Common use of Lease Commencement Date Delays Clause in Contracts

Lease Commencement Date Delays. The Expansion Commencement Date shall occur as provided in Section 4 of the Amendment, provided that the Expansion Commencement Date shall be delayed by the number of days of delay of the “substantial completion of the Tenant Improvements,” as that term is defined below in this Section 5, in the Premises which is caused solely by a “Commencement Date Delay.” As used herein, the term “Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.1. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay resulting from the failure of Landlord to timely approve or disapprove the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of the Tenant Improvements.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1 of the AmendmentLease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “substantial completion of the Tenant Improvements,” as that term is defined below in this Section 5, in the Premises which is caused solely by a “Commencement Date Delay.” As used herein, the term “Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.1. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay resulting from the failure of Landlord to timely approve or disapprove the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of the Tenant Improvements.

Lease Commencement Date Delays. The Expansion Each Lease Commencement Date shall occur as provided in Section 4 3.1 of the Amendmentthis Lease, provided that the Expansion Commencement Date six (6) month period referenced in clause (i) of Section 3.2.1 of the Summary, and clause (ii)(a) of Sections 3.2.2 and 3.2.3 of the Summary shall be delayed extended by the number one (1) day for each day of days of delay of the “substantial completion of the Tenant Improvements,” as that term is defined below in this Section 5, in the Premises which is caused solely by a “Lease Commencement Date Delay.,” but only to the extent such Lease Commencement Date Delay causes the Substantial Completion of the Improvements within the applicable Phase to occur after the applicable date referenced in clause (ii) of Section 3.2.1 of the Summary and clause (ii)(b) of Sections 3.2.2 and 3.2.3 of the Summary. As used herein, the term “Lease Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.15.1 of this Work Letter which relates to the construction of Improvements within the applicable Phase. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Buildings or Project, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, terrorist acts, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay delays to the extent resulting from the following acts or omissions of Landlord or Landlord’s agents, employees or contractors: (i) the failure of Landlord to timely approve or disapprove any Construction Drawings pertaining to the Construction Drawingsapplicable Phase; or (ii) interference (when judged in accordance with industry custom and practice) by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay Substantial Completion of the completion Improvements within the applicable Phase and which objectively preclude or delay the construction of improvements in the applicable Building by any person, which interference relates to access by Tenant, or Tenant’s Agents to the applicable Building; or (iii) delays due to the acts or failures to act of Landlord or Landlord Parties with respect to payment of the Improvement Allowance (except as otherwise allowed under this Work Letter) but Tenant Improvementsshall have a right to suspend its design and construction of its Improvements if Landlord fails to reimburse Tenant all or any part of the Improvement Allowance when due, provided that Landlord’s failure to reimburse Tenant all or any part of the Improvement Allowance when due shall not constitute a Landlord Caused Delay if Tenant elects to exercise its offset right set forth in Section 2.4 above with respect to such portion of the Improvement Allowance.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 3.1 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements in the Premises to the extent caused by a “Lease Commencement Date Delay,” as that term is defined below in this Section 5defined, in below, but only to the Premises which is caused solely by a “extent such Lease Commencement Date Delay.” Delay causes the Substantial Completion of the Improvements to occur after the Final Condition has occurred. As used herein, the term “Lease Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.15.1 of this Work Letter. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, terrorist acts, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay delays to the extent resulting from the following acts or omissions of Landlord or Landlord’s agents, employees or contractors (provided that Landlord Caused Delay shall not include Landlord’s actions in connection with the construction of the Bridge Structures): (i) the failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) interference (when judged in accordance with industry custom and practice) by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay Substantial Completion of the completion Improvements and which objectively preclude or delay the construction of improvements in the Building by any person, which interference relates to access by Tenant, or Tenant’s Agents to the Building; or (iii) delays due to the acts or failures to act of Landlord or Landlord Parties with respect to payment of the Improvement Allowance (except as otherwise allowed under this Work Letter) but Tenant Improvementsshall have a right to suspend its design and construction of its Improvements if Landlord fails to reimburse Tenant all or any part of the Improvement Allowance when due.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1 of this Lease and Section 3.2 of the AmendmentSummary, provided that the Expansion Lease Commencement Date shall be delayed extended by the number of days of actual delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements in the Premises and Tenant’s move into the Premises to the extent caused by a “Commencement Date Delay,” as that term is defined below in this Section 5defined, in below, but only to the Premises which is caused solely by a “extent such Commencement Date Delay.” Delay causes the Substantial Completion of the Tenant Improvements and Tenant’s move into its Premises to occur after October 13,2015. As used herein, the term “Commencement Date Delay” shall mean only a “Force force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.15.1 of this Tenant Work Letter. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, terrorist acts, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, industryearthquakes or slow-wide labor strikes downs or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate shut downs to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentspermitting office. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay delays to the extent resulting from the acts or omissions of Landlord including, but not limited to (i) failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) material and unreasonable interference by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Tenant Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion Substantial Completion of the Tenant ImprovementsImprovements and which objectively preclude or delay the construction of tenant improvements in the Building or move into the Premises by any person, which interference relates to access by Tenant, or Tenant’s Agents 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 or Landlord Parties with respect to payment of the Tenant Improvement Allowance (except as otherwise allowed under this Tenant Work Letter) and/or cessation of work as a result thereof; or (iv) failure to deliver to Tenant sole and exclusive possession of the Premises in the Delivery Condition required by the Lease by September 1, 2015.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur and/or Must Take Commencement Date, as provided in Section 4 of the Amendmentapplicable, provided that the Expansion Commencement Date shall be delayed extended by the number of days of delay of the “one (1) day for each day Tenant’s substantial completion of the Tenant ImprovementsImprovements in the initial Premises or the Must Take Space, as applicable (excluding “Tenant’s Lobby Work,” as that term is defined below in this Section 52.4, in the Premises which below) is caused solely by actually delayed due to a “Commencement Date Delay.” As used herein, the term “Commencement Date Delay” shall mean only a “Force Majeure Landlord Delay” or a “Landlord Caused Tenant Force Majeure Delay,” as those terms are defined below in this Section 5.1below. As used herein, the term . “Tenant Force Majeure Delay” shall mean only acts of God, casualties, natural disasters, strikes, war, terrorist attacks, lockouts, labor disputes or civil commotion. As used herein, “Landlord Delay” shall mean an actual delay resulting from fire, earthquake, explosion, flood, hurricane, in the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction performance of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of (excluding Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay ’s Lobby Work) resulting from the unreasonable acts or omissions of Landlord including, but not limited to (i) failure of Landlord to timely approve or disapprove the Construction Drawingsany construction documents as required pursuant to this Tenant Work Letter; (ii) unreasonable and material interference by Landlord, the Final Space Plan and/or the Approved Working Drawingits employees, and such failure results in an actual delay of agents or contractors with the completion of the Tenant ImprovementsImprovements (including the impairment of Tenant’s contractors’ or vendors’ or employees’ access to the Premises or the Must Take Space, failure to provide reasonable access to the Property’s loading docks or other facilities necessary for the construction of the Tenant Improvements and/or the movement of materials and personnel to the Premises or the Must Take Space for such purpose), whether such failure is due to the competing needs of other tenants, or Landlord, or otherwise; provided that it shall not be deemed unreasonable and material interference to the extent the allocation of such resources is equitable amongst the tenants needing to use such resources; and (iii) delays due to the acts or failures to act of Landlord, its agents or contractors with respect to payment of the Tenant Improvement Allowance. If Tenant contends that a Tenant Force Majeure Delay or a Landlord Delay has occurred, Tenant shall notify Landlord in writing (the “Delay Notice”) of the event which constitutes such Tenant Force Majeure Delay or Landlord Delay, as applicable; such notice may, for the purposes of this Section 1.3., EXHIBIT B -2- ▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ [Airbnb, Inc.] be via electronic mail to Landlord’s construction representative described in Section 5.2 below. If the actions or inactions or circumstances described in the Delay Notice qualify as a Tenant Force Majeure Delay or a Landlord Delay, as applicable, and are not cured by Landlord within one (1) business day after Landlord’s receipt of the Delay Notice, then a Tenant Force Majeure Delay or Landlord Delay, as applicable, shall be deemed to have occurred commencing as of the expiration of the one (1) business day period.

Lease Commencement Date Delays. The Expansion applicable Lease Commencement Date shall occur as provided in Section 4 3.1 of the Amendmentthis Lease, provided that the Expansion applicable Lease Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements in the Premises to the extent caused by a "Lease Commencement Date Delay,” " as that term is defined below in this Section 5defined, in the Premises which is caused solely by a “Commencement Date Delay.” below. As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.15.1 of this Work Letter. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, terrorist acts, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay delays to the extent resulting from the following acts or omissions of Landlord or Landlord's agents, employees or contractors: (i) the failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) interference (when judged in accordance with industry custom and practice) by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay Substantial Completion of the completion Improvements and which objectively preclude or delay the construction of improvements in the Building by any person, which interference relates to access by Tenant, or Tenant's Agents to the Building; or (iii) delays due to the acts or failures to act of Landlord or 738132.04/▇▇▇▇▇▇▇▇▇-00001/6-26-15/alf/alf EXHIBIT ▇-▇▇- ▇▇▇ ▇▇▇▇▇▇▇[Dropbox, Inc.] Landlord Parties with respect to payment of the Improvement Allowance (except as otherwise allowed under this Work Letter) but Tenant Improvementsshall have a right to suspend its design and construction of its Improvements if Landlord fails to reimburse Tenant all or any part of the Improvement Allowance when due.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 Article 2 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “"substantial completion of the Tenant Improvements,” " as that term is defined below in this Section 5, in the Premises which is caused solely by a “"Lease Commencement Date Delay.” " As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.1. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful wilful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay resulting from the acts or omissions of Landlord including, but not limited to, (i) failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) unreasonable and material interference by Landlord, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of its agents or contractors with the completion of the Tenant ImprovementsImprovements and which would objectively preclude construction of tenant improvements in the Building by any person; and (iii) delays due to the acts or failures to act of Landlord, its agents or contractors with respect to payment of the Tenant Improvement Allowance and/or any cessation of work upon the Tenant Improvements as a result thereof; and (iv) Landlord's failure to deliver the Base Building to Tenant prior to January 2, 1997, provided that Tenant acknowledges that as of such date Landlord will not yet have completed the Base Building Work, and that such delivery of the Base Building without the Base Building Work being completed shall not be a Landlord Caused Delay.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1 of the AmendmentLease, provided that the Expansion Lease Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements (as defined below) to the extent caused by a "Lease Commencement Date Delay,” " as that term is defined below in this Section 5below, in but only to the Premises extent such Lease Commencement Date Delay causes the Substantial Completion of the Tenant Improvements to occur after the date which is caused solely by a “the later of (a) the Lease Commencement Date Delay.” and (b) seven (7) months following the Delivery Date. As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.15.1 of this Work Letter. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from industry-wide strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, earthquakes, or actual, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source delay affecting all similar works of union labor or substitute materials at a reasonable cost necessary for completing construction in the Tenant Improvements), or governmental acts (which do not specifically relate to the construction vicinity of the Tenant Improvements and which objectively preclude construction Building, including by reason of tenant improvements in the Building by regulation or order of any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsgovernmental agency. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay delays in achieving the Substantial Completion of the Tenant Improvements to the extent resulting from (i) the failure of Landlord to timely approve or disapprove the Construction Final Space Plan, Final Working Drawings, Tenant Improvement Changes, TI Contractor or Tenant's other Agents or to otherwise timely act in accordance with the Final Space Plan and/or deadlines set forth in this Tenant Work Letter; (ii) unreasonable (when judged in accordance with industry custom and practice) interference by Landlord, its agents or Landlord Parties (except as otherwise allowed by this Tenant Work Letter) with the Approved Working Drawing, and such failure results in an actual delay Substantial Completion of the completion Tenant Improvements and which objectively preclude or delay the construction of the Tenant Improvements; (iii) the acts or failures to act of Landlord or Landlord Parties with respect to payment of the Tenant EXHIBIT B-16- ONE TEHAMA[Social Finance, Inc.] Improvement Allowance (except as otherwise allowed under this Tenant Work Letter), but the same shall only constitute a delay until Tenant is entitled to offset the Tenant Improvement Allowance pursuant to Section 2.5 above; (iv) the failure of Landlord Work to be constructed in accordance with Applicable Laws or any defects or deficiencies in the Landlord Work; (v) any deficiency in the path of travel drawings provided by Landlord that delays the issuance of any Permit; (vi) any other act or omission of Landlord, its contractors, subcontractors, agents or any Landlord Party; or (vii) Landlord's failure to cause (or be deemed to have caused) the Delivery Date to occur seven (7) months prior to the Lease Commencement Date.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 Article 2 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “"substantial completion of the Tenant Improvements,” " as that term is defined below in this Section 5, in the Premises which is caused solely by a “"Lease Commencement Date Delay.” " As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.15.1 of this Tenant Work Letter. As used herein, the term “Force Majeure Delay” "FORCE MAJEURE DELAY" shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “Landlord Caused Delay” "LANDLORD CAUSED DELAY" shall mean only an actual delay delays in Tenant's construction of the Tenant Improvements resulting from (i) any breach of the Lease by Landlord (including, without limitation, failure to timely fund an installment of the Tenant Improvement Allowance); (ii) material interference with Tenant's construction of the Tenant Improvements to the extent resulting from Landlord's failure to substantially complete items 1.2.1, 1.2.2, 1.2.3, 1.2.4, 1.2.5, 1.2.6, 1.2.8, 1.2.10, and/or 1.2.11 of Landlord's Work on or before August 15, 1998; (iii) Landlord's failure to grant Tenant reasonable access to the Premises, parking areas, and loading and hoisting facilities, (iv) Landlord's failure to deliver Landlord's Work in compliance with in compliance with the terms of this Lease, (v) material and unreasonable interference by Landlord in Tenant's completion of the Tenant Improvements (provided that Landlord's disapproval on any item requiring Landlord's consent subject to and in accordance with the terms of this Tenant Work Letter shall not be a Lease Commencement Date Delay), (vi) delays in granting or denying Landlord's approval beyond the applicable period of time set forth in this Tenant Work Letter, and (vii) failure of Landlord to timely approve or disapprove provide one (1) elevator for Tenant's use during the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of construction the Tenant Improvements, the delivery of Tenant's furniture, and Tenant's move into the Premises.

Lease Commencement Date Delays. The Expansion Lease Commencement Date for -------------------------------- the Initial Premises shall occur as provided in Section 4 SECTION 5.2 of the AmendmentSummary, ----------- provided that the Expansion Commencement Date it shall be delayed by the number of days one (1) day for each day of delay of the “"substantial completion of the Tenant Improvements,” " as that term is defined below in this Section 5SECTION 5.3, in to the Premises which is extent caused solely by a “"Lease Commencement Date Delay.” " ----------- As used herein, the term “Commencement Date Delay” "LEASE COMMENCEMENT DATE DELAY" shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section SECTION 5.1. As used herein, the term “Force Majeure Delay” "FORCE MAJEURE DELAY" shall ----------- mean only an actual delay in the substantial completion of the Tenant Improvements to the extent resulting from fire"Force Majeure" (as defined in SECTION ------- 19.24 of the Lease). Notwithstanding the foregoing, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or Force Majeure Delay shall ----- not include governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which would not objectively preclude delay construction of tenant other general office improvements in the Building Project by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” "LANDLORD CAUSED DELAY" shall mean mean, notwithstanding anything to the contrary set forth in this Tenant Work Letter, only an those actual delay delays in the substantial completion of the Tenant Improvements to the extent resulting from the failure acts or omissions of Landlord or Landlord Parties including, but not limited to: (i) failure to timely approve or disapprove the any Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of ; (ii) material interference with the completion of the Tenant ImprovementsImprovements which objectively precludes construction of Tenant Improvements in the Project by any person, which interference relates to access to, or use of, by Tenant, its agents and contractors, the Building, Building facilities (including loading docks and freight elevators) or services (including temporary power and parking areas as provided herein) and Project Common Areas during normal construction hours; (iii) delays with respect to payment of the Tenant Improvement Allowance and/or any cessation of work upon the Tenant Improvements as a result thereof; (iv) the failure to remediate Hazardous Materials discovered in the Building or the Project which are in violation of current laws, and which were not introduced into the Project by Tenant or its EXHIBIT C - Page 14 TISHMAN WARNER CENTER VENTURE, LLC [20th Century Industries; 6303 Owensmouth] agents; (v) the failure of the Base, Shell and Core to comply with Code on an unoccupied basis; (vi) delays in designing and constructing the Tenant Improvements due to material inaccuracies in the Base Building Plans provided to Tenant by Landlord (except to the extent such delays would have been avoided had Tenant reasonably verified such Base Building Plans as required pursuant to this Tenant Work Letter); (vii) delay in obtaining a Temporary Certificate of Occupancy (or its equivalent) for the Building on an unoccupied basis by the appropriate governmental authorities; (viii) failure to provide Tenant with access to the Premises for purposes of installing the Tenant Improvements and Tenant's other fixtures, furnishings and equipment, after Tenant has received applicable building permits and other governmental approvals; (ix) failure to cause a particular floor of the Premises to be delivered to Tenant Ready for Construction on or before the Delivery Date for such floor as set forth in SECTION 2.1 of the Lease (provided that the aggregate amount of Landlord Caused ---------- Delay calculated under this item (ix) shall not exceed the largest amount of delay in failing to meet any particular Delivery Date); and (x) any other causes which are defined as a Landlord Caused Delay elsewhere in this Tenant Work Letter.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 Article 2 of this Lease and the commencement of the Amendmentpayment of Base Rent shall occur as set forth in the Lease, provided that the Expansion Commencement Date applicable Construction Period shall be delayed by the number of days of delay of the “"substantial completion of the Tenant Improvements,” " as that term is defined below in this Section 5, in the portion of the Premises to which such Construction Period relates which is caused solely by a “"Lease Commencement Date Delay.” " As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.15.1 of this Tenant Work Letter. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay delays in Tenant's construction of the Tenant Improvements resulting from (i) any breach of the Lease by Landlord (including, without limitation, failure to timely fund an installment of the Tenant Improvement Allowance); (ii) Landlord's failure to grant Tenant reasonable access to the Premises, parking areas, and loading facilities, (iii) delays in granting or denying Landlord's approval beyond the applicable period of time set forth in this Tenant Work Letter, (iv) material interference with Tenant's construction of the Tenant Improvements to the extent resulting from Landlord's failure to deliver the Base Building portions of the Premises in the condition set forth in Section 1 of this Tenant Work Letter; (v) material and unreasonable interference by Landlord in Tenant's completion of the Tenant Improvements (provided that Landlord's disapproval on any item requiring Landlord's consent subject to and in accordance with the terms of this Tenant Work Letter shall not be a Lease Commencement Date Delay), and (vi) failure of Landlord to timely approve or disapprove provide one (1) elevator for Tenant's use during the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of construction the Tenant Improvements., the delivery of Tenant's furniture, and Tenant's move into the Premises. EXHIBIT B -9- 61

Lease Commencement Date Delays. The Expansion applicable Lease Commencement Date shall occur as provided in Section 4 3.2 of the Amendmentthis Lease, provided that the Expansion applicable Lease Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant Improvements,” Improvements in the applicable Premises to the extent caused by a Lease Commencement Date Delay, as that term is defined below in this Section 5below, in but only to the Premises which is caused solely by a “extent such Lease Commencement Date Delay.” Delay causes the Substantial Completion of the Improvements to occur after July 1, 2015, with respect to the Building A Premises and after January 1, 2017, with respect to the Building B Premises. As used herein, the term “Lease Commencement Date Delay” shall mean only a “Force Majeure Delay” Delay or a “Landlord Caused Delay,” , as those terms are defined below in this Section 5.15.1 of this Work Letter. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the applicable Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, sabotage, war, terrorist acts, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentsearthquakes. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay delays to the extent resulting from (i) the failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) interference (when judged in accordance with industry custom and practice) by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay Substantial Completion of the completion Improvements and which objectively preclude or delay the construction of improvements in the applicable Building by any person, which interference relates to access by Tenant, or Tenant’s Agents to the applicable Building; or (iii) delays due to the acts or failures to act of Landlord or Landlord Parties with respect to payment of the Improvement Allowance (except as otherwise allowed under this Work Letter) but Tenant Improvementsshall have a right to suspend its design and construction of its Improvements if Landlord fails to reimburse Tenant all or any part of the Improvement Allowance when due.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant Improvements,” Improvements to the extent caused by a Lease Commencement Date Delay, as that term is defined below in this Section 5below, in but only to the Premises which is caused solely by a “extent such Lease Commencement Date Delay.” As used hereinDelay causes the Substantial Completion of the Tenant Improvements to occur after January 1, the term “Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.12019. As used herein, the term “Force Majeure "Lease Commencement Date Delay” " shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay resulting from (i) the failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) interference (when judged in accordance with industry custom and practice) by Landlord, its agents or Landlord Parties with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion Substantial Completion of the Tenant ImprovementsImprovements and which objectively preclude or delay the construction of improvements in the Building by any person, which interference relates to access by Tenant, or Tenant's Agents to the Building; or (iii) delays due to the acts or failures to act of Landlord or Landlord Parties with respect to payment of the Tenant Improvement Allowance (except as otherwise allowed under this Tenant Work Letter), but Tenant shall have a right to suspend its design and construction of its Tenant Improvements if Landlord fails to reimburse Tenant all or any part of the Tenant Improvement Allowance when due.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1 of this Lease and Section 3.2 of the AmendmentSummary, provided that the Expansion Lease Commencement Date shall be delayed extended by the number of days of actual delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements in the Premises and Tenant's move into the Premises to the extent caused by a "Commencement Date Delay,” " as that term is defined below in this Section 5defined, in below, but only to the Premises which is caused solely by a “extent such Commencement Date Delay.” Delay causes the Substantial Completion of the Tenant Improvements and Tenant’s move into its Premises to occur after October 13, 2015. As used herein, the term “"Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.15.1 of this Tenant Work Letter. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from strikes, fire, earthquakewind, damage or destruction to the Building, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, terrorist acts, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, industryearthquakes or slow-wide labor strikes downs or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate shut downs to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agentspermitting office. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay delays to the extent resulting from the acts or omissions of Landlord including, but not limited to (i) failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) material and unreasonable interference by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Tenant Work Letter) with the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion Substantial Completion of the Tenant ImprovementsImprovements and which objectively preclude or delay the construction of tenant improvements in the Building or move into the Premises by any person, which interference relates to access by Tenant, or Tenant's Agents 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 or Landlord Parties with respect to payment of the Tenant Improvement Allowance (except as otherwise allowed under this Tenant Work Letter) and/or cessation of work as a result thereof; EXHIBIT B-9- TWO CIRCLE STAR WAY(Single-Tenant Lease Form)[Rovi Corporation] or (iv) failure to deliver to Tenant sole and exclusive possession of the Premises in the Delivery Condition required by the Lease by September 1, 2015.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 Article 2 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “substantial completion of the Tenant Improvements,” as that term ‘is defined below in this Section SECTION 5, in the Premises which is to the extent caused solely by a “Commencement Date Delay.,” provided that a Commencement Date Delay shall only occur to the extent the substantial completion of the Tenant Improvements is delayed beyond January 1, 1996. In addition, the Lease Expiration Date shall be automatically extended one day for each day the Lease Conunencement Date is delayed. As used herein, the term “Commencement Date DelayCOMMENCEMENT DATE DELAY” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.1. As used herein, the term “Force Majeure DelayFORCE MAJEURE DELAY” shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts, including law changes, changes in interpretation of laws or the construction rules and regulations, delays attributable to the acts of third parties not under contract with Tenant in obtaining the issuance of permits and the obtaining of inspections beyond customary time periods, which objectively preclude construction of tenant improvements in the Building by any person. As used in this Tent Work Letter, “LANDLORD CAUSED DELAY” shall mean actual delays to the extent resulting from the acts or omissions of Landlord (which do acts are not specifically relate expressly permitted by the terms of the Lease or this Tenant Work Letter) including, but not limited to, (i) failure of Landlord to timely approve or disapprove any Construction Drawings; (ii) subject to Landlord’s reasonable construction rules and regulations and reasonable notice requirements contained therein, material interference by Landlord, its agents or contractors with the construction completion of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything , which interference relates to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused access by the negligence or willful misconduct of Tenant, its agents and contractors to the Building or agentsany 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 or contractors with respect to payment of the Tenant Improvement Allowance and/or any cessation of work upon the Tenant Improvements as a result thereof; and (iv) Landlord’s failure to complete and deliver the Base Building on or before the date which is thirty (30) days after the full execution and delivery of this Lease. As used in this Tenant Work LetterLandlord hereby agrees that, a “notwithstanding the occurrence of the Lease Commencement Date, Landlord shall use commercially reasonable efforts to avoid any Landlord Caused Delay” shall mean only an actual delay resulting from the failure of Landlord to timely approve or disapprove the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of the Tenant Improvements.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall ------------------------------ occur as provided in Section 4 Article 2 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “"substantial completion of the Tenant Improvements,” " as that term is defined below in this Section 5, in the Premises which is caused solely by a “"Lease Commencement Date Delay.” " As used herein, the term “"Lease Commencement Date Delay” " shall mean only a “"Force Majeure Delay” " or a “"Landlord Caused Delay,” " as those terms are defined below in this Section 5.1. As used herein, the term “"Force Majeure Delay” " shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful wilful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “"Landlord Caused Delay” " shall mean only an actual delay resulting from the acts or omissions of Landlord including, but not limited to, (i) failure of Landlord to timely approve or disapprove the any Construction Drawings; (ii) unreasonable and material interference by Landlord, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of its agents or contractors with the completion of the Tenant ImprovementsImprovements and which objectively preclude construction of tenant improvements in the Building by any person, which interference relates to access by Tenant, its agents and contractors to the Building during normal construction hours, or the use thereof during normal construction hours; and (iii) delays due to the acts or failures to act of Landlord, its agents or contractors with respect to payment of the Tenant Improvement Allowance and/or any cessation of work upon the Tenant Improvements as a result thereof.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 Article 2 of the Amendmentthis Lease, provided that the Expansion Lease Commencement Date shall be delayed by the number of days of delay of the “substantial completion of the Tenant Improvements,” as that term is defined below in this Section 5, in the Premises which is caused solely by a “Lease Commencement Date Delay.” ”, provided further that, notwithstanding anything in this Section 5 to the contrary, in no event shall the Lease Commencement Date be extended pursuant to the terms of this Section 5 beyond December 31, 2005. As used herein, the term “Lease Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delivery Delay,” as those terms are defined below in this Section 5.1. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from fire, earthquake, explosion, flood, hurricane, the elements, acts of God or the public enemy, war, invasion, insurrection, rebellion, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source of union labor or substitute materials at a reasonable cost necessary for completing the Tenant Improvements), or governmental acts and delays (which do not specifically relate beyond eight (8) weeks following the date of Tenant’s submission of Landlord approved plans) for Tenant to the construction of obtain permits for the Tenant Improvements (except to the extent any such delay results from or is related to (i) the Tenant Improvements including improvements which are not typical and which objectively preclude construction customary general office tenant improvements, (ii) Tenant’s failure to respond to governmental requests and/or requirements on a commercially reasonable basis (including, without limitation, with respect to timing of tenant resubmissions), and (iii) Tenant’s failure to cause ▇▇▇▇▇▇’s plans or the improvements in the Building by any personcontained therein to comply with Applicable Laws). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful wilful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delivery Delay” shall mean only an actual delay resulting from ▇▇▇▇▇▇▇▇’s failure to promptly deliver the failure Premises to Tenant following ▇▇▇▇▇▇’s request following the full execution and unconditional delivery of Landlord to timely approve or disapprove the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion of the Tenant Improvementsthis Lease.

Lease Commencement Date Delays. The Expansion Lease Commencement Date shall occur as provided in Section 4 2.1.1 of this Lease and each Tranche Rent Commencement Date shall occur as set forth in Section 2.1.1 of the AmendmentLease, provided that the Expansion Lease Commencement Date and any Tranche Rent Commencement Date shall be delayed extended by the number of days of delay of the “substantial completion Substantial Completion of the Tenant ImprovementsImprovements in the subject Tranche and/or Tenant’s move into the subject Tranche when desired by Tenant to the extent caused by a “Commencement Date Delay,” as that term is defined below in this Section 5, in the Premises which is caused solely by a “Commencement Date Delay.” below. As used herein, the term “Commencement Date Delay” shall mean only a “Force Majeure Delay” or a “Landlord Caused Delay,” as those terms are defined below in this Section 5.15.1 of this Tenant Work Letter. As used herein, the term “Force Majeure Delay” shall mean only an actual delay resulting from fire, earthquakewind, damage or destruction to the Buildings, explosion, casualty, flood, hurricane, tornado, the elements, acts of God or the public enemy, strikes, sabotage, war, invasion, insurrection, rebellion, civil unrest, riots, industry-wide labor strikes or lockouts (which objectively preclude Tenant from obtaining from any reasonable source earthquakes, failure of union utilities, inability to secure labor or substitute materials at a or reasonable cost necessary for completing substitutions therefor or inability to secure permits and governmental inspections beyond the time period that would normally be required to secure such permits and inspections on an objective basis by any other person or entity constructing improvements comparable to the Tenant Improvements), or governmental acts (which do not specifically relate to the construction of the Tenant Improvements and which objectively preclude construction of tenant improvements in the Building by any person). Notwithstanding anything to the contrary contained herein, a Force Majeure Delay shall not include any of the foregoing delays to the extent caused by the negligence or willful misconduct of Tenant, its contractors or agents. As used in this Tenant Work Letter, a “Landlord Caused Delay” shall mean only an actual delay delays to the extent resulting from the acts or omissions of Landlord Parties, including without limitation, the (i) except to the extent Landlord’s approval under this Tenant Work Letter is deemed granted pursuant to the terms of this Tenant Work Letter, failure of Landlord to timely approve or disapprove any Construction Drawings or Change Orders or any other items within time periods set forth in this Tenant Work Letter or this Lease, as applicable, or otherwise within a reasonable period of time; (ii) material and unreasonable interference by Landlord, its agents or Landlord Parties (except as otherwise allowed under this Tenant Work Letter) with the Construction Drawings, the Final Space Plan and/or the Approved Working Drawing, and such failure results in an actual delay of the completion Substantial Completion of the Tenant Improvements.Improvements and which objectively preclude or delay the construction of general office use tenant improvements in the Buildings or any portion thereof, which interference relates to access by Tenant, or Tenant’s Agents to the Buildings or any Building’s facilities (including loading docks and freight elevators) or service and utilities (including temporary power and parking areas as provided herein) during normal construction hours, or the use thereof during normal construction hours, (iii) any delay in the funding of the Tenant Improvement Allowance by Landlord, (iv) a material breach by Landlord of a provision of this Tenant Work Letter or as specifically provided in Section 6.8 or 6.11 of this Tenant Work Letter (v) Landlord’s failure to maintain a temporary or permanent certificate of occupancy for the Building by the date of execution of this Lease, and (vi) the failure of Landlord to deliver the Base Building in substantially the condition required. EXHIBIT D [Electronic Arts]