Common use of Give Back Space Clause in Contracts

Give Back Space. 1.2.1 Tenant shall vacate and surrender the First Give-Back Space to Landlord no later than the Second Commencement Date. Commencing from and after the Second Commencement Date, the First Give-Back Space shall be deemed surrendered by Tenant to Landlord and Lease shall be deemed terminated with respect to the First Give-Back Space (except as to those provisions that expressly survive termination of the Lease). 1.2.2 Tenant shall vacate and surrender the Second Give-Back Space to Landlord no later than May 31, 2021 (the “Second Give-Back Date”). Accordingly, commencing from and after the Second Give-Back Date, the Second Give-Back Space shall be deemed surrendered by Tenant to Landlord and this Lease shall be deemed terminated with respect to the Second Give-Back Space (except as to those provisions which expressly survive termination of the Existing Lease). From the First Commencement Date until the Second Commencement Date, Tenant shall pay Rent for the Second Give‑Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Second Give-Back Date, no Rent (including, without limitation, Direct Expenses) shall be due for the Second Give-Back Space. 1.2.3 Tenant shall vacate and surrender the Third Give-Back Space to Landlord no later than May 31, 2022 (the “Third Give-Back Date”). Accordingly, commencing from and after the Third Give-Back Date, the Third Give-Back Space shall be deemed surrendered by Tenant to Landlord and the Lease shall be deemed terminated (except as to those provisions which expressly survive termination of the Lease) as to such space. Notwithstanding the foregoing, Tenant shall have the right to sooner terminate occupancy of the Third Give-Back Space by delivering six (6) months’ prior written notice to Landlord (the “Third Give-Back Early Termination Notice”), in which case the Lease with respect to the Third Give-Back Space shall terminate as of the date that is six (6) months following Landlord’s receipt of the Third Give-Back Early Termination Notice. From the First Commencement Date until the Second Commencement Date, Tenant shall pay Base Rent for the Third Give-Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Third Give-Back Date, Tenant shall pay Base Rent for the Third Give-Back Space (however, Tenant shall not be required to pay Direct Expenses) in accordance with the following schedule: 1.2.4 Tenant shall vacate and surrender the Retail Give-Back Space to Landlord no later than six (6) months (such date being the “Retail Give-Back Date”) following the delivery of New Retail Premises (as hereinafter defined) with all of the Landlord work substantially complete as provided under Retail Lease (as hereinafter defined). Notwithstanding anything to the contrary herein, Tenant will have the right to maintain all currently existing signage rights related to the Retail Give-Back Space through and including the Retail Give-Back Date. Accordingly, commencing from and after the Retail Give-Back Date, the Retail Give-Back Space shall be deemed surrendered by Tenant to Landlord and the Lease shall be deemed terminated (except as to those provisions which expressly survive termination of the Lease) as to such space. Notwithstanding the foregoing, Tenant shall have the right to sooner terminate occupancy of the Retail Give-Back Space by delivering thirty (30) days prior written notice to Landlord (the “Retail Give-Back Early Termination Notice”), in which case the Lease with respect to the Retail Give-Back Space shall terminate as of the date that is thirty (30) days following Landlord’s receipt of the Retail Give-Back Early Termination Notice. From the First Commencement Date until the Second Commencement Date, Tenant shall pay Base Rent for the Third Give-Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Retail Give-Back Date, Tenant shall pay Base Rent for the Retail Give-Back Space in accordance with the following schedule: As of January 1, 2021, Tenant shall pay any increase in Direct Expenses over the Direct Expenses during the Base Year in accordance with this Lease for the Retail Give-Back Space based on its percentage share of the office portion of the Building until the Retail Give-Back Date. 1.2.5 Tenant shall have all right to possession and use of the Give Back Space, and the term and conditions of this Lease shall apply to such use, until the applicable give back date, provided however, as of the Second Commencement Date, Tenant shall have no obligation to pay any Base Rent (except as expressly provided herein) or Direct Expenses for the Give Back Space (except as expressly provided in Section 1.2.4). Tenant shall surrender the applicable portion of the Give-Back Space to Landlord in the condition required pursuant to this Section no later than 11:59 p.m. on or before each date required above. If Tenant properly surrenders the Give-Back Space on or before the applicable Give-Back Date, Tenant’s obligation to pay monthly installments of Base Rent (to the extent specifically required herein), Additional Rent, and other charges for that portion of the Give-Back Space following the applicable Give-Back Date shall cease, otherwise Tenant shall continue (or start, with respect to the Second Give-Back Space) to pay monthly installments of Base Rent until Tenant actually surrenders the applicable portion of the Give-Back Space in accordance with the terms hereof. Tenant agrees to surrender possession of the applicable portion of the Give-Back Space to Landlord broom clean and in good order, condition and repair, ordinary wear and tear excepted. Notwithstanding anything to contrary in the Existing Lease or this Lease, Tenant shall have no obligation to remove any alterations, or improvements, including without limitation, any cabling, conduit, built in furniture, or foldable wall partitions (unless elected, at Tenant sole election) and shall otherwise leave the Give‑Back Space in its then existing condition; provided however, Tenant shall remove the rolling file systems and the furniture whips at the floor core in the Give Back Space. If Tenant fails to surrender the applicable portion of the Give-Back Space on or before the required date, Tenant shall be deemed in holdover of the applicable portion of the Give-Back Space subject to the terms and conditions of Section 16 of the Lease. However, any holdover of the Give Back Space shall not be deemed a default under the Lease as to the remaining Premises.

Give Back Space. 1.2.1 a. Subject to the conditions contained herein, Tenant shall vacate and surrender the First Give-Back Space to Landlord no later than the Second Commencement Date. Commencing from and after the Second Commencement Date, the First Give-Back Space shall be deemed surrendered by Tenant to Landlord and Lease shall be deemed terminated with respect to the First Give-Back Space (except as to those provisions that expressly survive termination a portion of the Lease). 1.2.2 Tenant shall vacate Existing Premises consisting of 1,296 rentable square feet and surrender the Second Give-Back Space to Landlord no later than May 31, 2021 depicted on Exhibit A attached hereto (the “Second Give-Give Back DateSpace”). Accordingly, commencing from and after the Second Give-Back Date, the Second Give-Back Space shall be deemed surrendered by Tenant ) to Landlord and this Lease shall be deemed terminated with respect to the Second Give-Back Space (except as to those provisions which expressly survive termination of the Existing Lease). From the First Commencement Date until the Second Commencement Date, Tenant shall pay Rent for the Second Give‑Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Second Give-Back Date, no Rent (including, without limitation, Direct Expenses) shall be due for the Second Give-Back Space. 1.2.3 Tenant shall vacate and surrender the Third Give-Back Space to Landlord no later than May 31, 2022 (the “Third Give-Back Date”). Accordingly, commencing from and after the Third Give-Back Date, the Third Give-Back Space shall be deemed surrendered by Tenant to Landlord and the Lease shall be deemed terminated (except as to those provisions which expressly survive termination of the Lease) as to such space. Notwithstanding the foregoing, Tenant shall have the right to sooner terminate occupancy of the Third Give-Back Space by delivering six (6) months’ prior written notice to Landlord (the “Third Give-Back Early Termination Notice”), in which case the Lease with respect to the Third Give-Back Space shall terminate as of on or before 5:00 p.m. local time on the date that is six (6) months ten days following Landlord’s receipt delivery of the Third Give-Back Early Termination Notice. From the First Commencement Date until the Second Commencement Date, Lease Execution Notice (defined herein) to Tenant shall pay Base Rent for the Third Give-Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Third Give-Back Date, Tenant shall pay Base Rent for the Third Give-Back Space (however, Tenant shall not be required to pay Direct Expenses) in accordance with the following schedule: 1.2.4 Tenant shall vacate and surrender the Retail Give-Back Space to Landlord no later than six (6) months (such date being the “Retail Give-Back Termination Date”) following the delivery of New Retail Premises (as hereinafter defined) with all of the Landlord work substantially complete as provided under Retail Lease (as hereinafter defined). Notwithstanding anything to the contrary herein, Tenant will have the right to maintain all currently existing signage rights related to the Retail Give-Back Space through and including the Retail Give-Back Date. Accordingly, commencing from and after the Retail Give-Back Date, the Retail Give-Back Space shall be deemed surrendered by Tenant to Landlord and the Lease shall be deemed terminated (except as to those provisions which expressly survive termination of the Lease) as to such space. Notwithstanding the foregoing, Tenant shall have the right to sooner terminate occupancy of the Retail Give-Back Space by delivering thirty (30) days prior written notice to Landlord (the “Retail Give-Back Early Termination Notice”), in which case the Lease with respect to the Retail Give-Back Space shall terminate as of the date that is thirty (30) days following Landlord’s receipt of the Retail Give-Back Early Termination Notice. From the First Commencement Date until the Second Commencement Date, Tenant shall pay Base Rent for the Third Give-Back Space in accordance with this Lease. Notwithstanding anything in the Lease to the contrary, effective as of the Second Commencement Date and continuing until the Retail Give-Back Date, Tenant shall pay Base Rent for the Retail Give-Back Space in accordance with the following schedule: As of January 1, 2021, Tenant shall pay any increase in Direct Expenses over the Direct Expenses during the Base Year in accordance with this Lease for the Retail Give-Back Space based on its percentage share of the office portion of the Building until the Retail Give-Back Date. 1.2.5 Tenant shall have all right to possession and use of the Give Back Space, and the term and conditions of this Lease shall apply to such use, until the applicable give back date, provided however, as of the Second Commencement Date, Tenant shall have no obligation to pay any Base Rent (except as expressly provided herein) or Direct Expenses for the Give Back Space (except as expressly provided in Section 1.2.4). Tenant shall surrender the applicable portion of the Give-Back Space to Landlord in the condition required pursuant to this Section no later than 11:59 p.m. on or before each date required above. If Tenant properly surrenders under Sections 11 and 12 of the Give-Back Space on or before the applicable Give-Back Date, Original Lease and shall remove all of Tenant’s obligation to pay monthly installments of Base Rent (to the extent specifically required herein), Additional Rent, and other charges for that portion of the Give-Back Space following the applicable Give-Back Date shall cease, otherwise Tenant shall continue (or start, with respect to the Second Give-Back Space) to pay monthly installments of Base Rent until Tenant actually surrenders the applicable portion of the Give-Back Space in accordance with the terms hereof. Tenant agrees to surrender possession of the applicable portion of the Give-Back Space to Landlord broom clean and in good order, condition and repair, ordinary wear and tear excepted. Notwithstanding anything to contrary in the Existing Lease or this Lease, Tenant shall have no obligation to remove any alterations, or improvements, including without limitation, any cabling, conduit, built in furniture, or foldable wall partitions (unless elected, at Tenant sole election) and shall otherwise leave the Give‑Back Space in its then existing condition; provided however, Tenant shall remove the rolling file systems and the furniture whips at the floor core in property from the Give Back Space. If Tenant fails to surrender timely vacate the applicable portion of the Give-Give Back Space on or before the required dateSpace, then Tenant shall be a tenant at sufferance and, in addition to all other damages and remedies to which Landlord may be entitled for such holding over, Tenant shall be deemed pay, in holdover addition to the other charges due under the Lease, Minimum Monthly Rent equal to 150% of the applicable portion of the Give-Back Space subject to the terms and conditions of Section 16 of Minimum Monthly Rent last payable under the Lease. HoweverProvided Tenant timely surrenders the Give Back Space as provided herein, the Give Back Space shall be removed from the Premises for all purposes and the Lease will be terminated with respect to the Give Back Space only (except for those provisions in the Lease that specifically survive a termination) on the Termination Date, and any holdover and all references to the Premises in the Lease (and, where the context requires, this Amendment), shall mean the Existing Premises (less the Give Back Space) and shall consist of 9,624 rentable square feet. Notwithstanding anything to the contrary in the Lease, from and after the Effective Date through the Termination Date, Landlord and its employees, agents, contractors, and representatives shall have the right to enter the Give Back Space for any purpose, including without limitation, to show the Give Back Space to prospective tenants and to permit inspection of the Give Back Space by space planners, contractors and other parties in connection with preparing the Give Back Space for occupancy by a prospective tenant. b. Tenant agrees that the obligations of Landlord and Tenant under this Amendment are expressly conditioned upon Landlord executing a new lease with a third party for the Give Back Space (a “New Lease”) on or before December 1, 2020. If Landlord has not executed a New Lease on or before December 1, 2020, then this Amendment shall be null and void and of no further force or effect, and the Lease shall remain in full force and effect and Tenant shall not be released from any of its obligations thereunder with respect to the Give Back Space for the entire remaining balance of the Term. c. Upon the full execution of the New Lease, Landlord shall send notice to Tenant informing Tenant that the New Lease has been executed (the “Lease Execution Notice”). The Lease Execution Notice shall be sent by a nationally recognized overnight courier service (e.g., Federal Express), or hand-delivered to the intended addressee, or by electronic mail transmission during normal business hours, to the address of Tenant below. Such notice shall be deemed a default under given when delivered (which, in the case of delivery by electronic mail transmission, shall be deemed to occur at the time of delivery indicated on the electronic confirmation of the receiver of the electronic mail transmission). IMH Financial Corporation ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇ ▇▇▇▇▇ Attn: Legal Department Email: ▇▇▇▇▇@▇▇▇▇▇.▇▇▇ d. Notwithstanding anything to the contrary in the Lease as or this Amendment, Landlord and its employees, agents and contractors (collectively, the “Landlord Parties”) shall have the right to enter the Premises from and after the Termination Date solely for purposes of performing alterations and improvements thereto necessary to demise the Give Back Space from the remainder of the Premises, at Landlord’s sole cost and expense (the “Work”). Landlord may perform the Work during and after normal business hours, and any notice requirements set forth in the Lease shall not apply to Landlord’s performance of the Work. Tenant’s obligation to pay Rent shall continue at all times during the performance of the Work. Tenant hereby acknowledges that the performance of the Work may occur during normal business hours while Tenant is in occupancy of the Premises, provided that Tenant’s business operations and quiet enjoyment of the Premises shall not be unreasonably disrupted. e. Tenant represents and warrants that (a) Tenant is the rightful owner of all of the Tenant’s interest in the Lease with respect to the remaining PremisesGive Back Space; (b) Tenant has not made any disposition, assignment, sublease, or conveyance of the Lease or Tenant’s interest therein with respect to the Give Back Space; (c) Tenant has no knowledge of any fact or circumstance which would give rise to any claim, demand, obligation, liability, action or cause of action arising out of or in connection with Tenant’s occupancy of the Give Back Space; (d) no other person or entity has an interest in the Lease, collateral or otherwise, with respect to the Give Back Space; and (e) there are no outstanding contracts for the supply of labor or material and no work has been done or is being done in, to or about the Give Back Space which has not been fully paid for and for which appropriate waivers of mechanic’s liens have not been obtained. The foregoing representation and warranty shall be deemed to be remade by Tenant in full as of the Termination Date (as defined herein).