Common use of Expansion Space Commencement Date Clause in Contracts

Expansion Space Commencement Date. The “Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays to the construction of the Tenant Improvements caused by Force Majeure (the “Outside Date”). As used herein, “substantial completion” shall mean the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rent.

Appears in 2 contracts

Sources: Lease Agreement (NCL CORP Ltd.), Lease Agreement (Norwegian Cruise Line Holdings Ltd.)

Expansion Space Commencement Date. The Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces Date shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays to the construction of the Tenant Improvements caused by Force Majeure (the “Outside Date”). As used herein, “substantial completion” shall mean the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements work to be performed pursuant to Section 2 above is substantially completed except for items of work and adjustment of equipment and fixtures that can be completed after the Expansion Space is occupied without causing substantial interference with Tenant’s use of the Expansion Space (i.e., “punchlist” items) as reasonably determined by the Architect using its reasonable independent professional judgment, and all necessary governmental approvals permitting Tenant’s use and occupancy of the Expansion Space have been substantially completed so that Tenant may use issued, which date the respective parties expect will be on or about August 1, 2004 (the “Anticipated Expansion Space Delivery Date”). In the event that the Expansion Space Commencement Date fails to occur by the Anticipated Expansion Space Delivery Date by reason of construction delays or otherwise, then this Amendment shall nevertheless continue in full force and effect, and Tenant shall have no right to rescind, cancel or terminate the same if possession is given within one hundred twenty (120) days thereafter (which period shall be extended for delays resulting from matters beyond Landlord’s reasonable control). In the event that Landlord is unable to deliver the Expansion Space to Tenant on the Anticipated Expansion Space Delivery Date, Tenant agrees that in no event shall Landlord be liable for damages, if any, sustained by Tenant as a result of Landlord’s failure to deliver possession by such date. On the Expansion Space Commencement Date or such later date as Landlord may request, Tenant shall promptly enter into a supplementary written agreement (the “Expansion Space Commencement Agreement”), in substantially the form attached as Exhibit “D”, thereby specifying the date as of which the Expansion Space Commencement Date occurs. The parties acknowledge and agree that the Anticipated Expansion Space Delivery Date is based on (a) Tenant meeting each and every of the following deadlines (the “Tenant Deadlines”): (i) execution of this Amendment by April 23, 2004; (ii) approval of the Space Plan by May 7, 2004; and (iii) approval of the Plans and Specifications by May 28, 2004, and (b) Landlord meeting each and every of the following deadlines (the “Landlord Deadlines”): (i) delivery of the proposed Space Plan to Tenant within eleven (11) calendar days after Tenant’s execution of this Amendment; and (ii) delivery of the proposed Plans and Specifications to Tenant with eighteen (18) calendar days after Tenant’s approval of the Space Plan. In the event of Tenant’s failure to meet any of the Tenant Deadlines, the Anticipated Expansion Space Delivery Date shall be postponed for the period of the delay. The Anticipated Expansion Space Delivery Date shall additionally be postponed for the period of any other delay caused by Tenant, or Tenant’s contractors, agents and/or employees. In the event that the Anticipated Expansion Space Delivery Date is so postponed, then, for all purposes of this Amendment, the Anticipated Expansion Space Delivery Date shall refer to the Anticipated Expansion Space Delivery Date, as postponed. In the event that the Expansion Space Commencement Date fails to occur by August 1, 2004, due to the failure of Tenant, or its intended purposeagents, contractors or employees, to meet any of the Tenant Deadlines, or any other delay caused by Tenant, or Tenant’s contractors, agents and/or employees then, notwithstanding that minor punchlist items or insubstantial details concerning constructionany language in the Lease, decorationas amended by this Amendment, or mechanical adjustment remain to the contrary, August 1, 2004, shall be deemed to be performed. Promptly after the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and but Tenant shall execute an instrument hereinafter defined have no right to occupy the Expansion Space until Landlord’s work to be performed pursuant to Section 2 above is “substantially completed” as set forth above; provided, however, that if (x) any such failure of Tenant to meet any of the “Memorandum Tenant Deadlines was caused by Landlord’s failure to meet any of the Landlord Deadlines, or (y) if the Expansion Space Commencement Date” Date otherwise fails to occur due to any delay caused in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant, or Tenant’s use contractors, agents and/or employees, and in part by Landlord, or Landlord’s contractors, agents and/or employees, then the date of the respective Expansion Space August 1, 2004, shall be postponed for the purposes period of installing fixturessuch delay which is attributable solely to delay caused by Landlord, furnitureor Landlord’s contractors, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rentagents and/or employees.

Appears in 2 contracts

Sources: Second Lien Credit Agreement (SafeNet Holding Corp), First Lien Credit Agreement (SafeNet Holding Corp)

Expansion Space Commencement Date. The “Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces shall mean 30 days following the earlier to occur of (a) be the date when Tenant takes on which Landlord delivers exclusive possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject with the Landlord Expansion Work Substantially Complete. Landlord and Tenant hereby agree that the “Projected Expansion Space Commencement Date” is September 16, 2008. If, on or before March 10, 2008, Tenant authorizes Landlord to delays apply funds from the Allowances (as defined in Section 2(e)(ii) below) to procure the items listed on Exhibit C hereto, which items Tenant has been advised by the Contractor (as defined in the Expansion Workletter) are all those required for the Tenant Expansion Improvements (based on the latest in-process drawings provided by Tenant) that would not otherwise be available in a timely fashion, and if Tenant authorizes Landlord to commence construction of the Expansion Space on or before April 1, 2008, even though subcontractor bids from the Contractor and Landlord’s Estimate (as defined in the Expansion Workletter) will not be in place at that time, then the Projected Expansion Space Commencement Date shall be August 5, 2008. (i) If Landlord is delayed in Substantially Completing the Landlord Expansion Work by the Projected Expansion Space Commencement Date as a result of any Tenant Improvements caused Delay, then the Expansion Space Commencement Date shall be accelerated by Force Majeure one (1) day for each day of such Tenant Delay. If Landlord believes a Tenant Delay has occurred, Landlord shall notify Tenant in writing within two (2) business days after the “Outside Date”occurrence of the event, action or inaction which constitutes the Tenant Delay and the known or anticipated extent of the Tenant Delay, and Tenant shall have the right within two (2) business days after receipt of such notice to cure the event, action or inaction before such event, action or inaction shall constitute a Tenant Delay; provided, however, that ten (10) business days shall be the maximum number of cure days available to Tenant for the cure of any such event(s). As used herein, “substantial completion” action(s) or inaction(s) constituting a Tenant Delay, after which Tenant shall mean not be entitled to any further cure periods with respect to Tenant Delays (provided, however, that Landlord shall continue to notify Tenant of the occurrence of any Tenant Delays). (ii) Landlord shall provide Tenant with written notice of the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, that is issued by twenty-one (21) days prior to the appropriate local governmental entity for date that Landlord reasonably anticipates that the Tenant Improvements, or, if no Certificate of Occupancy Landlord Expansion Work will be issued Substantially Complete. Tenant shall be allowed access into the Expansion Space from and after such date specified by Landlord in such notice for installation of furniture, fixtures, phone and cabling, provided that such early access shall not interfere with the Tenant Improvementscompletion of Landlord Expansion Work. Such early entry shall be subject to all the terms and provisions of the Lease, the date on which the Tenant Improvements have been substantially completed so as amended by this First Amendment, except that Tenant may use shall have no obligation to pay Base Rent, Additional Rent or other charges with respite to the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after during such early entry period unless Tenant commences business operations in the Expansion Space during such early entry period. (iii) Within thirty (30) days following the occurrence of the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and Tenant shall execute enter into an instrument hereinafter defined agreement (the form of which shall be substantially the same as Rider 1 attached to the Lease) confirming the Expansion Space Commencement Date. If Tenant fails to enter into such agreement (provided the same is accurate), then the Expansion Space Commencement Date shall be the date designated by Landlord in such agreement. (iv) For purposes of incorporation from the Lease into this First Amendment, in the term Memorandum of Substantially Complete” or “Substantial Completion”, and in the term “Tenant Delay”, (1) “Landlord Expansion Work” shall be substituted for “Landlord Work”, (2) “Expansion Space” shall be substituted for “Premises”, (3) “Expansion Workletter” shall be substituted for “Workletter”, and (4) “Projected Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rentsubstituted for “Projected Commencement Date.

Appears in 1 contract

Sources: Lease (Amyris Biotechnologies Inc)

Expansion Space Commencement Date. The Expansion Space Term of the Lease and Tenant’s obligation to pay rent will commence upon the earlier of (i) commencement of business operations in the Expansion Space, or (ii) July 1, 2018 (the “Expansion Space Commencement Date” or “ESCD); provided that the Expansion Space Commencement Date shall be delayed one (1) day for each day of delay of the Expansion Spaces shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of in the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays to the construction of the Tenant Improvements extent caused by Force Majeure (the a Outside Date”)Landlord Delay,” as that term is defined, below. As used herein, the term substantial completionLandlord Delay” shall mean actual delays to the date on which a Certificate extent resulting from the acts or omissions of Occupancy Landlord including, but not limited to (i) failure of Landlord to timely deliver the Expansion Space or approve or disapprove any construction drawings; (ii) unreasonable and material interference by Landlord, its equivalentagents, including a Temporary employees or Conditional Certificate contractors with the substantial completion of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that and which objectively preclude construction of Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after Improvements in the Expansion Space Commencement Dateby any person, for each respective which interference relates to access by Tenant, its agents and contractors to the Building or any Building facilities (including loading docks and freight elevators) or service (including temporary power and parking areas as provided herein) during normal construction hours, or the use thereof during normal construction hours; (iii) delays due to the acts or failures to act of Landlord, its agents, employees or contractors with respect to payment of the Allowance and/or any cessation of work upon the Tenant Improvements as a result thereof; or (iv) delays due to Landlord’s completion of the Landlord Improvements. Notwithstanding anything to the contrary herein, in no event shall any Landlord Delay be deemed to have occurred (a) until Landlord has received written notice from Tenant that Tenant is alleging the occurrence of a Landlord Delay (which written notice shall describe in reasonable detail the nature of such alleged Landlord Delay) (each, a “Delay Notice”), (b) with respect to any period prior to the date Landlord has received such written notice from Tenant, (c) unless Landlord fails to cure such alleged Landlord Delay within two (2) business days following receipt of the applicable Delay Notice, and (d) unless and only to the extent such delay that is caused by Landlord actually delays the substantial completion of the Tenant Improvements in the Expansion Space, Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rent.

Appears in 1 contract

Sources: Multi Tenant Office Lease (Alteryx, Inc.)

Expansion Space Commencement Date. a. The Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces Date shall mean 30 days following the earlier to occur of (a) be the date when the work to be performed by Contractor pursuant to the Plans approved by Landlord and Tenant takes has been substantially completed (excluding items of work and adjustment of equipment and fixtures that can be completed after the Premises are occupied without causing material interference with Tenant’s use of the Premises — i.e., “punch list items”), and the Landlord delivers possession of the respective Expansion Space or any portion Premises to Tenant in accordance with Section 3.3 of the respective Expansion Space for First Amendment to Lease. b. Notwithstanding the conduct foregoing, if Landlord shall be delayed in delivering possession of its business, (b) the date of substantial completion of Premises as a result of: i. Tenant’s failure to approve the space plan within the time specified; ii. Tenant’s failure to furnish to Landlord the final Plans on or before the Tenant Plan Delivery Date; iii. Tenant’s failure to approve Landlord’s cost estimates within the time specified; iv. Tenant’s failure to timely respond to change orders; v. Tenant’s changes in the Tenant Improvements or the Plans (as defined below) notwithstanding Landlord’s approval of any such changes); vi. Tenant’s request for changes in or modifications to each the Plans subsequent to the Tenant Plan Delivery Date; vii. Inability to obtain materials, finishes or installations requested by Tenant that are not part of the Expansion SpacesBuilding Standard Improvements; viii. The performance of any work by any person, firm or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to corporation employed or retained by Tenant; or ix. Any other act or omission by Tenant subject to delays to the construction of the Tenant Improvements caused by Force Majeure (the “Outside Date”). As used herein, “substantial completion” shall mean the date on which a Certificate of Occupancy or its equivalentagents, including a Temporary or Conditional Certificate representatives, and/or employees; then, in any such event, for purposes of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after determining the Expansion Space Commencement Date, for each respective Expansion Space, the Premises shall be deemed to have been delivered to Tenant on the date that Landlord and Tenant shall execute an instrument hereinafter defined as Architect determine that the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” Premises would have been substantially completed and ready for delivery if such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall delay or delays had not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rentoccurred.

Appears in 1 contract

Sources: Lease (SOI Holdings, Inc.)

Expansion Space Commencement Date. The “For purposes of this Third Amendment, the term "Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces " shall mean 30 days following the earlier to occur of of: (ai) the date when Tenant takes possession commences business operations in substantially all of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, Challenger Building; and (bii) the date of substantial completion Substantial Completion of the Challenger Tenant Improvements (as defined below) in Exhibit B attached hereto), subject to each acceleration for Tenant Delays as defined and provided in Exhibit B. The Expansion Space Commencement Date is anticipated to be April 1, 2007. The term of the Expansion Spaces, or Space (c) the date which is six months after Landlord’s delivery of the respective "Expansion Space to Tenant subject to delays Term") shall commence on the Expansion Space Commencement Date and expire coterminously with the Extended Term with respect to the construction of Existing Premises on December 31, 2013. Notwithstanding the foregoing, if Landlord is unable to Substantially Complete the Challenger Tenant Improvements caused by Force Majeure on or before July 1, 2007 (the “Delivery Outside Date”). As used herein, as such date may be extended as a result of any Tenant Delays and/or any prevention, delay or stoppage due to strikes, lockouts, labor disputes, acts of God, inability to obtain services, labor, or materials or reasonable substitutes therefore, governmental actions or inactions, civil commotions, fire or other casualty, and other causes beyond the reasonable control of Landlord (collectively, the substantial completion” Force Majeure”), then Tenant shall mean the date on which receive one-half (1/2) of a Certificate day of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity abated Base Rent for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purposeeach day during the period commencing upon the Delivery Outside Date (as the same may be extended by Tenant Delays and Force Majeure delays) and expiring on the date upon which Landlord Substantially Completes the Challenger Tenant Improvements (which abated Base Rent shall be applied toward the Base Rent first due and payable for the Expansion Space following the Expansion Space Commencement Date pursuant to Section 6 below). The date that the Expansion Space Commencement Date actually occurs shall be confirmed by the parties in writing in an Amendment No. 4 to Marina Village Office Tech Lease ("Amendment No. 4"), notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain which Amendment No. 4 shall be in substantially the form of Exhibit C attached hereto. Amendment No. 4 shall be delivered by Landlord to be performed. Promptly Tenant after the Expansion Space Commencement DateDate occurs, for each respective Expansion Space, Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and return such instrument when executed is hereby made a part of this Amendment and incorporated herein by referenceNo. 4 to Landlord within five (5) days after Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rent's receipt thereof.

Appears in 1 contract

Sources: Marina Village Office Tech Lease (Insite Vision Inc)

Expansion Space Commencement Date. The “Subject to the second sentence of this Article 2, the Expansion Space Commencement Date” or “ESCD”) for each of shall be deemed to be included in the Expansion Spaces shall mean 30 days following Premises on the earlier earliest to occur of of: (ai) the date when that Landlord delivers the Expansion Space to Tenant takes possession with Landlord’s Expansion Space Work (hereafter defined) substantially completed in accordance with the terms hereof, (ii) the date on which Landlord’s Expansion Space Work would have been substantially completed but for Tenant’s Delay (as defined in Section 42.2 of the respective Expansion Space Lease) or, (iii) the date Tenant or any portion of anyone claiming under or through Tenant first occupies the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays to the construction of the Tenant Improvements caused by Force Majeure business (the “Outside Expansion Space Commencement Date”). As used hereinNotwithstanding the foregoing, “substantial completion” in no event shall mean the date on which a Certificate Expansion Space Commencement Date occur prior to January I, 2016. Substantial completion of Occupancy or its equivalent, including a Temporary or Conditional Certificate Landlord’s Expansion Space Work shall be determined in accordance with Section 42.1 of Occupancy, is issued by the appropriate local governmental entity for Lease (subject to the Tenant Improvements, or, if no Certificate same standard that applied with respect to Landlord’s Work to the Existing Premises i.e. when (A) all major items of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements construction have been substantially completed so that Tenant may use completed, (B) the respective heating, A/C System, plumbing, mechanical (if any) and electrical systems serving the Expansion Space for its intended purposeare all in working order, and (C) the Expansion Space is accessible and reasonably usable, notwithstanding (in the case of subsections (A), (B) and/or (C)) the fact (i) that minor punchlist items or insubstantial details concerning of construction, decoration, or mechanical adjustment or decoration remain to be performed. Promptly after , the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum non-completion of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. which do not materially interfere with Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but and (ii) that Landlord’s Expansion Space Work has been substantially completed except for portions thereof which shall be subject to all completed upon the completion of the terms of the Lease except the payment of RentTenant’s work (including, without limitation, Additional Work)).

Appears in 1 contract

Sources: Office Lease (Olo Inc.)

Expansion Space Commencement Date. (i) The "Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces " shall mean 30 days following be the earlier to occur of of: (a) the date when Tenant takes possession of on which Landlord delivers the respective Expansion Space or any portion of the respective to Tenant with Landlord’s Expansion Space for the conduct of its businessWork (as defined in Exhibit B) substantially complete (as determined pursuant to Exhibit B), or (b) the date of substantial completion on which Tenant commences business operations in the Expansion Space. Landlord and Tenant stipulate and agree that (i) the Expansion Space currently is leased to and occupied by another tenant of the Building (the “Existing Tenant”), and (ii) Landlord currently anticipates entering into a lease amendment with Existing Tenant Improvements (as defined below) to each provide for the vacation and surrender of the Expansion Spaces, or (c) Space by Existing Tenant. Landlord shall endeavor to provide written notice to Tenant that Existing Tenant has vacated the Expansion Space promptly following the date Existing Tenant vacates such space, which notice may be electronic; provided that the failure of Landlord to provide such notice shall not impose any liability or give rise to any remedies by Tenant. Accordingly, notwithstanding anything in this Amendment to the contrary, this Amendment shall not become effective and binding on either party unless and until Landlord and Existing Tenant enter into an amendment (upon terms satisfactory to Landlord in its sole and absolute discretion) to Existing Tenant’s lease to provide for the relocation by Existing Tenant from the Expansion Space to other premises located in the Building (the “Existing Tenant Relocation Amendment”). If Landlord and Existing Tenant do not execute said Existing Tenant Relocation Amendment on or before July 1, 2021 (the “Outside Amendment Execution Date”), then, provided such delay is six months after Landlord’s delivery not caused by Tenant or any agent of Tenant, Tenant shall have the WDC 91102651v11 right, in its sole and absolute discretion, to elect to have this Amendment not become effective, by delivering written notice of the respective exercise of such right to Landlord during the period commencing on July 2, 2021 and continuing until Landlord notifies Tenant in writing that it has entered into the Existing Tenant Relocation Amendment (which notice may be electronic). If Tenant so elects to have this Amendment not be effective in accordance with this Section, then this Amendment shall be deemed null and void in all respects, and the Term and all Lease provisions shall continue unmodified as set forth in the Lease for the remainder of the Term as if this Amendment was never executed, and Landlord shall promptly refund any and all security deposits previously deposited by Tenant with Landlord in accordance with this Amendment. (ii) Provided that Landlord and Existing Tenant so execute the Existing Tenant Relocation Amendment, Landlord presently anticipates that the Expansion Space will be delivered to Tenant by December 31, 2021 (the “Target Commencement Date”). If Landlord does not deliver possession of the Expansion Space to Tenant subject by the Target Commencement Date, then except as set forth below, Landlord shall not have any liability whatsoever, and this Amendment and the Lease shall not be rendered void or voidable, as a result thereof. Notwithstanding the foregoing, if Landlord does not deliver possession of the Expansion Space to delays Tenant by (a) February 15, 2022, then, provided no Event of Default by Tenant has occurred, Landlord shall grant to Tenant a rent abatement equal to twenty five percent (25%) of the per diem Base Rent payable with respect to the construction Expansion Space during the first Lease Year of the New Term for each day of such delay from February 16, 2022 through March 15, 2022, (b) March 15, 2022, then, provided no Event of Default by Tenant Improvements has occurred, Landlord shall grant to Tenant a rent abatement equal to fifty percent (50%) of the per diem Base Rent payable with respect to the Expansion Space during the first Lease Year of the New Term for each day of such delay from March 16, 2022 through April 15, 2022, (c) April 15, 2022, then, provided no Event of Default by Tenant has occurred, Landlord shall grant to Tenant a rent abatement equal to one hundred percent (100%) of the per diem Base Rent payable with respect to the Expansion Space during the first Lease Year of the New Term for each day of such delay after April 16, 2022; provided that to the extent that any such delay is attributable to any of the factors or causes described in Section 25.19 of the Lease not to exceed an aggregate of sixty (60) days, or any delays caused by Force Majeure (the “Outside Date”). As used herein, “substantial completion” shall mean the date on which a Certificate Tenant or any Agent of Occupancy or its equivalentTenant, including a Temporary or Conditional Certificate those specified in Section 6(b) of OccupancyExhibit B to this Amendment, is issued by the appropriate local governmental entity for the then Tenant Improvements, or, if no Certificate of Occupancy will shall not be issued for the Tenant Improvementsentitled to any such rent abatement. For clarity, the date on which rent abatement provided in this Section, to the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space extent applicable, shall be in addition to any rent abatement called for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performedunder Section 4(c) below. Promptly after the Expansion Space Commencement Date, for each respective Expansion SpaceDate is ascertained, Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of certificate confirming the Expansion Space Commencement Date” in Date and the form Revised Expiration Date attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession of the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rent.Exhibit C.

Appears in 1 contract

Sources: Office Lease Agreement (IMARA Inc.)

Expansion Space Commencement Date. The Expansion Space Commencement Date” or “ESCD”Date shall be the date Landlord has (i) for each completed the Initial Expansion Space Work (defined in the Lease) and the Additional Work as defined below and (ii) delivered possession of the Expansion Spaces shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays Tenant. Notwithstanding anything in the Lease to the construction of the Tenant Improvements caused by Force Majeure (the “Outside Date”). As used hereincontrary, “substantial completion” shall mean the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain subsequent to be performed. Promptly after the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and Tenant references to the "Term" shall execute an instrument hereinafter defined as mean the “Memorandum of period commencing with the Expansion Space Commencement Date and ending with the Expansion Space Expiration Date” in . The Initial Expansion Space Work and the form attached hereto as EXHIBIT “C” Additional Work shall be deemed to be "complete" on the date that the Initial Expansion Space Work and such instrument when executed is hereby made a part the Additional Work has been performed, other than any details of this Amendment and incorporated herein by reference. construction, mechanical adjustment or any other similar matter, the non-completion of which does not materially interfere with Tenant’s 's use of the respective Expansion Space. If Landlord is delayed in the performance of the Initial Expansion Space for Work and the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered possession Additional Work as a result of the acts or omissions of Tenant or its respective contractors or vendors, including without limitation, changes requested by Tenant to approved plans, Tenant's failure to comply with any of its obligations under the Lease, or the specification of any materials or equipment with long lead times (a "Tenant Delay"), the Initial Expansion Space, but Space Work and the Additional Work shall be subject deemed to all of be complete on the terms of date that Landlord could reasonably have expected to complete the Lease except Initial Expansion Space Work and the payment of RentAdditional Work absent any Tenant Delay.

Appears in 1 contract

Sources: Lease (Dynavax Technologies Corp)

Expansion Space Commencement Date. (a) The Lease Term with respect to the Expansion Space shall commence on the date Landlord delivers possession of the Expansion Space to Tenant with Landlord’s Work (as defined below) complete (“Expansion Space Commencement Date” or “ESCD) for each of ), and shall be coterminous with the Expansion Spaces shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Existing Lease, expiring on February 13, 2007. The Expansion Space or any portion of the respective Expansion Space for the conduct of its businessCommencement Date is estimated to be July 1, (b) the date of substantial completion of the 2005. Tenant Improvements (as defined below) to each of the Expansion Spaces, or (c) the date which is six months after acknowledges Landlord’s delivery of possession of the respective Expansion Space is contingent upon the termination of an existing lease for the Expansion Space on terms and conditions satisfactory to Landlord in its sole discretion. If Landlord does not deliver possession of the Expansion Space to Tenant subject with Landlord’s Work completed on or before July 1, 2005 for any reason, Landlord shall not be liable to delays Tenant for any loss or damage resulting therefrom. (b) Tenant agrees to confirm the construction Expansion Space Commencement Date by executing and delivering the Confirmation of Dates in the form of Exhibit B attached hereto within ten (10) days after receipt thereof. If Tenant Improvements caused fails to execute and deliver the Confirmation of Dates within said ten (10) day period, the information set forth therein by Force Majeure Landlord shall be binding upon Tenant. (c) Notwithstanding the foregoing, if the Expansion Space Commencement Date does not occur by August 31, 2005 (the “Outside DateExpansion Space Delivery Deadline”). As used herein, “substantial completion” Tenant, as its sole remedy, shall mean have the date on which a Certificate right to cancel this Amendment by giving written notice of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain such cancellation to be performed. Promptly Landlord at any time after the Expansion Space Commencement Date, for each respective Expansion Space, Delivery Deadline and prior to the date Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered delivers possession of the respective Expansion Space to Tenant, in which case this Amendment shall be cancelled effective thirty (30) days after Landlord’s receipt of Tenant’s cancellation notice, unless Landlord delivers possession of the Expansion Space to Tenant within said thirty (30) day period. The Expansion Space Delivery Deadline shall be extended by the number of days that Landlord is delayed in delivering possession of the Premises due to any act, neglect, failure or omission of Tenant or any Tenant Parties (as defined in Paragraph 9(b) of the Original Lease) or Force Majeure Delay (as defined in Paragraph 2(b) of the Original Lease). If Tenant cancels this Amendment pursuant to this Section 2(c), Landlord shall refund the amount equal to the Additional Deposit (as defined in Section 10 below), delivered pursuant to Section 10 below, and neither party shall have any further obligations to the other under this Amendment with respect to the Expansion Space, but shall be subject to all of the terms of the Lease except the payment of Rent.

Appears in 1 contract

Sources: Lease (Riverbed Technology, Inc.)

Expansion Space Commencement Date. The “It is the specific intent of the parties, and they hereby agree, that the Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces shall mean 30 days following the earlier to occur of (a) the date when Tenant takes possession of the respective Expansion Space or any portion of the respective Expansion Space for the conduct of its business, (b) the date of substantial completion of the Tenant Improvements (Date as defined below) in the Second Amendment (i.e., October 1, 2022), shall occur without any exception whatsoever, and prior to each of the Expansion Spaces, or (c) the date which is six months after Landlord’s delivery of the respective Expansion Space to Tenant subject to delays to the construction of the Tenant Improvements caused by Force Majeure (the “Outside Date”). As used herein, “substantial completion” shall mean the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after the Expansion Space Commencement Date, for each respective Expansion Space, Landlord and Tenant shall execute an instrument hereinafter defined not (a) access the Expansion Space pursuant to the Construction License Period Early Access, (b) construct the Second Amendment Tenant Improvements, or (c) receive any Second Amendment Tenant Improvement Allowance or otherwise require performance by Landlord of any of Landlord’s obligations under the Second Amendment Work Letter. Accordingly, in order to effectuate such intent and agreement, the parties hereby additionally agree as follows: (i) prior to the “Memorandum of Expansion Space Commencement Date, (A) Tenant shall not commence construction of or otherwise perform any of the Second Amendment Tenant Improvements, and (B) Tenant shall not access the Expansion Space pursuant to the Construction License Period Early Access; (ii) notwithstanding anything to the contrary contained in the Lease, there shall be no exception to the occurrence of the Expansion Space Commencement Date on October 1, 2022; accordingly, without limiting the generality of the foregoing, the parties specifically agree that the last sentence of Section 1(a) of the Second Amendment (beginning with “Notwithstanding anything to the contrary” and ending with “using reasonable cooperation)” shall be deemed deleted and of no further force or effect; (iii) Section 1(d) of the Second Amendment (entitled “Construction License Period”) shall be deemed deleted and of no further force or effect; accordingly, (A) all references to the Construction License Period Early Access in the second sentence of Section 1(a) of the Second Amendment shall be deemed deleted and of no further force or effect, (B) the reference to “the Construction License Period Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use Section 4.6(a) of the respective Second Amendment Work Letter shall be deemed deleted and replaced with “October 1, 2022” (but the remainder of such Section 4.6(a) shall be unchanged), and (C) the references in the first sentence of Section 1(e) of the Second Amendment (entitled “Non-Intrusive Early Access”) to “the Construction License Period Commencement Date” shall be deemed deleted and replaced with “October 1, 2022” (but the remainder of such first sentence of Section 1(e) shall be unchanged); (iv) in the first sentence of Section 2.2 of the Second Amendment Work Letter, “As soon as reasonably possible,” shall be deemed deleted and replace with “As soon as reasonably possible following the occurrence of the Expansion Space for Commencement Date,” (but the purposes remainder of installing fixtures, furniture, such first sentence shall be unchanged); and (v) the time periods set forth in Sections 2.5 and equipment, and cabling and wiring 2.6 of the Second Amendment Work Letter shall not be considered possession of deemed to take effect until the respective Expansion Space, but shall be subject to all of the terms of the Lease except the payment of RentSpace Commencement Date.

Appears in 1 contract

Sources: Office Lease (GoodRx Holdings, Inc.)

Expansion Space Commencement Date. The "Expansion Space Commencement Date” or “ESCD”) for each of the Expansion Spaces " shall mean 30 days following occur on the earlier to occur of (ai) the date when Tenant takes possession enters into occupancy of the respective Expansion Space all or any portion of the respective Expansion Space for the conduct purpose of its business, (b) the date of substantial completion of the Tenant Improvements (as defined below) to each of the Expansion Spaces, conducting Tenant's business thereon or (cii) the date which is six months shall occur sixty (60) days after Landlord’s delivery Landlord delivers vacant possession of the respective Expansion Space to Tenant. Notwithstanding anything contained herein to the contrary, (i) Landlord shall not be obligated to lease and deliver the Expansion Space to Tenant subject if at the time of Landlord's Expansion Space Notice or if, at or prior to delays to the construction delivery of the Tenant Improvements caused by Force Majeure Expansion Space, an Event of Default shall have occurred and be continuing hereunder and (ii) in the “Outside Date”). As used herein, “substantial completion” event Landlord shall mean not deliver possession of all or any portion of the date on which a Certificate of Occupancy or its equivalent, including a Temporary or Conditional Certificate of Occupancy, is issued by the appropriate local governmental entity for the Tenant Improvements, or, if no Certificate of Occupancy will be issued for the Tenant Improvements, the date on which the Tenant Improvements have been substantially completed so that Tenant may use the respective Expansion Space for its intended purpose, notwithstanding that minor punchlist items to Tenant on or insubstantial details concerning construction, decoration, or mechanical adjustment remain to be performed. Promptly after before the Expansion Space Commencement Date, Date for each respective Expansion Space, any reason other that the willful default of Landlord. Landlord and Tenant shall execute an instrument hereinafter defined as the “Memorandum of Expansion Space Commencement Date” in the form attached hereto as EXHIBIT “C” and such instrument when executed is hereby made a part of this Amendment and incorporated herein by reference. Tenant’s use of the respective Expansion Space for the purposes of installing fixtures, furniture, and equipment, and cabling and wiring shall not be considered deemed in default of or otherwise liable to Tenant for any claims, damages or liabilities in connection therewith and the Term of this Lease with respect to the Expansion Space shall commence on the date Landlord delivers possession of the respective Expansion Space, but shall be subject Space to all Tenant; provided however that if the Expansion Space to Tenant; provided however that if the Expansion Space is not available by reason of the terms holding over or the retention of the Lease except the payment of Rentpossession by any tenants or occupants thereof, Landlord shall promptly and diligently take all steps which are commercially reasonable to obtain possession thereof.

Appears in 1 contract

Sources: Office Lease (QRS Corp)