Tenant’s Work for which disbursement is being requisitioned; and, as set forth in Sections 2(bapplicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the costs for which disbursement is being requested, and a copy of the final (as opposed to temporary) certificate of occupancy for the Premises issued by the Town of Burlington and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any other information or documentation reasonably requested by Landlord. Any portion of the TI Allowance that is not disbursed used or claimed on or before July 31, 2017 shall accrue to Landlord. If the last day final actual cost of the month that is 18 months after the Commencement Date Tenant’s Work shall be in excess of the Lease (“Disbursement Deadline”)TI Allowance, then the entire amount of such excess cost shall be paid solely by Tenant and Landlord shall be under no obligation to pay any such excess. If all or any portion disbursement of the TI Allowance is not disbursed timely paid by Landlord (and provided Tenant has delivered to Landlord all documentation required and satisfied all the Disbursement Deadlineconditions under this Section 3.4 and Landlord has not notified Tenant that Landlord reasonably disputes the accuracy or completeness of the applicable funding request), for purpose of calculating the Base Rent and adjustments thereto then provided Tenant is not in default under the this Lease, Tenant may deliver a second notice (an “Offset Notice”) to Landlord, which notice shall be deemed specify the funding request that has not been timely paid and state conspicuously in bold type and in all capital letters at the top of the first page of such notice and on the envelope containing such notice “THIS IS A TIME SENSITIVE OFFSET NOTICE AND LANDLORD SHALL BE DEEMED TO ACCEPT SUCH OFFSET IF IT FAILS TO RESPOND TO THIS SECOND REQUEST FOR DISBURSEMENT WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT” and if Tenant shall deliver such second notice to have been disbursed Landlord as aforesaid and Landlord fails to disburse the entire amount of the TI Allowance by expressly referenced in the Disbursement Deadline. As a resultOffset Notice, subject to Landlord’s right to dispute such funding request as herein provided, within such five (5) business day period, then Tenant shall have the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire right to have such unpaid amount of the TI Allowance credited against the next installment(s) of Fixed Rent thereafter due under this Lease provided, however, notwithstanding any provision herein to the contrary, in no event shall the aggregate amount of all offsets permitted hereunder in any month ever exceed twenty percent (20%) of any monthly installment of Fixed Rent. Within the thirty (30) day period following receipt of a funding request or within the additional 5-Business Day period described above. Landlord may dispute in good faith the funding request by written notice to Tenant setting forth the Disbursement Deadlinebasis upon which Landlord disputes the accuracy or completeness of any funding request. If Landlord disputes the accuracy or completeness of any funding request, Landlord and Tenant shall reasonably cooperate with each other to resolve such dispute as expeditiously as possible, but Landlord will have no obligation to disburse any disputed amount of such funding request and Tenant will not have any right to credit or offset the disputed amount of the funding request against the Fixed Rent until the dispute has been resolved.
Appears in 1 contract
TI Allowance. The TI Allowance may be applied to the costs of (a) construction, (b) project review by Landlord (which fee shall provide to Tenant a tenant improvement a I Iowa nee equal one-half of one percent (collectively, “0.5%) of the TI Allowance”), (c) as follows:
1. firstcommissioning of mechanical, Landlord shall provide electrical and disburse plumbing systems by a “licensed, qualified commissioning agent hired by Tenant, and reasonably approved by Landlord, (d) space planning, architect, engineering and other related services performed by third parties unaffiliated with Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement and up to three and one-half percent (3.5%) of the Tenant Improvement AllowanceTI Allowance may be used for the cost of a third party project management consultant retained by Tenant, Landlord shall provide (e) building permits and disburse an “Additional Tenant Improvement Allowance” in the maximum amount other taxes, fees, charges and levies by Governmental Authorities (as defined below) for permits or for inspections of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, and (f) costs and expenses for labor, material, equipment and fixtures. In no event shall the TI Allowance be used for (v) the cost of work that is consistent with the Approved Plans (as defined in the Work Letter) or otherwise approved in writing by Landlord, (w) payments to Tenant or any affiliates of Tenant, (x) the purchase of any furniture, personal property or other non-building system equipment (provided, however, that Tenant shall notify be permitted to apply up to One Million Two Hundred Forty-Five Thousand One Hundred Twenty and 00/100 Dollars ($1,245,120) of the TI Allowance toward Tenant’s cost to move into the Premises, to fabricate and install Tenant’s Signage, and to purchase furniture, fixtures and equipment, telecommunications and data cabling, security and audio visual systems to be used in the Premises), (y) costs resulting from any default by Tenant of its obligations under this Lease or (z) costs that are recoverable by Tenant from a third party (e.g., insurers, warrantors, or tortfeasors). Tenant will be permitted to reuse any of the existing fifteen (15) fume hoods currently being stored on the ground floor of the Building; provided that such fume hoods are accepted by Tenant in their “as is” condition and Landlord how much Additional makes no representation or warranty as to the condition of such fume hoods or their fitness for Tenant’s intended use. Tenant Improvement Allowance will repair and maintain the fume hoods which Tenant elects to use throughout the Term in accordance with industry standard repair and maintenance standards, provided that Tenant will have the right to either replace or remove any fume hoods that Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, use which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to reach the use or benefit (including any reduction to Base Rent) end of any portion their serviceable life during the Term of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline.
Appears in 1 contract
TI Allowance. In accordance with the terms and conditions of this Second Amendment, Landlord shall provide make available to Tenant (i) a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $allowance [***] per rentable square foot in (the 8000 VMR Premises“Base TI Allowance”) plus (ii) if properly requested by Tenant pursuant to this Section 6.a, or $an additional tenant allowance [***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement TI Allowance” in the maximum amount of $”), [***] per rentable square foot for use for any purpose elected by ▇▇▇▇▇▇, in Tenant’s sole discretion, which may include, among others, improvements to the Premises (the “Tenant Improvements”) as described in the 8000 VMR PremisesWork Letter attached to this Amendment as Exhibit C (the “Work Letter”) and as otherwise provided in this Section 6.a. The Base TI Allowance, or $together with Additional TI Allowance (if properly requested by Tenant pursuant to this Section 6.a), shall be referred to herein as the “TI Allowance.” Landlord shall disburse the Base TI Allowance to Tenant [***] by wire transfer of immediately available funds to an account specified by ▇▇▇▇▇▇. If Tenant desires all or any portion of the Additional TI Allowance, then Tenant shall deliver to Landlord a written request for such Additional TI Allowance, in the aggregateform attached to this Amendment as Exhibit D, which shallexecuted by an authorized officer of Tenant (an “Additional TI Allowance Request”), to and, provided that no monetary or material non-monetary Default has occurred and is then continuing, Landlord shall disburse the extent usedrequested amount of the Additional TI Allowance b wire transfer of immediate) available funds [***]. Tenant may make multiple draws against the Additional TI Allowance until such time as the entire Additional TI Allowance has been disbursed or the occurrence of the TI Deadline (as defined below), result in adjustments to whichever occurs first. Tenant may use the Base Rent as set forth TI Allowance (and Additional TI Allowance, if properly requested by Tenant pursuant to this Section 6.a) in the Lease. Before commencing Tenant’s sole discretion for, among other things, financing hard and soft costs of the Tenant Improvements, purchasing furniture, fixtures and equipment for Tenant’s use at the Premises or defraying the cost of moving expenses and costs incurred by Tenant for any other 4813-5202-3331.13 9 lease obligations, or for any other purpose desired by Tenant. Landlord shall notify Landlord how much not be obligated to disburse any portion of the Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant unless and until Landlord shall have received from Tenant an Additional TI Allowance Request. In no right to the use or benefit (including any reduction to Base Rent) of event shall any portion of the TI Allowance not required for (i) the design and construction of the properly requested by Tenant improvements described in the TI Construction Drawings approved pursuant to this Section 2(d), (ii) the design and construction of any Changes pursuant 6.a entitle Tenant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base a credit against Rent and adjustments thereto payable under the this Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline.
Appears in 1 contract
Sources: Lease Agreement (Macrogenics Inc)
TI Allowance. (a) In addition to Landlord’s performance of the Initial Improvement Work, Tenant shall be entitled to receive from Landlord shall provide to Tenant a tenant one (1) time improvement a I Iowa nee allowance in the amount of up to, but not exceeding, $1,098,981.00 (collectively, the “TI Allowance”), to help reimburse Tenant for the costs actually incurred and paid for by Tenant (collectively, the “TI Costs”) during the period from the date of this Lease through the eighteen (18) month anniversary of the Commencement Date (the “TI Period”) for certain tenant improvement work that Tenant desires to be performed at the Premises (collectively, the “TI Work”). The TI Work shall be undertaken by Tenant in accordance with, and subject to, the applicable provisions of Article 7 below, and shall be completed prior to the expiration of the TI Period. In no event shall Landlord be obligated to make disbursements pursuant to this Section 2.05 in a total amount which exceeds the TI Allowance.
(b) Landlord shall disburse the portion of the TI Allowance to be used to reimburse Tenant for the TI Costs within thirty (30) days after Landlord has received all of the following (collectively, the “TI Work Draw Documents”): (i) a written request for payment in a minimum amount of $25,000.00 from Tenant certifying that the applicable TI Work has been completed; (ii) factually correct invoices for labor and materials rendered in connection with and evidencing the applicable TI Work and the TI Costs and Tenant’s payment thereof; (iii) copies of any permits as follows:
1required by any relevant governmental authority applicable to any TI Work performed; and (iv) final, unconditional executed mechanic’s lien waivers on commercially reasonable forms from all contractors, subcontractors and other persons or entities performing the applicable TI Work. firstNotwithstanding the foregoing to the contrary, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right obligation to the use or benefit (including any reduction to Base Rent) of disburse any portion of the TI Allowance not required with respect to any TI Work that is performed or TI Costs which are incurred or paid for (i) after the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval expiration of the TI Design Drawings and Period. All TI Work Draw Documents must be submitted by Tenant, if at all, within thirty (30) days following the expiration of the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion Period. Any such unused amounts of the TI Allowance that is not disbursed before the last day as of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion end of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent Period billing deadline shall revert to Landlord and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadlineno further rights with respect thereto.
Appears in 1 contract
Sources: Industrial Building Lease (Real Good Food Company, Inc.)
TI Allowance. Landlord shall provide shall, subject to the terms of the Work Letter, make available to Tenant a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “the Tenant Improvement Allowance” Allowance (as defined in the maximum amount Work Letter). Commencing on the Commencement Date, and continuing thereafter on the first day of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in each month during the Base Rent set forth in Term, Tenant shall pay the Lease; and
2. then, upon full disbursement amount necessary to fully amortize the portion of the Tenant Improvement AllowanceAllowance actually funded by Landlord, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” if any, in equal monthly payments with interest at a rate of 8% per annum over the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregateBase Term, which shall, interest shall begin to accrue on the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify date that Landlord how much Additional first disburses such Tenant Improvement Allowance or any portion(s) thereof. Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which acknowledges that because the Tenant Improvement Allowance may be granted or withheld disbursed to Tenant in Landlordmultiple disbursements following the Commencement Date, the Additional Rent payable by Tenant pursuant to this Section 4(b) may be adjusted following each such disbursement. Notwithstanding anything to the contrary contained herein, Tenant may, at Tenant’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use election, accelerate or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If pre-pay all or any portion of the TI outstanding and unamortized portion of the Tenant Improvement Allowance is not disbursed that was actually funded by Landlord in full at any time without penalty, in which event the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant amortizing payments shall be deemed to have been disbursed the entire amount appropriately adjusted. Any of the TI Tenant Improvement Allowance by and applicable interest remaining unpaid as of the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises expiration or earlier termination of this Lease shall be adjusted as though paid to Landlord in a lump sum at the expiration or earlier termination of this Lease. The Tenant had been disbursed Improvement Allowance shall be available for use by Tenant until the entire amount date that is twelve (12) months after the Commencement Date. Any portion of the TI Additional Tenant Improvement Allowance which has not been properly requested by Tenant from Landlord on or before the Disbursement Deadlinedate that is twelve (12) months after the Commencement Date, shall be forfeited and shall not be available for use by Tenant.
Appears in 1 contract
TI Allowance. Landlord shall provide to Tenant a tenant with an improvement a I Iowa nee allowance of four hundred thousand (collectively$400,000.00) dollars for Tenant’s actual third-party costs incurred for the design and construction of Tenant’s Work, expressly excluding furniture, fixtures and trade equipment, and moving costs (the “TI Allowance”) as follows:
1). first, Landlord shall provide and disburse a “Tenant Improvement Allowance” Any expenses related to the Tenant’s Work in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement excess of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed the sole and exclusive obligation of Tenant. Installments of the TI Allowance, which shall in accordance no event exceed in the aggregate the amount of the TI Allowance, shall be paid to Tenant or, at Tenant’s option directly to Tenant’s contractors, with this Work Letterrespect to costs incurred by Tenant for which ▇▇▇▇▇▇ has submitted a requisition to Landlord consisting of: (A) in the case of costs incurred under architectural, engineering, and other professional services contracts (collectively “Professional Services Contracts”), invoices; and (B) in the case of construction costs, (i) copies of all necessary governmental permits, (ii) an application for payment and sworn statement of a contractor performing general contracting work in the Premises covering all work for which disbursement is to be made to a date specified therein which is part of the construction contract, (iii) a complete set of “As-Built” plans for the Tenant Work, and (iv) any other information or documentation reasonably requested by Landlord. Installments of the TI Allowance shall be paid within ten (10) business days of Tenant’s submission of a requisition in the form above. Upon completion of Tenant’s initial improvements, Tenant shall have no right submit to Landlord final lien waivers from all contractors, subcontractors, and materialmen, a Certificate of Occupancy, any other information or documentation reasonably requested by Landlord to evidence lien-free completion of ▇▇▇▇▇▇’s Work and payment of all of the use or benefit (including any reduction to Base Rent) of any costs and expenses thereof. Any unused portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance retained by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement DeadlineLandlord.
Appears in 1 contract
Sources: Lease Agreement
TI Allowance. Landlord shall provide make available to Tenant a tenant improvement a I Iowa nee allowance not to exceed Seven Thousand Two Hundred Twenty-Four and 69/100 Dollars (collectively, $7,224.69) (the “TI Allowance”) as follows:
1to perform the work described on Exhibit B (the “New Tenant Improvements”). first, Landlord Tenant shall provide and disburse a “cause the New Tenant Improvement Allowance” Improvements to be constructed in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, Premises pursuant to the extent used, result in adjustments Work Letter attached hereto as Exhibit B (the “Work Letter”) at a cost to Landlord not to exceed the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion TI Allowance.
(a) The TI Allowance shall may be disbursed in accordance with this Work Letter. Tenant shall have no right applied to the use or benefit (including any reduction to Base Rent) costs of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d)construction, (ii) the design space planning, architect, engineering and construction of any Changes pursuant to Section 4other related services performed by third parties unaffiliated with Tenant, (iii) full assessment building permits and other taxes, fees, charges and levies by Governmental Authorities (as defined below) for permits or for inspections of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfactionNew Tenant Improvements, and (iv) costs and expenses for labor, material, equipment and fixtures. In no event shall the reasonable TI Allowance be used for (x) the cost of work that is not authorized by the Approved Plans (as defined in the Work Letter) or otherwise approved in writing by Landlord, (xi) payments to Tenant or any affiliates of Tenant, (xii) the purchase of any furniture, personal property or other non-building system equipment, (xiii) costs resulting from any default by Tenant of space planningits obligations under the Lease or (xiv) costs that are recoverable by Tenant from a third party (e.g., architecturalinsurers, engineeringwarrantors, and construction management fees. Regardless or tortfeasors).
(b) Tenant shall have until the date that is twelve (12) months after the Execution Date (the “TI Deadline”), to submit a Fund Request (as defined in Section 6.3 of the timing incident to Work Letter) for the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any unused portion of the TI Allowance, after which date Landlord’s obligation to fund such costs shall expire.
(c) In no event shall any unused TI Allowance that is not disbursed before entitle Tenant to a credit against Rent payable under this Lease. Tenant shall deliver to Landlord (a) if required by the last day scope of worked included as part of the month that is 18 months after New Tenant Improvements, a certificate of occupancy for the Commencement Date Premises suitable for the Permitted Use and (b) a Certificate of Substantial Completion in the form of the Lease (“Disbursement Deadline”). If all or any portion American Institute of the TI Allowance is not disbursed Architects document 0704, executed by the Disbursement Deadlineproject architect and the general contractor. The term “Substantially Complete” or “Substantial Completion” means that the New Tenant Improvements are substantially complete in accordance with the Approved Plans (as defined in the Work Letter), except for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadlineminor punch list items.
Appears in 1 contract
Sources: Lease (Organovo Holdings, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “with the TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included shall be used by Tenant for construction costs in connection with Tenant’s Work. Notwithstanding the Base Rent set forth in the Lease; and
2. thenforegoing, upon full disbursement up to $182,720.00 of the TI Allowance may be applied to moving expenses incurred by Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot connection with moving in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the LeasePremises. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit payable as follows:
A. The first forty percent (including any reduction to Base Rent40%) of any the TI Allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) Tenant providing an affidavit from Tenant’s architect certifying that fifty percent (50%) of Tenant’s Work has been completed, and (ii) Tenant’s request for such portion of the TI Allowance.
B. Another forty percent (40%) of the TI Allowance not required for shall be paid to Tenant within thirty (30) days following the last to occur of: (i) the design and construction Tenant’s delivery to Landlord of a copy of the Tenant improvements described certificate of occupancy (or temporary certificate of occupancy) issued in the TI Construction Drawings approved pursuant to Section 2(d)connection with Tenant’s Work, and (ii) Tenant’s request for such portion of the design TI Allowance.
C. The final twenty percent (20%) of the TI Allowance shall be paid to Tenant within thirty (30) days following the last to occur of: (i) all phases of Tenant’s Work have been substantially completed in substantial accordance with the plans approved by Landlord and construction a final certificate of any Changes pursuant occupancy has been issued; (ii) Tenant has caused to Section 4be delivered to Landlord all final invoices from contractors, subcontractors and suppliers evidencing the total cost of Tenant’s Work, together with lien waivers from general contractors; (iii) full assessment Tenant has paid for the cost of the vapor/moisture of the flooring of the 8000 VMR Premises andTenant’s Work, if necessary, the repair and has caused to be delivered to Landlord written evidence of such flooring to Tenant’s satisfaction, payment; and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any Tenant’s request for such portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”)Allowance. If Tenant does not submit any or all or any portion of its requests for Landlord to distribute the TI Allowance in accordance with the provisions contained in this Section 3.3 on or before the date that is not disbursed by than ninety (90) days following the Disbursement DeadlineRent Commencement Date, for purpose any unused amount shall accrue to the sole benefit of calculating the Base Rent and adjustments thereto under the LeaseLandlord, it being understood that Tenant shall not be deemed entitled to have been disbursed the entire amount any credit, abatement or other concession in connection therewith. Nordblom Development Company shall, as compensation for its review of plans in connection with Tenant’s Work, receive from Tenant a fee equal to one percent (1%) of the TI Allowance by the Disbursement Deadline. As a resulttotal cost of Tenant’s Work, the Base Rent for the 8000 VMR Premises shall which fee may be adjusted as though Tenant had been disbursed the entire amount of applied to the TI Allowance by the Disbursement DeadlineAllowance.
Appears in 1 contract
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The First Expansion Space TI Allowance shall be disbursed made available to Tenant by Landlord only to reimburse Tenant for the cost of Tenant’s First Expansion Space Work (as said term is hereinafter defined). The First Expansion Space TI Allowance under this Section 4 shall be payable to Tenant by Landlord within thirty (30) days after request therefor by Tenant and satisfaction of each of the following conditions: (a) the First Expansion Space Rent Commencement. Date shall have occurred and all of Tenant’s First Expansion Space Work shall have been completed and fully paid for by Tenant, (b) lien waivers and proof of payment of all costs related to Tenant’s First Expansion Space Work shall have been provided to Landlord, all in accordance with this Work Letter. form and substance satisfactory to Landlord, (c) Tenant shall have commenced use and occupancy of the First Expansion Space for the Permitted Uses and shall have commenced paying First Expansion Space Basic Rent and other sums and charges hereunder allocable thereto, (d) no right Default of Tenant shall have occurred under the Lease and be continuing, (e) Tenant shall have certified to Landlord that all of Tenant’s First Expansion Space Work has been completed and fully paid for and that there are no disputes or disagreements outstanding with respect thereto, (f) Tenant shall have delivered to Landlord (i) a final set of “as built” plans certified to Landlord as such by Tenant and Tenant’s architect and engineer showing all of the use or benefit Tenant’s First Expansion Space Work and (including ii) all permits related thereto including, without limitation, a final unconditional certificate of occupancy for the First Expansion Space. In no event shall Landlord have any reduction obligation to Base Rent) make payment of any portion of the First Expansion Space TI Allowance with respect to any requests for payment thereof which is not required for delivered to Landlord within nine (i9) the design and construction months of the Tenant improvements described in First Expansion Space Rent Commencement Date, As used herein, the TI Construction Drawings approved pursuant to Section 2(d), (ii) term “Tenant’s First Expansion Space Work” shall mean the design and construction of any Changes pursuant to Section 4, (iii) full assessment performance of the vapor/moisture of work necessary to initially prepare the flooring of the 8000 VMR Premises andFirst Expansion Space for Tenant’s occupancy and business operations, if necessaryincluding, without limitation, the repair installation of such flooring all demising walls, corridors, kitchens, restrooms, sprinklers, HVAC distribution and control systems, doors, outlets, ceilings, carpeting, walls, wiring, thermostats, electrical controls, cabling, plumbing, life and safety equipment and signs, conference rooms, server rooms, supplemental air conditioning, office cubicles, floor coverings, signs, paintings, furniture and fixtures, telecom and interior partitions and including all architectural and engineering plans and costs related thereto as well as other work performed by Tenant to unify the original Premises with the First Expansion Space. As and to the extent that the cost of Tenant’s satisfaction, and (iv) First Expansion Space Work is less than the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the First Expansion Space TI Allowance that is not disbursed before allocable thereto, Landlord shall be entitled to retain the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent same and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadlineno claim thereto.
Appears in 1 contract
Sources: Sublease (Salary. Com, Inc.)
TI Allowance. Pursuant to the terms and conditions contained in this Lease, Landlord shall provide an allowance equal to Tenant a tenant improvement a I Iowa nee Thirty Five and 00/100 Dollars (collectively, $35.00) per Rentable Square Foot of the Premises (the “TI Allowance”) for the purposes set forth below. The TI Allowance may be used for permit and construction drawings, fees and permits, construction costs, Washington State Sales Tax, and other applicable taxes and other costs related to the construction of the Tenant Improvements (as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” defined in Section 12 herein) to the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in for other work requested by ▇▇▇▇▇▇ and approved by Landlord. For the aggregateavoidance of doubt, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement AllowanceImprovements shall not include Tenant’s fixtures, Landlord furnishings and equipment. Tenant shall provide and disburse an “Additional Tenant Improvement Allowance” in install its own security system within the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, subject to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion reasonable approval. The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right provided and applied pursuant to the use or benefit (including any reduction to Base Rent) terms and conditions of any the Exhibit B Work Agreement. No portion of the TI Allowance not required for shall be applied to Basic Rent until all costs, fees and expenses associated with the Tenant Improvements have been paid in full. Landlord shall be entitled to a construction management fee (i“Construction Management Fee”) equal to three percent (3%) of the design Tenant Improvements work, if any, being overseen by ▇▇▇▇▇▇▇▇ and said fee shall be paid out of the TI Allowance. Landlord’s Construction Management Fee shall be net of any third party costs, fees or expenses incurred by Landlord in relation to the design, approval, permitting, procurement and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d)Improvements which costs, (ii) the design fees and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval expenses shall be paid out of the TI Design Drawings Allowance. The final cost of the Tenant Improvements, Construction Management Fee, and all other costs, fees or expenses incurred in connection with the Tenant Improvements shall not exceed the TI Construction Drawings Allowance. If the final cost of the Tenant Improvements is less than the sum of the TI Allowance or if such TI Allowance is not used in its entirety by December 31, 2024, then Landlord shall notify Tenant of the credit amount in writing, and Tenant may use the remaining portion of the TI Allowance as Basic Rent credit as set forth in Sections 2(b) and 2(c) aboveherein. Notwithstanding anything to the contrary, respectively, in no event whatsoever Tenant shall Tenant have any right not be entitled to any portion of the TI Allowance that is not disbursed before if an Event of Default occurs prior to the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion disbursement of the TI Allowance is not disbursed by the Disbursement Deadlineand remains uncured, for purpose of calculating the Base Rent and adjustments thereto under the Leasein such case, Tenant shall be deemed to have been disbursed pay Landlord all amounts due in connection with the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement DeadlineImprovements upon demand.
Appears in 1 contract
Sources: Lease Agreement
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, the “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 180.00 per rentable square foot in of the 8000 VMR PremisesBasement Space (which, or based on 4,006 rentable square feet of Basement Space demised under the Lease, equates to $[***] 721,080.00 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2). then, upon full disbursement Within 10 business days of receipt of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsBudget from Landlord, Tenant shall notify Landlord how much Additional Tenant Improvement of the TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion discretion. The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for TI Costs (“Unrequired TI Allowance”), except that Tenant shall be entitled to receive any Unrequired TI Allowance with respect to any space leased to Tenant directly by Landlord in the Building (pursuant to this Lease or otherwise), for Alterations thereto provided that (i) such Alterations are completed no later than twenty-four (24) months after the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d)Commencement Date, (ii) the design disbursement of such Unrequired TI Allowance shall be subject to Landlord’s reasonable requirements consistent with the Lease and construction of any Changes pursuant to Section 4, this Work Letter and (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of a written request for such flooring to Tenant’s satisfaction, and disbursement satisfying all such requirements shall have been received by Landlord no later than twenty-four (iv24) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement DeadlineDate.
Appears in 1 contract
TI Allowance. The first sentence of Section 4.2 of the Existing Lease is hereby amended and restated as follows: "Tenant shall cause the work (the "Tenant Improvements") described in the Work Letter attached hereto as Exhibit B (the "Work Letter") to be constructed in the Premises pursuant to the Work Letter at a cost to Landlord not to exceed Three Hundred Twenty-Seven Thousand Five Hundred Seventy-Five Dollars ($327,575) (the "TI Allowance")." For purposes of clarity, the term "Premises" as used in the immediately preceding amended and restated sentence shall provide to Tenant a tenant improvement a I Iowa nee (mean the Existing Premises and the Additional Premises collectively, “not individually (i.e., the TI Allowance”) as follows:
1Allowance is an aggregate amount that may be applied across the Existing Premises and the Additional Premises collectively, and is not an amount that Tenant is entitled to for each of the Existing Premises and the Additional Premises individually). first, In no event shall Landlord shall provide and be obligated to disburse a “Tenant Improvement Allowance” in the maximum amount TI Allowance of more than Three Hundred Twenty-Seven Thousand Five Hundred Seventy-Five Dollars ($[***] per rentable square foot in the 8000 VMR Premises, or $[***] 327,575) in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Tenant acknowledges that as of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsFirst Amendment Execution Date, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any previously used a portion of the TI Allowance not required and therefore less than the full TI Allowance remains available for (i) use. Notwithstanding anything to the design and construction of the Tenant improvements described contrary in the TI Construction Drawings approved pursuant to Section 2(d)Lease or the Work Letter, (iia) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever Landlord shall Tenant not have any right obligation to expend any further portion of the TI Allowance that is not disbursed before until Landlord and Tenant have approved in writing a revised Approved Budget (the last day "Revised Approved Budget") and (b) prior to Landlord's approval of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the LeaseRevised Approved Budget, Tenant shall be deemed to have been disbursed the entire amount pay all of the TI Allowance by costs and expenses incurred in connection with the Disbursement DeadlineTenant Improvements as they become due. As a resultFrom and after the First, Amendment Execution Date, the Base Rent for term "Approved Budget" and "Approved T1 Budget" as used in the 8000 VMR Premises Work Letter shall be adjusted as though Tenant had been disbursed mean the entire amount of the TI Allowance by the Disbursement DeadlineRevised Approved Budget.
Appears in 1 contract
Sources: Lease (Codex DNA, Inc.)
TI Allowance. Landlord shall agrees to provide to Tenant a tenant improvement a I Iowa nee the TI Allowance as described in Section 1 of this Lease for third party, out-of-pocket costs incurred by Tenant in designing and constructing, and moving to, the Initial Leasehold Improvements; provided, however, that (collectivelyi) no more than $6.00 per square foot of Net Rentable Area contained in the Premises of the TI Allowance may be applied towards soft costs (i.e., space planning/interior architecture, the preparation of working drawings, including mechanical, electrical and plumbing drawings, code compliance review, third party project management services, and other consultants fees associated with preparation of working drawings) and engineering (“TI AllowanceDesign Costs”) as follows:
1. firstand towards Tenant’s technology expenses (i.e., Landlord shall provide voice and disburse a data cabling and/or security) (“Tenant Improvement Allowance” Technology Expenses”)and (ii) no more than $2.00 per square foot of Net Rentable Area contained in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Premises of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement TI Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlordapplied towards Tenant’s sole and absolute subjective discretion moving expenses (“Moving Expenses”). The TI Allowance shall must be disbursed in accordance with spent by Tenant by the last day of the sixth month following the Commencement Date. During this Work Letter. Tenant shall have no right to the use or benefit (including sixth-month period, any reduction to Base Rent) of any portion remaining amounts of the TI Allowance not required for (i) the design and construction of the previously advanced to Tenant improvements described in the TI Construction Drawings approved pursuant will be applied to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of Basic Rental due during such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management feesmonths under this Lease. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion The portions of the TI Allowance that is not disbursed applied to Design Costs, Moving Expenses or Technology Expenses shall be funded in installments (no more frequently than once per month on the fifth day of each month) following Landlord’s receipt of Tenant’s written draw request (which draw request in respect of each month shall be submitted on or before the last fifth day of the month that preceding month), accompanied by the following: (a) unconditional progress lien waivers from the General Contractor and all contractors whose work is 18 months after the Commencement Date subject of such draw request, (b) reasonable supporting detail in AIA G702 format, with copies of such back-up materials which Tenant receives from the Tenant’s Contractor, (c) a copy of the Lease certificate of Tenant’s construction manager or Architect certifying to Tenant that Tenant’s Work has been completed to the extent represented by the draw request; and (“Disbursement Deadline”)d) evidence of payment made by Tenant to such third parties. If all or any portion The portions of the TI Allowance is not disbursed by the Disbursement Deadlineapplied to Design Costs, for purpose of calculating the Base Rent Moving Expenses and adjustments thereto under the Lease, Tenant Technology Expenses shall be deemed funded in installments as costs are incurred by Tenant no more frequently than monthly upon submission to have been disbursed Landlord of invoices evidencing the entire amount incurrence of such costs. If the total costs of Tenant’s Work, Design Costs, Moving Expenses and Technology Expenses exceed the TI Allowance, the excess shall be at Tenant’s sole cost and expense, and shall be funded on a pro rata basis, monthly, as construction progresses with each advance by Landlord. Landlord’s pro rata share shall be equal to the percentage obtained by dividing the TI Allowance by the Disbursement Deadlinetotal costs of Tenant’s Work, Design Costs and estimated Moving Expenses and Technology Expenses, which estimate may change from time to time. As Tenant’s pro rata share shall equal 100% minus Landlord’s pro rata share. If Landlord fails to timely fund installments of the TI Allowance, as set forth above, Tenant shall deliver a resultConspicuous Notice to Landlord notifying Landlord of such failure. If Landlord fails to fund such installments of the TI Allowance within ten days of Landlord’s receipt of the Conspicuous Notice, then, without limiting any other remedy available to Tenant under this Lease on account of such default, in lieu of its receipt of such installments, Tenant may, at its election, offset the Base Rent for amount of such installments, plus interest at the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed prime rate on the entire unpaid balance of the TI Allowance, against its next accruing payment(s) of Basic Rental hereunder until the full amount of the TI Allowance Allowance, together with all interest thereon, has been recouped by the Disbursement DeadlineTenant.
Appears in 1 contract
Sources: Office Lease (Plains Capital Corp)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, the “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 34.00 per rentable square foot in of the 8000 VMR First Expansion Premises (and if Tenant leases the ROFO Premises pursuant to Section 13 of the First Amendment, the ROFO Premises, or $[***] in the aggregate, ) which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Section 5(b) of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the LeaseFirst Amendment. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this First Expansion Premises Work Letter. Landlord shall, upon receipt of reasonably satisfactory invoices, reimburse Tenant for the payment made by Tenant for an initial test fit and one revision, not to exceed $0.15 per rentable square foot of the First Expansion Premises (and if Tenant leases the ROFO Premises pursuant to Section 13 of the First Amendment, the ROFO Premises). Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any Changes pursuant to Section 4. Notwithstanding the foregoing, (iii) full assessment of Tenant shall have the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring right to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval use any unused portion of the TI Design Drawings Allowance for Alterations of a fixed and permanent nature reasonably acceptable to Landlord in any portion of the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in Premises (or any other premises leased by Tenant from Landlord at the Building). Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement DeadlineDecember 31, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline2021.
Appears in 1 contract
TI Allowance. (a) Landlord shall provide to Tenant a tenant improvement a I Iowa nee contribute an amount of $52.00 per usable square foot of the Premises (collectively, $1,893,372.00 based on 36,411 usable square feet) (the “TI Allowance”) as follows:
1. first), Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum total amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, be subject to the extent used, result in adjustments to the Base Rent adjustment as set forth in the definition of “Premises” in Paragraph 1 of the Lease. Before commencing , toward the costs incurred for the Tenant ImprovementsImprovements and Change Orders, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final including, without limitation, painting, carpeting, tile, wall covering, light fixtures, plans, permits, insurance, architectural and binding on Tenantengineering fees, signage, data cabling and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit card access systems (including any reduction to Base Rent) of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to but expressly excluding Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as Property not expressly set forth in Sections 2(b) and 2(c) abovethe foregoing list); provided, respectivelyhowever, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If if all or any portion of the TI Allowance is not disbursed by used on or before the Disbursement Deadlinedate that is one (1) year after the Commencement Date, for purpose of the TI Allowance or such portion that is not used shall be lost and shall no longer be available to Tenant. In calculating the Base Rent cost of Tenant Improvements and adjustments thereto under Change Orders, Landlord shall give Tenant the Leasebenefit of any cash, trade and quantity discounts actually received by Landlord.
(b) Except as expressly provided in this Paragraph 3:
(i) Landlord has no obligation to pay for the cost of any Tenant Improvements or Change Orders in excess of the TI Allowance; and
(ii) if the cost of the Tenant Improvements and Change Orders exceeds the TI Allowance, Tenant shall pay such overage to Landlord within ten (10) business days after the receipt of an invoice therefor, accompanied by such detail as may reasonably be deemed requested by Tenant, which invoice may be delivered prior to have been disbursed the entire amount commencement of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadlineconstruction.
Appears in 1 contract
Sources: Lease (Purple Innovation, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, “the "TI Allowance”") as follows:
1. first, Landlord shall provide and disburse a “"Tenant Improvement Allowance” " in the maximum amount of $[***] 21.49 per rentable square foot in the 8000 VMR Third Expansion Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “"Additional Tenant Improvement Allowance” " in the maximum amount of $[***] 15.00 per rentable square foot in the 8000 VMR Third Expansion Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments TI Rent. Commencing on the Third Expansion Premises Commencement Date, in addition to the Base Rent as set forth in the Lease. Before commencing the Tenant ImprovementsRent, Tenant shall notify Landlord how much pay, on the first day of each month, the amount necessary to fully amortize the portion of the Additional Tenant Improvement Allowance actually funded by Landlord, if any, in equal monthly payments with interest at a rate of 9% per annum over the remaining balance of the Base Term (“TI Rent”). If any portion of the Additional Tenant has elected to receive from Landlord. Such election Improvement Allowance is funded after the Third Expansion Premises Commencement Date, the monthly amount of TI Rent payable by Tenant shall be final adjusted in order to fully amortize such amounts funded after the Third Expansion Premises Commencement Date in equal monthly payments at a rate of 9% per annum over the then-remaining balance of the Base Term. Any unamortized portion of the Additional Tenant Improvement Allowance shall be paid by Tenant to Landlord with interest in a balloon payment upon the expiration or earlier termination of the Base Term. Notwithstanding the foregoing, rather than having Tenant pay the Additional Tenant Improvement Allowance actually disbursed as TI Rent as provided above, Tenant may elect by delivery of written notice to Landlord prior to the commencement of construction of the Tenant Improvements to structure the payment by Tenant of the Additional Tenant Improvement Allowance as debt which would be subject to and binding on Tenant, governed by a promissory note in form and may not thereafter be modified without Landlord’s consent, which may be granted or withheld substance acceptable to Landlord in Landlord’s its sole and absolute subjective discretion (“Note”) which Note would provide, among other things, for the amount of the Additional Tenant Improvement Allowance actually funded by Landlord to be fully amortized and paid by Tenant to Landlord in equal monthly payments with interest at a rate of 9% per annum over the remaining balance of the Base Term with a balloon payment of the remaining principal and interest due upon the expiration or earlier termination of the Base Term. Any failure by Tenant to pay any amounts due under the Note shall constitute a Default under the Lease. The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Tenant Improvement Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all December 1, 2018, or any portion of the TI Additional Tenant Improvement Allowance that is not disbursed by the Disbursement Deadlinebefore June 30, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadline2016.
Appears in 1 contract
Sources: Lease Agreement (Prothena Corp PLC)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] 5,208,850 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. The TI Allowance shall be disbursed in accordance with this Work Letter. Except as otherwise expressly provided in this Section 5, Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Seventh Amendment Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d) or other Alterations in the Premises approved by Landlord (“Seventh Amendment Alterations”), or (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month date that is 18 21 months after the Sixth Expansion Premises Commencement Date of Date. Notwithstanding anything to the Lease (“Disbursement Deadline”). If all or contrary contained herein, any unused portion of the TI Allowance is not disbursed may be used by Tenant for either the Disbursement DeadlineStaircase Improvements, for purpose of calculating the Base Rent Building Improvements or the Restroom Improvements. In addition to the TI Allowance, Landlord shall provide to Tenant an allowance for the costs incurred by Tenant, of $800,000 (the “Restroom Allowance”) for the renovation of the restrooms located in the Fourth Floor Sixth Expansion Premises and adjustments thereto under the Lease, Third Floor Sixth Expansion Premises (the “Restroom Improvements). Tenant shall be deemed to have been disbursed responsible for the entire amount cost of the TI Restroom Improvements in excess of the Restroom Allowance. Notwithstanding anything to the contrary contained herein, any unused portion of the Restroom Allowance may be used by Tenant for either the Disbursement Deadline. As a resultStaircase Improvements, the Base Rent Building Improvements or the Seventh Amendment Tenant Improvements. Landlord shall also provide Tenant with an allowance, in the amount of $150,000 (the “Staircase Allowance”), for costs incurred by Tenant for the 8000 VMR installation of a staircase interconnecting the Fourth Floor Sixth Expansion Premises and the Third Floor Sixth Expansion Premises (“Staircase Improvements”), which Staircase Allowance shall, to the extent used, result in Additional Rent as set forth in Section 9 of the Seventh Amendment. Tenant shall be adjusted as though responsible for the cost of the Staircase Improvements in excess of the Staircase Allowance. Notwithstanding anything to the contrary contained herein, any unused portion of the Staircase Allowance may be used by Tenant had been disbursed for either the entire Restroom Improvements, the Base Building Improvements or the Seventh Amendment Tenant Improvements. Landlord shall also provide Tenant with an allowance, in the amount of $4,250,000 (the TI “Base Building Allowance”), for costs incurred by Tenant to be comprised of (i) $1,000,000 for the construction of certain improvements to the Base Building affecting the Existing Premises in accordance with the plans approved by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed, including, without limitation, improvements to the boilers, controls and HVAC distribution affecting the Existing Premises, (ii) $750,000 for costs incurred for the HVAC system to be installed in the Third Floor Sixth Expansion Premises, (iii) $750,000 for costs incurred for the HVAC system to be installed in the Fourth Floor Sixth Expansion Premises, and (iv) $1,750,000 for costs incurred in connection with the purchase and installation of skylights to be installed in the Fourth Floor Sixth Expansion Premises as shown on the roof plan attached hereto as Schedule 2, the approximately size and location of which has been agreed upon y Landlord and Tenant (collectively, “Base Building Improvements”). Landlord shall reasonably assist Tenant, at no cost to Landlord, in obtaining any permits required for the Base Building Improvements. Tenant shall be responsible for the cost of the Base Building Improvements in excess of the Base Building Allowance. Any unused portion of the Base Building Allowance may be used by Tenant for either the Disbursement DeadlineRestroom Improvements, the Staircase Improvements or the Seventh Amendment Tenant Improvements.
Appears in 1 contract
TI Allowance. (a) Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “with the TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” Allowance stated in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement Section 1.1 plus an allowance for Tenant’s cost of the Tenant Improvement Allowance, Landlord shall provide and disburse preliminary fit plan for the Premises in an “Additional Tenant Improvement Allowance” in the maximum amount of up to $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without 18,862.35 (payable within thirty days following Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion receipt of a paid invoice for such cost). The TI Allowance shall be disbursed in accordance with this Work Letter. used by Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable hard costs of space planning, construction and any related architectural, engineering, engineering and construction management feesfees in connection with the TIW. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(bWithin four (4) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months weeks after the Commencement Date Final Plans have been approved, Tenant shall deliver to Landlord its total budget for the hard costs of construction, which shall include the Lease costs of all mechanical systems installed by Tenant for Tenant’s use, Pre-Escrow Costs, and soft costs for the TIW (the “Disbursement DeadlineTotal Costs”). If all or any portion of The “Pre-Escrow Costs” shall be Tenant’s out-of-pocket expenditures for design and materials made prior to funding the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto first installment under the LeaseConstruction Escrow Agreement (defined below), currently estimated to be $14,000,000.00. Landlord shall review Tenant’s budget for the Total Costs and, within seven (7) days of delivery by Tenant of such budget, notify Tenant whether Landlord has any comments or requires any clarifications. Any requests for clarification shall be addressed promptly by Tenant. If Landlord does not notify Tenant, Landlord shall be deemed to have been disbursed no comments nor require clarifications. No later than September 30, 2022, Tenant shall provide Landlord with its most recent budget even if it is not finalized. It is understood that the budget for the Total Costs must be finalized and Tenant’s Share (hereinafter defined) must be determined prior to funding the first installment under the Construction Escrow Agreement. Landlord and Tenant shall determine the amount by which the estimated Total Costs exceed the TI Allowance, and such amount will be referred to as “Tenant’s Share” (subject to adjustment in accordance with the Construction Escrow Agreement), Tenant shall be solely responsible for the entire amount of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises Tenant’s Share and Landlord shall be adjusted as though Tenant had been disbursed the entire amount under no obligation to pay any costs in excess of the TI Allowance by the Disbursement DeadlineAllowance.
Appears in 1 contract
Sources: Lease Agreement (Vericel Corp)
TI Allowance. (a) Landlord shall provide to Tenant a tenant improvement a I Iowa nee contribute an amount of $50.00 per usable square foot of the Premises (collectively, $5,100,000.00) based on 102,000 usable square feet) (the “TI Allowance”) as follows:
1. first), Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum total amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, be subject to the extent used, result in adjustments to the Base Rent adjustment as set forth in the definition of “Premises” in Paragraph 1 of the Lease. Before commencing , toward the costs incurred for the Tenant ImprovementsImprovements and Change Orders, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final including, without limitation, painting, carpeting, voice and binding on Tenantdata cabling, signage, tile, wall covering, light fixtures, plans, permits, insurance and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit architectural fees (including any reduction to Base Rent) of any portion of the TI Allowance not required for (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to but expressly excluding Tenant’s satisfactionProperty); provided, and (iv) the reasonable costs of space planninghowever, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If if all or any portion of the TI Allowance is not disbursed by used on or before the Disbursement Deadlinedate that is one (1) year after the Commencement Date, for purpose of the TI Allowance or such portion that is not used shall be lost and shall no longer be available to Tenant. In calculating the Base Rent cost of Tenant Improvements and adjustments thereto under Change Orders, Landlord shall give Tenant the Leasebenefit of any cash, trade and quantity discounts actually received by Landlord.
(b) Except as expressly provided in this Paragraph 3:
(i) Landlord has no obligation to pay for the cost of any Tenant Improvements or Change Orders in excess of the TI Allowance; and
(ii) if the cost of the Tenant Improvements and Change Orders exceeds the TI Allowance, Tenant shall pay such overage to Landlord within ten (10) business days after the receipt of an invoice therefor, accompanied by such detail as may reasonably be deemed requested by Tenant, which invoice may be delivered prior to have been disbursed the entire amount commencement of the TI Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance by the Disbursement Deadlineconstruction.
Appears in 1 contract
Sources: Lease Agreement (Vivint Solar, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, the “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] 179.00 per rentable square foot in of the 8000 VMR Premises, or $[***] 8,301,304.00 in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. A portion of the TI Allowance, up to $45.00 per rentable square foot of the Premises, or $2,086,920 in the aggregate (“Base Building Allowance”), shall be used only for TI Costs attributable to the Base Building Work. The balance of the TI Allowance in the amount of $134.00 per rentable square foot of the Premises, or $6,214,384 in the aggregate (“Premises Allowance”) shall be used only for TI Costs attributable to the Tenant Improvements. In no event shall less than $120 per rentable square foot of the Premises Allowance be used for TI Costs attributable to the Tenant Improvements. In addition to the TI Allowance, Landlord shall reimburse Tenant up to $0.10 per usable square foot of the Premises for actual costs incurred by Tenant for the preparation by Tenant’s consultants of a fit-plan and preliminary design work for the Tenant Improvements. Tenant shall have no right to the use or benefit (including any reduction to or payment of Base Rent) of any portion of the TI Allowance not required for the construction of (i) the design and construction of Base Building Work, (ii) the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (iiiii) the design and construction of any Changes pursuant to Section 4. Notwithstanding the foregoing, (iii) if following the completion and payment in full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of Tenant Improvements it is determined that the TI Design Drawings and Costs for the TI Construction Drawings as set forth in Sections 2(b) and 2(c) aboveTenant Improvements were less than the Premises Allowance, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the initial Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed reduced by applying a 7.5% interest rate and amortizing the entire amount of the unused Premises Allowance over a 7 year period (for example, if $100,000 of the Premises Allowance remains unused following the completion of the Landlord’s Work and the payment of all TI Allowance by the Disbursement Deadline. As a resultCosts, the annual Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount first year of the TI Allowance Base Term would be reduced by $0.40 per rentable square foot of the Disbursement DeadlinePremises from $48.00 per rentable square foot of the Premises per annum to $47.60 per rentable square foot of the Premises per annum).
Appears in 1 contract
TI Allowance. (A) Landlord shall provide to Tenant a tenant improvement a I Iowa nee (collectively, “TI Allowance”) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum with an amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, equal to the extent used, result in adjustments TI Allowance to be used for the Base Rent as set forth in the Leaseconstruction of Tenant’s Work. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed used by Tenant for hard and soft construction costs in accordance connection with this Work LetterTenant’s Work, including architectural, engineering and construction management costs. Tenant Landlord shall have no right to disburse the use or benefit TI Allowance in three (including any reduction to Base Rent3) installments, as follows:
(i) Upon completion of fifty percent (50%) of any portion the Tenant’s Work, Landlord shall disburse the first (1st) installment of the TI Allowance not required for (ithe “First Installment”) the design and construction in an amount up to forty percent (40%) of the Tenant improvements described TI Allowance evidenced by paid invoices from Tenant’s general contractor and other direct contractors and subcontractors (“Paid Invoices”) providing servicers or supplying materials for the Tenant’s Work. Upon completion of one hundred percent (100%) of the Tenant’s Work, Landlord shall disburse the second (2nd) installment of the TI Allowance (the “Second Installment”) in an amount up to fifty percent (50%) of the TI Allowance evidenced by Paid Invoices, but in no event shall the sum of the First Installment and the Second Installment be greater than $1,244,250.00. The First Installment and the Second Installment shall be payable within thirty (30) days after ▇▇▇▇▇▇▇▇’s receipt of all of the following documentation to Landlord’s reasonable satisfaction:
a. a conditional lien waiver for the current requisition from ▇▇▇▇▇▇’s general contractor, subcontractors and suppliers performing work or providing materials to date (waiving any and all liens and rights of liens of any type through the date of the request for the applicable installment of the TI Allowance),
b. a requisition for payment from ▇▇▇▇▇▇’s architect in the TI Construction Drawings approved pursuant to Section 2(dform of AIA Document G702 for all work for which disbursement is being requisitioned,
c. the submission by ▇▇▇▇▇▇ of a written statement from ▇▇▇▇▇▇’s architect or engineer stating (a) whether there has been any change in the Total Costs (and if so, what the updated Total Costs are), and (b) that the Tenant’s Work for which payment is being requisitioned has been completed in accordance with the approved Tenant’s Plans,
d. copies of paid invoices from Tenant’s general contractor, major subcontractors and supplies evidencing such hard construction costs of the Tenant’s Work for which disbursement is being requisitioned; and, as applicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the soft costs for which disbursement is being requested, and any other information or documentation reasonably requested by Landlord, and
e. with respect to the Second Installment, unconditional lien waivers for past payments from ▇▇▇▇▇▇’s general contractor and all subcontractors and suppliers,
(ii) Landlord shall disburse the design third (3rd) and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval final installment of the TI Design Drawings and Allowance in an amount equal to the remaining ten percent (10%) of the TI Construction Drawings Allowance within thirty (30) days after ▇▇▇▇▇▇▇▇’s receipt of all of the following documentation, to ▇▇▇▇▇▇▇▇’s reasonable satisfaction:
a. An unconditional final waiver of lien from ▇▇▇▇▇▇’s general contractor and from all subcontractors and suppliers,
b. one (1) set of “as-built” plans for the Tenant’s Work in CAD File and PDF format,
c. copies of paid invoices from Tenant’s general contractor, major subcontractors and suppliers evidencing such costs of the Tenant’s Work for which disbursement is being requisitioned; and, as set forth in Sections 2(bapplicable, copies of paid invoices from Tenant’s architects/engineers/project managers, and any other party providing services or supplying materials, evidencing the costs for which disbursement is being requested, and a copy of the final (as opposed to temporary) certificate of occupancy for the Premises issued by the Town of Burlington and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any other information or documentation reasonably requested by Landlord. Any portion of the TI Allowance that is not disbursed used or claimed on or before July 31, 2017 shall accrue to Landlord. If the last day final actual cost of the month that is 18 months after the Commencement Date Tenant’s Work shall be in excess of the Lease (“Disbursement Deadline”)TI Allowance, then the entire amount of such excess cost shall be paid solely by Tenant and Landlord shall be under no obligation to pay any such excess. If all or any portion disbursement of the TI Allowance is not disbursed timely paid by Landlord (and provided Tenant has delivered to Landlord all documentation required and satisfied all the Disbursement Deadlineconditions under this Section 3.4 and Landlord has not notified Tenant that Landlord reasonably disputes the accuracy or completeness of the applicable funding request), for purpose of calculating the Base Rent and adjustments thereto then provided Tenant is not in default under the this Lease, Tenant may deliver a second notice (an “Offset Notice”) to Landlord, which notice shall be deemed specify the funding request that has not been timely paid and state conspicuously in bold type and in all capital letters at the top of the first page of such notice and on the envelope containing such notice “THIS IS A TIME SENSITIVE OFFSET NOTICE AND LANDLORD SHALL BE DEEMED TO ACCEPT SUCH OFFSET IF IT FAILS TO RESPOND TO THIS SECOND REQUEST FOR DISBURSEMENT WITHIN FIVE (5) BUSINESS DAYS AFTER RECEIPT” and if Tenant shall deliver such second notice to have been disbursed Landlord as aforesaid and Landlord fails to disburse the entire amount of the TI Allowance by expressly referenced in the Disbursement Deadline. As a resultOffset Notice, subject to Landlord’s right to dispute such funding request as herein provided, within such five (5) business day period, then Tenant shall have the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire right to have such unpaid amount of the TI Allowance credited against the next installment(s) of Fixed Rent thereafter due under this Lease provided, however, notwithstanding any provision herein to the contrary, in no event shall the aggregate amount of all offsets permitted hereunder in any month ever exceed twenty percent (20%) of any monthly installment of Fixed Rent. Within the thirty (30) day period following receipt of a funding request or within the additional 5-Business Day period described above. Landlord may dispute in good faith the funding request by written notice to Tenant setting forth the Disbursement Deadlinebasis upon which Landlord disputes the accuracy or completeness of any funding request. If Landlord disputes the accuracy or completeness of any funding request, Landlord and Tenant shall reasonably cooperate with each other to resolve such dispute as expeditiously as possible, but Landlord will have no obligation to disburse any disputed amount of such funding request and Tenant will not have any right to credit or offset the disputed amount of the funding request against the Fixed Rent until the dispute has been resolved.
Appears in 1 contract
Sources: Office Lease (Desktop Metal, Inc.)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee may periodically (collectively, “TI Allowance”but no more frequently than monthly) as follows:
1. first, Landlord shall provide and disburse a “Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “Additional Tenant Improvement Allowance” in the maximum amount of $[***] per rentable square foot in the 8000 VMR Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Rent as set forth in the Lease. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Work Letter. Tenant shall have no right to the use or benefit (including any reduction to Base Rent) of any portion submit written requests for disbursements of the TI Allowance not required Allowance. Each request for funding (a “Fund Request”) shall include the following: (i) the design and construction of the Tenant improvements described in the TI Construction Drawings approved pursuant to Section 2(d), (ii) the design and construction of any Changes pursuant to Section 4, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 months after the Commencement Date of the Lease (“Disbursement Deadline”). If all or any portion of the TI Allowance is not disbursed by the Disbursement Deadline, for purpose of calculating the Base Rent and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire total amount of the TI Allowance requested, (ii) a summary of the Tenant Improvements performed using AIA standard form Application for Payment (G 702) executed by the Disbursement Deadline. As a resultgeneral contractor and by the architect or other reasonable form, (iii) invoices from the general contractor, the Base Rent for architect, and any subcontractors, material suppliers and other parties requesting payment with respect to the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount of the TI Allowance then being requested, (iv) unconditional lien releases from the general contractor and each subcontractor and material supplier with respect to previous payments made by either Landlord or Tenant for the Disbursement DeadlineTenant Improvements in a form reasonably acceptable to Landlord and complying with Applicable Laws and (v) conditional lien releases from the general contractor and each subcontractor and material supplier with respect to the Tenant Improvements performed that correspond to the Fund Request, each in a form reasonably acceptable to Landlord and complying with Applicable Laws; provided, however, for purposes of clauses (iv) and (v) above, with respect to subcontractors and material suppliers providing less than $50,000 in the aggregate of labor, materials or services, Tenant shall not be required to provide lien releases so long as the total amount of the unpaid labor, services and materials for all subcontractors for which no lien releases have been obtained, is less than $50,000 in the aggregate. Within thirty (30) days following receipt by Landlord of a Fund Request and the accompanying materials required by this Section, Landlord shall pay to (as elected by Tenant) the applicable contractors, subcontractors and material suppliers or Tenant the amount of Tenant Improvement costs set forth in such Fund Request; provided, however, that Landlord shall not be obligated to make any payments under this Section until the budget for the Tenant Improvements is approved in accordance with Section 6.2, and any Fund Request under this Section shall be subject to the payment limits set forth in Section 6.2 above and Article 4 of the Lease.
Appears in 1 contract
Sources: Lease (NanoString Technologies Inc)
TI Allowance. Landlord shall provide to Tenant a tenant improvement a I Iowa nee allowance (collectively, “the "TI Allowance”") as follows:
1. first, Landlord shall provide and disburse a “"Tenant Improvement Allowance” " in the maximum amount of $[***] 17.50 per rentable square foot in the 8000 VMR Second Expansion Premises, or $[***] in the aggregate, which is included in the Base Rent set forth in the Lease; and
2. then, upon full disbursement of the Tenant Improvement Allowance, Landlord shall provide and disburse an “"Additional Tenant Improvement Allowance” " in the maximum amount of $[***] 10.00 per rentable square foot in the 8000 VMR Second Expansion Premises, or $[***] in the aggregate, which shall, to the extent used, result in adjustments to the Base Second Expansion Premises TI Rent as set forth in Section 4(c) of the LeaseFourth Amendment. Before commencing the Tenant Improvements, Tenant shall notify Landlord how much Additional Tenant Improvement Allowance Tenant has elected to receive from Landlord. Such election shall be final and binding on Tenant, and may not thereafter be modified without Landlord’s consent, which may be granted or withheld in Landlord’s sole and absolute subjective discretion The TI Allowance shall be disbursed in accordance with this Second Expansion Premises Work Letter. Tenant shall have no right to the use or benefit (including any reduction except as provided below with respect to Base Rentthe Tenant Improvement Allowance) of any portion of the TI Allowance not required for the construction of (i) the design and construction of the Tenant improvements Improvements described in the TI Construction Drawings approved pursuant to Section 2(d), ) or (ii) the design and construction of any Changes pursuant to Section 4. Except as provided in the immediately following sentence, (iii) full assessment of the vapor/moisture of the flooring of the 8000 VMR Premises and, if necessary, the repair of such flooring to Tenant’s satisfaction, and (iv) the reasonable costs of space planning, architectural, engineering, and construction management fees. Regardless of the timing incident to the approval of the TI Design Drawings and the TI Construction Drawings as set forth in Sections 2(b) and 2(c) above, respectively, in Tenant shall have no event whatsoever shall Tenant have any right to any portion of the TI Allowance that is not disbursed before the last day of the month that is 18 12 months after the Second Expansion Premises Commencement Date of the Lease (“Disbursement DeadlineAllowance Expiration Date”). If all or any A portion of the TI Tenant Improvement Allowance is not disbursed by remaining unused as of the Disbursement DeadlineAllowance Expiration Date, for purpose up to $7.50 per rentable square foot of calculating the Second Expansion Premises, shall be applied to Base Rent coming due following the Allowance Expiration Date pursuant to a schedule reasonably acceptable to Landlord and adjustments thereto under the Lease, Tenant shall be deemed to have been disbursed the entire amount until such unused portion of the TI Tenant Improvement Allowance by the Disbursement Deadline. As a result, the Base Rent for the 8000 VMR Premises shall be adjusted as though Tenant had been disbursed the entire amount (up to $7.50 per rentable square foot of the TI Allowance by the Disbursement DeadlineSecond Expansion Premises) has been exhausted.
Appears in 1 contract
Sources: Lease Agreement (Fluidigm Corp)