Common use of Second Expansion Premises Clause in Contracts

Second Expansion Premises. Commencing on the Second Expansion Space Commencement Date (as hereinafter defined), Landlord hereby leases to Tenant and Tenant hereby leases from Landlord approximately 4,525 square feet of rentable floor area (the “Rentable Floor Area of the Second Expansion Space”) located on the third (3rd) floor of the Building, as more particularly shown on the floor plan attached to the Lease as Exhibit L (the “Second Expansion Space”). From and after the Second Expansion Space Commencement Date, the “Tenant’s Premises” under the Lease and all references to the “Premises” in the Lease shall be deemed to include the Second Expansion Space, the Third Expansion Space and the Existing Premises (collectively, the “Expanded Premises”). For the purposes hereof, the “Second Expansion Space Commencement Date” shall be the date on which the Second Expansion Space is delivered by Landlord to Tenant in the condition described in Section 6(A) below, currently estimated to be May 1, 2016 (the “Second Expansion Space Estimated Commencement Date”). Tenant acknowledges that there is an existing tenant (“CATO”) occupying the Second Expansion Space with a lease term scheduled to expire on April 30, 2016. If Landlord is unable to deliver the Second Expansion Space to Tenant in the condition required under this First Amendment on the Second Expansion Space Estimated Commencement Date, then the provisions of Section 9.28(g) shall apply; provided, however, that (a) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before May 15, 2016 (the “First Outside Date”), then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one-half (1/2) of one day of Annual Fixed Rent for the Second Expansion Space for each day after the First Outside Date until the earlier to occur of (i) June 1, 2016 (the “Second Outside Date”) and (ii) the Second Expansion Space Commencement Date and (b) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before the Second Outside Date, then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one (1) day of Annual Fixed Rent for the Second Expansion Space for each day following the Second Outside Date until the earlier to occur of (x) the Second Expansion Space Commencement Date and (y) the date on which Tenant first becomes entitled to exercise its termination option under Section 9.28(g) of the Lease. The foregoing rent credit and Tenant’s right of termination under said Section 9.28(g) shall be Tenant’s sole and exclusive remedies at law or in equity or otherwise for Landlord’s failure to deliver the Second Expansion Space to Tenant in the condition described in Section 6(A) below within the time periods set forth above. As soon as may be convenient after the Second Expansion Space Commencement Date has been determined, Landlord and Tenant agree to join with each other in the execution, of a written Declaration Affixing the Second Expansion Space Commencement Date, in the form attached as Exhibit E to the Lease, in which the Second Expansion Space Commencement Date shall be stated. If Tenant shall fail to execute such Declaration Affixing the Second Expansion Space Commencement Date, the Second Expansion Space Commencement Date shall be as reasonably determined by Landlord in accordance with the terms of this First Amendment.

Second Expansion Premises. Commencing During the period commencing on the Second Expansion Space Commencement Premises Delivery Date (as hereinafter defineddefined below) and expiring on January 31, 2020 (such period being the “Second Expansion Premises Construction Period”), Landlord hereby leases Tenant shall be entitled to access and occupy the Second Expansion Premises solely for the purpose of (1) performing Tenant’s Work applicable to the Second Expansion Premises and (2) installing Tenant FF&E therein; provided that (i) Tenant shall coordinate with Landlord’s activities, (ii) all provisions of the Lease (as amended), other than those relating to the payment of Base Rent, Operating Expenses and Property Taxes for the Second Expansion Premises, shall apply during such Second Expansion Premises Construction Period (including specifically, without limitation, all provisions relating to insurance, indemnity and freedom from liens), and (iii) if Tenant hereby leases commences business operations from Landlord approximately 4,525 square feet of rentable floor area (the “Rentable Floor Area any portion of the Second Expansion Space”) located on the third (3rd) floor of the Building, as more particularly shown on the floor plan attached to the Lease as Exhibit L (the “Premises during such Second Expansion Space”). From and after Premises Construction Period, then (1) the Second Expansion Space Premises Commencement Date, the “Tenant’s Premises” under the Lease and all references to the “Premises” in the Lease Date shall be deemed to include be the date Tenant commences such business operations therefrom and (2) the term relating to such Second Expansion Premises shall be extended for a period of time equal to the time between such advanced Second Expansion Premises Commencement Date and the original Second Expansion Premises Commencement Date. As used in this Section 4(b), commencing “business operations” shall mean that Tenant is occupying and using more than thirty-five percent (35%) of the Second Expansion SpacePremises primarily for the purpose of conducting its normal business operations therefrom (as distinct from performing Tenant’s Work, or otherwise making the Third Second Expansion Space and Premises ready for its occupancy). Landlord shall use commercially reasonable efforts to deliver possession of the Existing Second Expansion Premises on or before January 1, 2020 (collectively, the “Expanded PremisesScheduled Second Expansion Premises Delivery Date”). For the purposes hereofof this Third Amendment, the “Second Expansion Space Commencement Premises Delivery Date” shall be the date on which that Landlord actually delivers possession of the Second Expansion Space is delivered by Landlord Premises to Tenant in for Tenant’s performance of the condition described in Section 6(A) belowTenant’s Work, currently estimated to be May 1and installation of Tenant FF&E, 2016 (the “Second Expansion Space Estimated Commencement Date”). Tenant acknowledges that there is an existing tenant (“CATO”) occupying the Second Expansion Space with a lease term scheduled to expire on April 30, 2016therein. If Landlord is unable to deliver possession of the Second Expansion Space to Tenant in the condition required under this First Amendment on the Second Expansion Space Estimated Commencement Date, then the provisions of Section 9.28(g) shall apply; provided, however, that (a) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before May 15, 2016 (the “First Outside Date”), then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one-half (1/2) of one day of Annual Fixed Rent for the Second Expansion Space for each day after the First Outside Date until the earlier to occur of (i) June 1, 2016 (the “Second Outside Date”) and (ii) the Second Expansion Space Commencement Date and (b) if Landlord is unable to so deliver the Second Expansion Space Premises to Tenant on or before the Scheduled Second Outside Expansion Premises Delivery Date, or any other date, for any reason (including any existing occupant’s failure to timely vacate and surrender), Landlord shall not be subject to any liability for its failure to do so, and such failure shall not affect the validity of this Third Amendment and/or the Lease nor the obligations of Tenant hereunder and/or thereunder, but, in such event, the Second Expansion Premises Construction Period (and the Second Expansion Premises Commencement Date) shall be extended on a day-for-day basis for each day that elapses between the Scheduled Second Expansion Premises Delivery Date and the actual Second Expansion Premises Delivery Date. Notwithstanding anything to the contrary contained in this Third Amendment, if the Second Expansion Premises Delivery Date does not occur by March 1, 2020 (such date being the “Second Expansion One-For-One Rent Credit Trigger Date”) for any reason other than any Tenant Delays and/or any “Force Majeure” delays of the nature contemplated in Section 18(f) below (it being the intent of the parties that such Second Expansion One-For-One Rent Credit Trigger Date shall be extended one (1) day for each day of any such delays caused by Tenant Delays and/or Force Majeure delays), then Tenant Tenant’s sole and exclusive remedy as a result thereof shall be to receive a credit against Annual Fixed the Base Rent for due with respect to the Second Expansion Space Premises (any such amount being the “Second Expansion Premises One-for-One Rent Credit”), which Second Expansion Premises One-for-One Rent Credit shall be in the form of an extension of the conditional rent abatement period (as contemplated in Section 5(e) below), applicable to the Second Expansion Premises only, equal to one (1) day of Annual Fixed Rent for each day that shall have elapsed between the Second Expansion Space One-For-One Rent Credit Trigger Date and the Second Expansion Premises Delivery Date. If (and only to the extent that) Tenant fails to substantially complete the Tenant’s Work in the Second Expansion Premises by the expiration of the Second Expansion Premises Construction Period as a direct result of any Landlord Delay, then the Second Expansion Premises Construction Period shall be deemed to have been extended one (1) day for each day following that Tenant is actually and reasonably prevented from substantially completing the Second Outside Date until the earlier to occur of (x) Tenant’s Work in the Second Expansion Space Commencement Date and (y) Premises by the date on which Tenant first becomes entitled to exercise its termination option under Section 9.28(g) expiration of the Lease. The foregoing rent credit and Tenant’s right of termination under said Section 9.28(g) shall be Tenant’s sole and exclusive remedies at law or in equity or otherwise for Landlord’s failure to deliver the such Second Expansion Space to Tenant in the condition described in Section 6(A) below within the time periods set forth above. As soon Premises Construction Period as may be convenient after the Second Expansion Space Commencement Date has been determined, a direct result of any such Landlord and Tenant agree to join with each other in the execution, of a written Declaration Affixing the Second Expansion Space Commencement Date, in the form attached as Exhibit E to the Lease, in which the Second Expansion Space Commencement Date shall be stated. If Tenant shall fail to execute such Declaration Affixing the Second Expansion Space Commencement Date, the Second Expansion Space Commencement Date shall be as reasonably determined by Landlord in accordance with the terms of this First AmendmentDelay.

Second Expansion Premises. Commencing on Landlord will deliver the Second Expansion Space Premises to Tenant in broom clean condition, with Landlord’s Second Expansion Premises Work (as defined in the Second Expansion Premises Work Letter attached hereto as Exhibit B) substantially completed (other than the window blinds which shall be installed in the Second Floor Expansion Premises and the Third Floor Expansion Premises upon completion of Tenant’s Second Expansion Premises Work) and free of all other occupant’s rights thereto on or before the dates set forth in Section 3 below (i.e., March 1, 2007 for the Second Floor Expansion Premises, April 1, 2007 for the Third Floor Expansion Premises, and July 1, 2007 for the Fourth Floor Expansion Premises). On the Second Floor Expansion Premises Commencement Date (as hereinafter defined)defined hereinafter) the Premises, Landlord hereby leases to Tenant and Tenant hereby leases from Landlord approximately 4,525 as defined in the Original Lease as amended by the First Amendment, shall be increased by 16,934 rentable square feet of rentable floor area (the “Rentable Floor Area as a result of the Second Floor Expansion Space”) located on the third (3rd) floor of the BuildingPremises, as more particularly shown on the floor plan attached to the Lease as Exhibit L (the “Second Expansion Space”). From and after the Second Floor Expansion Space Commencement Date, the “Tenant’s Premises” under the Lease and all references to Premises shall be deemed a part of the “Premises” in ”; on the Lease Third Floor Expansion Premises Commencement Date (as defined hereinafter) the Premises shall be further increased by 17,289 rentable square feet as a result of the Third Floor Expansion Premises, and the Third Floor Expansion Premises shall be deemed to include a part of the Second “Premises”; and on the Fourth Floor Expansion SpacePremises Commencement Date (as defined hereinafter) the Premises shall be further increased by 17,289 rentable square feet, the Third Expansion Space and the Existing Fourth Floor Expansion Premises (collectively, shall be deemed a part of the “Expanded Premises”). For the purposes hereof, the “Second Expansion Space Commencement Date” shall be the date on which the Second Expansion Space is delivered by Landlord to Tenant in the condition described in Section 6(A) below, currently estimated to be May 1, 2016 (the “Second Expansion Space Estimated Commencement Date”). Tenant acknowledges that there is for an existing tenant (“CATO”) occupying the Second Expansion Space with a lease term scheduled to expire on April 30, 2016. If Landlord is unable to deliver the Second Expansion Space to Tenant in the condition required under this First Amendment on the Second Expansion Space Estimated Commencement Date, then the provisions aggregate Premises Rentable Area of Section 9.28(g) shall apply; provided, however, that (a) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before May 15, 2016 (the “First Outside Date”), then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one-half (1/2) of one day of Annual Fixed Rent for the Second Expansion Space for each day after the First Outside Date until the earlier to occur of (i) June 1, 2016 (the “Second Outside Date”) and (ii) the Second Expansion Space Commencement Date and (b) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before the Second Outside Date, then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one (1) day of Annual Fixed Rent for the Second Expansion Space for each day following the Second Outside Date until the earlier to occur of (x) the Second Expansion Space Commencement Date and (y) the date on which Tenant first becomes entitled to exercise its termination option under Section 9.28(g) of the Lease. The foregoing rent credit and Tenant’s right of termination under said Section 9.28(g) shall be Tenant’s sole and exclusive remedies at law or in equity or otherwise for Landlord’s failure to deliver the Second Expansion Space to Tenant in the condition described in Section 6(A) below within the time periods set forth above. As soon as may be convenient after the Second Expansion Space Commencement Date has been determined, Landlord and Tenant agree to join with each other in the execution, of a written Declaration Affixing the Second Expansion Space Commencement Date, in the form attached as Exhibit E to the Lease, in which the Second Expansion Space Commencement Date shall be stated. If Tenant shall fail to execute such Declaration Affixing the Second Expansion Space Commencement Date, the Second Expansion Space Commencement Date shall be as reasonably determined by Landlord in accordance with the terms of this First Amendment103,437 rentable square feet.

Second Expansion Premises. Commencing on the Second Expansion Space Commencement Date (as hereinafter defined), Landlord hereby leases to Tenant and Tenant hereby leases from Landlord approximately 4,525 square feet of rentable floor area (the “Rentable Floor Area of the Second Expansion Space”) located on the third (3rd) floor of the Building, as more particularly shown on the floor plan attached to the Lease as Exhibit L (the The “Second Expansion Space”). From and after the Second Expansion Space Commencement Date, the “Tenant’s Premises” under the Lease and all references to the “Premises” in the Lease shall be deemed to include the Second Expansion Space, the Third Expansion Space and the Existing Premises (collectively, the “Expanded Premises”). For the purposes hereof, the “Second Expansion Space Commencement Date” shall be the date on which that is 1 business day after the Second Expansion Space is delivered mutual execution of this Fourth Amendment by the parties. Landlord to Tenant in the condition described in Section 6(A) below, currently estimated to be May 1, 2016 (the “Second Expansion Space Estimated Commencement Date”). Tenant acknowledges that there is an existing tenant (“CATO”) occupying the Second Expansion Space with a lease term scheduled to expire on April 30, 2016. If Landlord is unable to shall deliver the Second Expansion Space Premises to Tenant in the condition required under this First Amendment on the Second Expansion Space Estimated Premises Commencement Date, then . Except as otherwise expressly set forth in the provisions of Section 9.28(gLease or this Fourth Amendment: (i) Tenant shall apply; provided, however, that (a) if Landlord is unable to so deliver accept the Second Expansion Space to Tenant on or before May 15, 2016 (the “First Outside Date”), then Tenant shall receive a credit against Annual Fixed Rent for Premises in their condition as of the Second Expansion Space equal to one-half Premises Commencement Date; (1/2ii) of one day of Annual Fixed Rent Landlord shall have no obligation for any defects in the Second Expansion Space for each day after the First Outside Date until the earlier to occur of (i) June 1, 2016 (the “Second Outside Date”) Premises; and (iiiii) Tenant’s taking possession of the Second Expansion Space Commencement Date and (b) if Landlord is unable to so deliver Premises shall be conclusive evidence that Tenant accepts the Second Expansion Space to Tenant on or before the Second Outside Date, then Tenant shall receive a credit against Annual Fixed Rent for Premises and that the Second Expansion Space equal to one (1) day of Annual Fixed Rent for the Second Expansion Space for each day following the Second Outside Date until the earlier to occur of (x) the Second Expansion Space Commencement Date and (y) the date on which Tenant first becomes entitled to exercise its termination option under Section 9.28(g) of the Lease. The foregoing rent credit and Tenant’s right of termination under said Section 9.28(g) shall be Tenant’s sole and exclusive remedies Premises were in good condition at law or in equity or otherwise for Landlord’s failure to deliver the Second Expansion Space to Tenant in the condition described in Section 6(A) below within the time periods set forth abovepossession was taken. As soon as may be convenient For the period of 60 consecutive days after the Second Expansion Space Premises Commencement Date has been determinedDate, Landlord shall, at its sole cost and Tenant agree expense (which shall not constitute an Operating Expense), be responsible for any repairs that are required to join with each other in be made to the execution, of a written Declaration Affixing Building Systems serving only the Second Expansion Space Commencement DatePremises, in unless Tenant or any Tenant Party was responsible for the form attached as Exhibit E to the Leasecause of such repair, in which case Tenant shall pay the cost. During the Term, at no additional cost, Tenant shall have the right to use the furniture, fixtures and equipment belonging to Landlord located within the Second Expansion Space Commencement Date shall be stated. If Tenant shall fail to execute such Declaration Affixing Premises on the Second Expansion Space Premises Commencement Date, Date ("Landlord's Furniture"). Tenant shall have no right to remove any of Landlord's Furniture from the Second Expansion Space Premises at any time during the Term. Tenant shall return Landlord’s Furniture to Landlord at the expiration or earlier termination of the Term in substantially the same condition as received by Tenant, except for ordinary wear and tear and casualty. For the avoidance of doubt, Tenant shall not be required to remove or restore the improvements existing in the Second Expansion Premises as of the Second Expansion Premises Commencement Date shall be as reasonably determined by at the expiration or earlier termination of the Term. Tenant agrees and acknowledges that neither Landlord in accordance nor any agent of Landlord has made any representation or warranty with respect to the terms condition of this First Amendmentall or any portion of the Second Expansion Premises or Landlord’s Furniture, and/or the suitability of the Second Expansion Premises or Landlord’s Furniture for the conduct of Tenant’s business, and Tenant waives any implied warranty that the Second Expansion Premises or Landlord’s Furniture are suitable for the Permitted Use.

Second Expansion Premises. Commencing on A general floor plan of the fifth (5th) floor of the Ferry II Building as it exists as of the date of this Lease is set forth in Exhibit “F” attached hereto. The “Second Expansion Premises” shall be a portion of the fifth (5th) floor of the Ferry II Building consisting of no less than approximately 10,000 square feet of contiguous Rentable Area. Lessee hereby acknowledges that Lessor is leasing the Second Expansion Space Commencement Date (as hereinafter defined)Premises to Lessee in its current “AS IS, Landlord hereby leases WHERE IS” condition with the shell and core construction completed in accordance with Exhibit “F”, without any obligation to Tenant and Tenant hereby leases from Landlord approximately 4,525 square feet of rentable floor area (the “Rentable Floor Area alter, remodel, improve, repair or decorate any part of the Second Expansion Space”) located on Premises. Lessor anticipates that it will be in the third (3rd) floor position to deliver possession of the BuildingSecond Expansion Premises to Lessee in accordance with this Second Amendment on or before November 1, as more particularly shown on the floor plan attached to the Lease as Exhibit L 2013 (the “Second Expansion SpaceDelivery Deadline”). From and after Lessor will deliver written notice to Lessee on or before August 1, 2013, which notice shall provide the following: (i) confirm whether Lessor will or will not be able to deliver possession of the Second Expansion Space Commencement Date, the “Tenant’s Premises” under the Lease and all references Premises to the “Premises” in the Lease shall be deemed to include Lessee by the Second Expansion Space, Delivery Deadline; and (ii) identify any other space on the Third fifth (5th) floor of the Ferry II Building that Lessor anticipates being able to deliver to Lessee by Second Expansion Space and the Existing Premises Delivery Deadline (collectively, the “Expanded Premises”). For the purposes hereof, the “Second Additional Fifth Floor Expansion Space Commencement DateSpace” which shall be the date on which thereafter deemed a part of the Second Expansion Space is delivered by Landlord Premises and subject to Tenant the same provisions related thereto). Notwithstanding anything set forth herein to the contrary, in the condition described in Section 6(A) below, currently estimated to be May 1, 2016 (the “Second Expansion Space Estimated Commencement Date”). Tenant acknowledges event that there is an existing tenant (“CATO”) occupying the Second Expansion Space with a lease term scheduled to expire on April 30, 2016. If Landlord Lessor is unable to deliver the Second Installment Space and Second Expansion Premises to Lessee in accordance with this Second Amendment by the Second Expansion Delivery Deadline, then Lessee, in Lessee’s sole and absolute discretion, may at any time within thirty (30) days after the Second Expansion Delivery Deadline deliver written notice to Lessor indicating that Lessee no longer desires to receive possession of the Second Installment Space and the Second Expansion Premises (the “Lessee’s Rejection Notice”). If Lessee timely delivers Lessee’s Rejection Notice, then Lessor shall no longer have the obligation to Tenant deliver the Second Installment Space and the Second Expansion Premises to Lessee and Lessee shall no longer have any rights thereto. In addition, the parties agree that, for that portion of the Premises (i.e., the Original Premises and the Installment Spaces that have been delivered prior to said date) then delivered to Lessee, the Lease shall continue in full force and effect through that date specified in Lessee’s Rejection Notice (the “Anticipated Termination Date”); provided, however, in no event shall the Anticipated Termination Date be a date that is less than twelve (12) months after the delivery of the Lessee’s Rejection Notice and be a date that is greater than twenty-four (24) months after the delivery of the Lessee’s Rejection Notice. In the event that Lessee timely delivers Lessee’s Rejection Notice, Ferry I Building Owner shall agree to extend the license granted to Lessee under Section 6(c), above, and Lessor shall grant Lessee a license to temporarily occupy another portion of the Ferry II Building consisting of approximately 6,384 square feet of Rentable Area identified on Exhibit “J” (the “Xxxxx Suite”, which, together with the Temporary Space shall be hereinafter referred to as the “Additional Temporary Space”) on the conditions set forth in this paragraph. The license granted in this paragraph is an accommodation to Lessee, and so neither Lessor nor Ferry I Building Owner is required to pay for or perform any work in connection with the Additional Temporary Space, and neither Lessor nor Ferry I Building Owner will incur any liabilities to Lessee in connection with this license or the Additional Temporary Space, all of which are hereby irrevocably waived by Lessee. The license granted in this paragraph shall expire on the Anticipated Termination Date. Neither Lessor or Ferry I Building Owner nor Lessee will be required to make alterations to and/or or repair or maintain the Additional Temporary Space, except that Lessee will be responsible for repairs and maintenance required as a result of any negligent or intentional misconduct by Lessee and/or its agents, employees, or contractors during that period that Lessee occupies the Additional Temporary Space. Time is of the essence, and holding over will not be permitted unless otherwise specifically agreed to in writing by Lessor in its sole and absolute discretion. If Lessee holds over in the Additional Temporary Space (i.e., fails to surrender the Additional Temporary Space by the Anticipated Termination Date), in addition to any other remedies available to Lessor, Lessee will indemnify, defend and hold harmless Lessor and Ferry I Building Owner from all liabilities in connection therewith. Except as otherwise set forth in this paragraph, occupancy of the Additional Temporary Space by Lessee shall be subject to all of the provisions of the Lease. Commencing on the date of Lessee’s Rejection Notice and continuing through the Anticipated Termination Date, Lessee shall pay monthly Base Rental (exclusive of applicable sales and transaction privilege taxes due thereon) for the Premises (i.e., the Original Premises and the Installment Spaces that have been delivered prior to said date) and the Additional Temporary Space (i.e., the Temporary Space and the Xxxxx Suite) in accordance with the following schedule: Period $ Per RSF Per Year From the date of Lessee’s Rejection Notice through the last day of the calendar month in which the first (1st) anniversary of Lessee’s Rejection Notice (the “1 Year Date”). $ 29.50 From the 1 Year Date through the Anticipated Termination Date. $ 30.25 Lessee shall surrender possession of the entire Premises and the Additional Temporary Space in the condition required under this First Amendment on the Second Expansion Space Estimated Commencement Date, then the provisions of Section 9.28(g) shall apply; provided, however, that (a) if Landlord is unable to so deliver the Second Expansion Space to Tenant on or before May 15, 2016 (the “First Outside Date”), then Tenant shall receive a credit against Annual Fixed Rent for the Second Expansion Space equal to one-half (1/2) of one day of Annual Fixed Rent for the Second Expansion Space for each day after the First Outside Date until the earlier to occur of (i) June 1, 2016 (the “Second Outside Date”) and (ii) the Second Expansion Space Commencement Date and (b) if Landlord is unable to so deliver the Second Expansion Space to Tenant Lease on or before the Second Outside Anticipated Termination Date. The Lease shall be deemed terminated effective as of 5:00 PM (Arizona time) on the Anticipated Termination Date. In the event that Lessee fails to timely deliver Lessee’s Rejection Notice, then Tenant Lessee shall receive a credit against Annual Fixed Rent for be deemed to have waived its right to reject possession of the Second Installment Space and the Second Expansion Premises, in which event Lessee’s option to reject possession of the Second Installment Space equal to one (1) day of Annual Fixed Rent for and the Second Expansion Space for each day following the Second Outside Date until the earlier to occur of (x) the Second Expansion Space Commencement Date and (y) the date on which Tenant first becomes entitled to exercise its termination option under Section 9.28(g) of the Lease. The foregoing rent credit and Tenant’s right of termination under said Section 9.28(g) Premises shall be Tenant’s sole deemed null and exclusive remedies at law void and of no further force or in equity or otherwise for Landlord’s failure to deliver the Second Expansion Space to Tenant in the condition described in Section 6(A) below within the time periods set forth above. As soon as may be convenient after the Second Expansion Space Commencement Date has been determined, Landlord and Tenant agree to join with each other in the execution, of a written Declaration Affixing the Second Expansion Space Commencement Date, in the form attached as Exhibit E to the Lease, in which the Second Expansion Space Commencement Date shall be stated. If Tenant shall fail to execute such Declaration Affixing the Second Expansion Space Commencement Date, the Second Expansion Space Commencement Date shall be as reasonably determined by Landlord in accordance with the terms of this First Amendmenteffect.