Common use of Condition of Leased Premises Clause in Contracts

Condition of Leased Premises. Tenant acknowledges that it accepts the Leased Premises as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contrary, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of the Leased Premises prior to the Commencement Date stated above, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND ACCEPTS THE LEASED PREMISES IN AN “AS IS, WHERE IS” CONDITION, (2) THE BUILDING AND THE LEASED PREMISES ARE SUITABLE FOR THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASED, AND LANDLORD HAS MADE NO WARRANTY, REPRESENTATION, COVENANT, OR AGREEMENT WITH RESPECT TO THE MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE LEASED PREMISES, (3) THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION OF THE LEASED PREMISES.

Condition of Leased Premises. Tenant acknowledges that it accepts the Leased Premises as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contraryNOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of the Leased Premises prior to the Commencement Date stated above, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY LESSEE HEREBY ACKNOWLEDGES AND AGREES THAT THE GOVERNMENT LEASES THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND LESSEE ACCEPTS THE LEASED PREMISES IN AN “AS AS/IS, WHERE IS” CONDITIONWITHOUT ANY REPRESENTATION OR WARRANTY OF THE GOVERNMENT, (2) EXPRESS OR IMPLIED, OF ANY KIND WHATSOEVER. LESSEE ACKNOWLEDGES THAT THE BUILDING AND GOVERNMENT HAS MADE NO REPRESENTATIONS OR WARRANTIES RELATING TO THE SUITABILITY OF THE LEASED PREMISES ARE SUITABLE FOR ANY PARTICULAR USE EXCEPT AND UNLESS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASEDGOVERNMENT SHALL HAVE NO OBLIGATION WHATSOEVER TO REPAIR, AND LANDLORD HAS MADE NO WARRANTYMAINTAIN, REPRESENTATION, COVENANT, RENOVATE OR AGREEMENT OTHERWISE INCUR ANY COST OR EXPENSE WITH RESPECT TO THE MERCHANTABILITY OR FITNESS LEASED PREMISES. THE GOVERNMENT SHALL NOT BE LIABLE FOR ANY PARTICULAR PURPOSE OF LATENT OR PATENT DEFECTS IN THE LEASED PREMISES. GOVERNMENT SHALL HAVE NO LIABILITY OR RESPONSIBILITY TO LESSEE FOR ANY LOSS, (3) DAMAGE OR EXPENSE INCURRED BY LESSEE OCCASIONED BY THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL CONDITION OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION CHARACTERISTICS OF THE LEASED PREMISES.

Condition of Leased Premises. Tenant acknowledges Subject to the limitations set forth in this Section 2, Sapient agrees that it accepts shall accept the Fifth Floor Premises in a broom clean condition, and in its "AS IS, WHERE IS CONDITION, AND WITH ALL FAULTS" as of the First Delivery Date, and agrees that it shall accept the Fourth Floor Premises in its "AS IS, WHERE IS CONDITION, AND WITH ALL FAULTS" as of the Second Delivery Date. Sapient understands and agrees that TVG may make certain minor alterations to the Fourth Floor Space to accommodate TVG's relocation of some of its employees from the Fifth Floor Space to the Fourth Floor Space. Such minor modifications shall be done only with the prior consent 4 5 and approval of Landlord. SAPIENT AGREES AND UNDERSTANDS THAT TVG HAS NOT MADE AND IS NOT MAKING ANY REPRESENTATION, EXPRESS OR IMPLIED, CONCERNING ANY PHYSICAL ASPECT OR CONDITION OF THE BUILDING OR THE LEASED PREMISES, INCLUDING, WITHOUT LIMITATION, THE OPERATION OR CONDITION OF THE MECHANICAL SYSTEMS LOCATED THEREIN, OR THE COMPLIANCE OF THE BUILDING OR THE LEASED PREMISES WITH APPLICABLE CODES, REGULATIONS, AND STATUTES, AND SAPIENT ACKNOWLEDGES TO TVG THAT IT IS NOT RELYING ON ANY REPRESENTATION OR WARRANTY OF ANY KIND WHATSOEVER, EXPRESS OR IMPLIED, FROM TVG OR ANY OTHER PARTY. TVG'S SOLE REPRESENTATION TO SAPIENT IS THAT THE CONDITION OF THE LEASED PREMISES SHALL NOT DEVIATE SUBSTANTIALLY FROM ITS PRESENT CONDITION, EXCEPT FOR INCIDENTAL ITEMS THAT MAY REASONABLY RESULT FROM TVG'S REMOVAL OF ITS PROPERTY FROM THE LEASED PREMISES, MINOR CHANGES TO THE FOURTH FLOOR SPACE RESULTING FROM TVG'S RELOCATION OF SOME OF ITS EMPLOYEES FROM THE FIFTH FLOOR SPACE TO THE FOURTH FLOOR SPACE, AND FOR ITEMS OF ORDINARY WEAR AND TEAR. Prior to the respective Delivery Dates, Sapient shall advise TVG what personal property, if any, it would like to purchase from TVG. Any such personal property shall be conveyed to Sapient by means of a Bill xx Sale acceptable to both TVG and Sapient, to be executed and delivered by TVG at the time that it delivers the applicable portion of the Leased Premises as suitable for Tenant’s purposes and to Sapient. TVG shall remove all Applicable Laws. Notwithstanding any other provision of this Lease to the contrary, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of movable personal property from the Leased Premises prior to the Commencement Date stated above, Tenant agrees date that such space is to accept possession of be delivered to Sapient. TVG shall make the restorations to the Leased Premises at such time as Landlord is able to tender the samethat are described on Exhibit B attached hereto, which date shall then be Landlord has represented to TVG are the Commencement Date only restorations required by Sections 5.5 and 5.18 of the Term. TENANT WAIVES ANY IMPLIED WARRANTY THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND ACCEPTS THE LEASED PREMISES IN AN “AS IS, WHERE IS” CONDITION, (2) THE BUILDING AND THE LEASED PREMISES ARE SUITABLE FOR THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASED, AND LANDLORD HAS MADE NO WARRANTY, REPRESENTATION, COVENANT, OR AGREEMENT WITH RESPECT TO THE MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE LEASED PREMISES, (3) THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION OF THE LEASED PREMISESLease with respect to the removal of TVG's improvements in the Leased Premises.

Condition of Leased Premises. Landlord and Tenant acknowledges acknowledge that it the Leased Premises will be constructed in accordance with the plans set forth on Exhibit B and that the Leased Premises shall be in accordance with the Specifications. Tenant accepts the Leased Premises in its "as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision is" condition as of this Lease the Commencement Date, subject to the contraryrights of Landlord, if this Lease is executed before the existing state of title, including all covenants, conditions, restrictions, reservations, mineral leases, easements and other matters of record or that are visible or apparent on the Leased Premises become available for occupancyPremises, or if Landlord cannot acquire possession all applicable Legal Requirements, the lien of financing instruments, mortgages and deeds of trust, and such other matters which would be disclosed by an inspection of the Leased Premises prior to and the Commencement Date stated aboverecord title thereto or by an accurate survey thereof, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Termand all other Permitted Liens. TENANT WAIVES REPRESENTS THAT, EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, IT IS NOT RELYING ON ANY IMPLIED REPRESENTATION OR WARRANTY THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND ACCEPTS THE LEASED PREMISES IN AN “AS IS, WHERE IS” CONDITION, (2) THE BUILDING AND THE LEASED PREMISES ARE SUITABLE FOR THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASED, AND OF LANDLORD HAS MADE NO WARRANTY, REPRESENTATION, COVENANT, OR AGREEMENT LANDLORD'S AGENTS OR EMPLOYEES WITH RESPECT TO THE MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE CONDITION OF THE LEASED PREMISES, (3) AND EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, TENANT WAIVES ANY CLAIM OR ACTION AGAINST LANDLORD IN RESPECT THEREOF. EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, LANDLORD MAKES NO WARRANTY OR REPRESENTATION, EXPRESS OR IMPLIED, IN RESPECT OF THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITIONOR ANY PART THEREOF, (4) NO REPRESENTATIONS EITHER AS TO ITS FITNESS FOR USE, DESIGN OR CONDITION FOR ANY PARTICULAR USE OR PURPOSE OR OTHERWISE, OR AS TO THE REPAIR QUALITY OF THE LEASED PREMISESMATERIAL OR WORKMANSHIP THEREIN, NOR PROMISES LATENT OR PATENT, IT BEING AGREED THAT ALL SUCH RISKS ARE TO ALTER, REMODEL OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BE BORNE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION OF THE LEASED PREMISESTENANT.

Condition of Leased Premises. Tenant acknowledges that it accepts the Leased Premises as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contraryNOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of the Leased Premises prior to the Commencement Date stated above, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY LESSEE HEREBY ACKNOWLEDGES AND AGREES THAT THE GOVERNMENT LEASES THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND LESSEE ACCEPTS THE LEASED PREMISES IN AN “AS AS/IS, WHERE IS” CONDITIONWITHOUT ANY REPRESENTATION OR WARRANTY OF THE GOVERMENT, (2) EXPRESS OR IMPLIED, OF ANY KIND WHATSOEVER. LESSEE ACKNOWLEDGES THAT THE BUILDING AND GOVERNMENT HAS MADE NO REPRESENTATIONS OR WARRANTIES RELATING TO THE SUITABILITY OF THE LEASED PREMISES ARE SUITABLE FOR ANY PARTICULAR USE EXCEPT AND UNLESS OTHERWISE EXPRESSLY PROVIDED IN THIS LEASE, THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASEDGOVERNMENT SHALL HAVE NO OBLIGATION WHATSOEVER TO REPAIR, AND LANDLORD HAS MADE NO WARRANTYMAINTAIN, REPRESENTATION, COVENANT, RENOVATE OR AGREEMENT OTHERWISE INCUR ANY COST OR EXPENSE WITH RESPECT TO THE MERCHANTABILITY OR FITNESS LEASED PREMISES. THE GOVERNMENT SHALL NOT BE LIABLE FOR ANY PARTICULAR PURPOSE OF LATENT OR PATENT DEFECTS IN THE LEASED PREMISES. GOVERNMENT SHALL HAVE NO LIABILITY OR RESPONSIBILITY TO LESSEE FOR ANY LOSS, (3) DAMAGE OR EXPENSE INCURRED BY LESSEE OCCASIONED BY THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL CONDITION OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION CHARACTERISTICS OF THE LEASED PREMISES.

Condition of Leased Premises. Tenant acknowledges that it accepts the Leased Premises as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contrary, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of the Leased Premises prior to the Commencement Date stated above, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY LESSEE HEREBY ACKNOWLEDGES AND AGREES THAT LESSOR HAS LEASED THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT TO LESSEE, AND LESSEE HAS INSPECTED AND ACCEPTS ACCEPTED THE LEASED PREMISES FROM LESSOR, IN AN ITS CURRENT CONDITION “AS AS/IS, WHERE ISIS AND WITH ALL FAULTS” CONDITIONWITHOUT ANY REPRESENTATION OR WARRANTY OF THE LESSOR OF ANY KIND WHATSOEVER, (2) EXPRESS OR IMPLIED. LESSEE ACKNOWLEDGES THAT THE BUILDING AND LESSOR HAS MADE NO REPRESENTATIONS OR WARRANTIES RELATING TO THE SUITABILITY OF THE LEASED PREMISES ARE SUITABLE FOR ANY PARTICULAR USE OR PURPOSE (INCLUDING WITHOUT LIMITATION THE PURPOSE FOR WHICH USE SET FORTH IN SECTION 2 ABOVE) OR WITH RESPECT TO ANY KNOWN OR UNKNOWN CONDITION EXISTING IN, ON, UNDER OR ABOVE THE LEASED PREMISES ARE LEASEDOR ANY PORTION THEREOF AND THAT THE LESSOR SHALL HAVE NO OBLIGATION WHATSOEVER TO REPAIR, AND LANDLORD HAS MADE NO WARRANTYMAINTAIN, REPRESENTATIONRENOVATE, COVENANTREMEDIATE, CORRECT OR AGREEMENT OTHERWISE INCUR ANY COST OR EXPENSE WITH RESPECT TO ANY CONDITION NOW OR HEREAFTER EXISTING IN, ON, UNDER OR ABOVE THE MERCHANTABILITY LEASED PREMISES OR FITNESS ANY PORTION THEREOF, WHETHER OR NOT KNOWN TO LESSOR OR ANY OFFICER, AGENT, EMPLOYEE OR CONTRACTOR OF LESSOR, AND WHETHER OR NOT FORESEEABLE OR DISCOVERABLE BY LESSEE. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE LESSOR SHALL NOT BE LIABLE FOR ANY PARTICULAR PURPOSE LATENT OR PATENT DEFECTS IN THE LEASED PREMISES OR ANY PORTION THEREOF, AND THE LESSOR SHALL NOT HAVE ANY LIABILITY OR RESPONSIBILITY TO LESSEE FOR ANY LOSS, DAMAGE OR EXPENSE INCURRED BY LESSEE OCCASIONED BY THE CONDITION OR CHARACTERISTICS OF THE LEASED PREMISES OR ANY PORTION THEREOF. FURTHER, LESSOR HEREBY DISCLAIMS ANY AND ALL EXPRESS AND IMPLIED WARRANTIES AS TO THE CONDITION OF THE LEASED PREMISES, (3) THE LEASED PREMISES ARE IN GOOD INCLUDING WITHOUT LIMITATION ANY AND SATISFACTORY CONDITIONALL IMPLIED WARRANTIES OF MERCHANTABILITY, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISESFITNESS FOR ANY PARTICULAR PURPOSE, NOR PROMISES TO ALTERSUITABILITY, REMODEL HABITABILITY OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION OF THE LEASED PREMISESTENANTABILITY.

Condition of Leased Premises. Tenant acknowledges that it accepts the Leased Premises as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contraryLESSEE SPECIFICALLY ACKNOWLEDGES, if this Lease is executed before the Leased Premises become available for occupancy, or if Landlord cannot acquire possession of the Leased Premises prior to the Commencement Date stated above, Tenant agrees to accept possession of the Leased Premises at such time as Landlord is able to tender the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT (1) TENANT HAS INSPECTED AND ACCEPTS THE LEASED PREMISES IN AN “AS IS, WHERE IS” CONDITION, (2) THE BUILDING AND THE LEASED PREMISES ARE SUITABLE FOR THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASEDUNDERSTANDS, AND LANDLORD AGREES THAT LESSOR HAS NOT MADE NO WARRANTY, REPRESENTATION, COVENANT, OR AGREEMENT WITH RESPECT TO THE MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE LEASED PREMISES, (3) THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE MAKES NO REPRESENTATIONS OR WARRANTIES, EXPRESSEDORAL OR WRITTEN, IMPLIED EXPRESS OR STATUTORYIMPLIED, THAT EXTEND BEYOND OR ARISING BY OPERATION OF LAW, AS TO THE DESCRIPTION LEASED PREMISES OR ANY INFORMATION DELIVERED BY LESSOR TO LESSEE IN CONNECTION WITH THE LEASED PREMISES. LESSEE IS LEASING THE LEASED PREMISES “AS-IS, WHERE-IS, AND WITH ANY AND ALL FAULTS” AND DEFECTS, KNOWN OR UNKNOWN, LATENT OR PATENT (AND LESSEE HEREBY KNOWINGLY AND EXPRESSLY WAIVES SAME, ANY AND ALL CLAIMS REGARDING SAME, AND RELEASES AND HOLDS LESSOR FREE AND HARMLESS THEREFROM), WITHOUT ANY REPRESENTATIONS OR WARRANTIES, ORAL OR WRITTEN, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF LAW, BY OR ON BEHALF OF LESSOR, AS TO THE LEASED PREMISES OR ANY INFORMATION DELIVERED BY LESSOR TO LESSEE IN CONNECTION WITH THE LEASED PREMISES, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF: (A) FITNESS FOR A PARTICULAR PURPOSE, (B) HABITABILITY, (C) MERCHANTABILITY, (D) SUITABILITY, (E) USE, (F) OPERATION, (G) AVAILABILITY AND/OR QUALITY OR OPERATION OF UTILITIES, SPECIFICALLY INCLUDING, BUT NOT LIMITED TO, WATER, (H) ACCESS, (I) INGRESS, (J) EGRESS, (K) QUALITY, (L) SUBDIVIDING, PLATTING AND/OR ZONING, (M) LICENSING AND/OR PERMITTING, (N) SOIL CONDITIONS, (O) DRAINAGE, (P) FLOODING CHARACTERISTICS, (Q) COMPLIANCE OR NONCOMPLIANCE OF THE LEASED PREMISES WITH ALL APPLICABLE LAWS, REGULATIONS, ORDINANCES, OR RULES, OR (R) ANY OTHER CONDITION(S) EXISTING WITH RESPECT TO, IN, ON, OVER, OR UNDER THE LEASED PREMISES, ALL OF WHICH WARRANTIES LESSOR HEREBY EXPRESSLY AND SPECIFICALLY DISCLAIMS, AND IN SOLE RELIANCE ON LESSEE’S OWN INDEPENDENT AUDITS, INSPECTIONS, INVESTIGATIONS, STUDIES, ANALYSES, AND/OR TESTS OF AND INTO THE LEASED PREMISES. UNLESS LESSEE TERMINATES THIS LEASE DURING THE INSPECTION PERIOD, LESSEE SHALL FULLY AND KNOWINGLY ASSUME THE RISK THAT ANY AND ALL ADVERSE MATTERS, INCLUDING, BUT NOT LIMITED TO, ADVERSE PHYSICAL AND ENVIRONMENTAL CONDITIONS OR THE COMPLIANCE OR NONCOMPLIANCE OF THE LEASED PREMISES WITH ALL APPLICABLE LAWS, REGULATIONS, ORDINANCES, OR RULES (SPECIFICALLY INCLUDING, BUT NOT LIMITED TO, THOSE PERTAINING TO HEALTH OR THE ENVIRONMENT), EACH AS MAY BE AMENDED FROM TIME TO TIME, AND INCLUDING ANY AND ALL LAWS, REGULATIONS, ORDINANCES, RULES, OR POLICIES PROMULGATED THEREUNDER (“ENVIRONMENTAL LAWS”)), MAY NOT HAVE BEEN REVEALED BY LESSEE’S OWN INDEPENDENT AUDITS, INSPECTIONS, INVESTIGATIONS, STUDIES, ANALYSES, AND/OR TESTS OF AND INTO THE LEASED PREMISES. UNLESS LESSEE TERMINATES THIS LEASE DURING THE INSPECTION PERIOD, LESSEE HEREBY KNOWINGLY AND EXPRESSLY WAIVES, RELEASES, AND HOLDS LESSOR FREE AND HARMLESS FROM AND AGAINST, ANY CLAIMS UNDER FEDERAL, STATE OR OTHER LAWS, REGULATIONS, ORDINANCES, OR RULES (INCLUDING, BUT NOT LIMITED TO EQUITY AND COMMON LAW, WHETHER SOUNDING IN CONTRACT, TORT, OR STRICT LIABILITY, AND ANY AND ALL ENVIRONMENTAL LAWS), THAT LESSEE MIGHT OTHERWISE HAVE AGAINST LESSOR RELATING TO THE USE, CHARACTERISTICS, OR CONDITION OF THE LEASED PREMISES OR ANY OF THE OTHER MATTERS DESCRIBED IN THIS SECTION 2(C).

Condition of Leased Premises. It is expressly understood and agreed that the Tenant acknowledges that it accepts shall take the Leased Premises and improvements as suitable for Tenant’s purposes and to all Applicable Laws. Notwithstanding any other provision of this Lease to the contraryCommencement Date in an "as is" condition, if this Lease is executed before except that the Landlord hereby agrees that it shall (a) deliver the Leased Premises become available with all work set forth on the plans and specifications which are listed on Schedule "B" annexed hereto ("Base Building Plans"), having been completed, and (b) Landlord shall install leasehold improvements within the Leased Premises in accordance with the plans and specifications which are annexed hereto and made a part hereof as Schedule "B-1" ("Tenant's Plan"), and in accordance with the budget which is annexed hereto and made a part hereof as Schedule "B-2" (the "Budget"). All work required by Tenant's Plan ("Tenant's Work") shall be performed by Landlord's designated contractor, The Xxxxx Company, LLC ("Landlord's Contractor"), at Tenant's sole cost, which cost shall not exceed ONE MILLION EIGHT HUNDRED NINETY EIGHT THOUSAND ONE HUNDRED FIFTY ONE AND 32/100 ($1,898,151.32) DOLLARS (the "Agreed Cost"), except as hereinafter set forth. In the event Tenant requires any change to the Tenant's Work, Landlord's Contractor shall perform such work at cost, together with a charge of five (5%) percent for occupancyoverhead and five (5%) percent for profit on the aggregate of all of such costs, or if pursuant to a written change order which shall be approved in writing by Landlord cannot acquire possession and Tenant. Upon execution of this lease, Tenant shall deliver to Landlord's Contractor the sum of SIX HUNDRED THIRTY TWO THOUSAND SEVEN HUNDRED SEVENTEEN AND 11/100 ($632,717.11) DOLLARS, representing one third (1/3) of Agreed Cost. An additional amount equal to one third (1/3) of the Agreed Cost will be delivered by Tenant to Landlord's Contractor upon completion of fifty (50%) percent of Tenant's Work and delivery by Landlord's Contractor of a certificate confirming such completion (which shall include a good faith estimate of the amount of time required to complete the balance of Tenant's Work). The balance of the cost of Tenant's Work shall be paid by Tenant to Landlord's Contractor upon delivery of the Leased Premises prior to Tenant, together with a certificate of occupancy permitting Tenant's use and occupancy thereof. Landlord's Contractor shall perform Tenant's Work in a good and workmanlike manner, in accordance with all applicable building codes, rules and regulations. Landlord's Contractor shall warranty the Tenant's Work for a period of one (1) year following the Commencement Date stated abovehereunder, Tenant agrees to accept possession against defects and materials and workmanship. Within thirty (30) days of the Leased Premises at Commencement Date, a punch list shall be prepared by the Landlord and the Tenant, the same to identify all items of the Tenant's Work yet to be completed or which have not be completed to the reasonable satisfaction of the Tenant (the "Punch List"). The Landlord will use commercially reasonable efforts to complete or cause to be completed the items on the Punch List within thirty (30) days after the Punch List is completed and agreed to by the Landlord and the Tenant (or such longer time as is necessary under the circumstances with respect to long-lead items). In addition, Landlord is able to tender agrees that it shall cooperate with Tenant in enforcing the same, which date shall then be the Commencement Date of the Term. TENANT WAIVES ANY IMPLIED WARRANTY THAT THE LEASED PREMISES ARE SUITABLE FOR TENANT’S INTENDED PURPOSES. TENANT ACKNOWLEDGES THAT one (1) TENANT HAS INSPECTED AND ACCEPTS THE LEASED PREMISES IN AN “AS ISyear warranty which Landlord shall obtain from the prior owner of the Property, WHERE IS” CONDITION, (2) THE BUILDING AND THE LEASED PREMISES ARE SUITABLE FOR THE PURPOSE FOR WHICH THE LEASED PREMISES ARE LEASED, AND LANDLORD HAS MADE NO WARRANTY, REPRESENTATION, COVENANT, OR AGREEMENT WITH RESPECT TO THE MERCHANTABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE OF THE LEASED PREMISES, (3) THE LEASED PREMISES ARE IN GOOD AND SATISFACTORY CONDITION, (4) NO REPRESENTATIONS AS TO THE REPAIR OF THE LEASED PREMISES, NOR PROMISES TO ALTER, REMODEL OR IMPROVE THE LEASED PREMISES HAVE BEEN MADE BY LANDLORD, AND (5) THERE ARE NO REPRESENTATIONS OR WARRANTIES, EXPRESSED, IMPLIED OR STATUTORY, THAT EXTEND BEYOND THE DESCRIPTION OF THE LEASED PREMISESwith regard to the construction of the Base Building.