Common use of Lease Commencement Date Clause in Contracts

Lease Commencement Date. Subject to Force Majeure and Tenant Delays (as hereinafter defined), Landlord shall use best efforts to cause Substantial Completion of the Premises to occur by the Target Commencement Date. Except as provided in this Section 4, the Lease Commencement Date shall occur as set forth in Article 2 of the Lease. If there shall be a delay or there are delays in the Substantial Completion of the Premises (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant Delay.

Lease Commencement Date. Subject to Force Majeure and Tenant Delays (as hereinafter defined), Landlord shall use best efforts to cause Substantial Completion of the Premises to occur by the Target Commencement Date. i) Except as otherwise provided in this Section 4subsection (c), the Lease Commencement Date shall occur as set forth be no later than thirty-five (35) days after notice from Tenant to Landlord of Tenant’s receipt of necessary regulatory approvals for its affiliate bank to be headquartered in Article 2 the State of Delaware, provided such regulatory approvals are received by July 1, 2010, meaning July 31, 2010 is the Lease“Benchmark Lease Commencement Deadline”). If there such approvals are not received by July 1, 2010, the following shall apply. Unless the Benchmark Lease Commencement Deadline is adjusted (such adjusted date being referred to as the “Adjusted Lease Commencement Date”), this Lease Agreement shall terminate at 11:59 p.m. on July 31, 2010. However, Tenant will have the unilateral right to declare August 31, 2010 the Adjusted Lease Commencement Deadline by paying to Landlord the amount of $ on or before July 31,2010. If the Lease Term has not commenced by August 31, 2010, each of Landlord and Tenant will have the right to extend the Adjusted Lease Commencement Deadline in one month intervals, which can be exercised on a delay month-to-month basis, for each month thereafter, and which will include Tenant’s obligation to pay to Landlord $ /month that the Lease Term has not commenced. Except as would apply to the month of August 2010, either Landlord or there are delays in Tenant can terminate the Substantial Completion of month-to-month extension rights upon 30-days notice. In any event, if the Premises (based upon Least Term has not commenced by 11:59 p.m. on the anticipated date of the occurrence Benchmark (or Adjusted) Lease Commencement Deadline, this Lease Agreement shall immediately terminate. (ii) In the event that Tenant receives notice that the above referenced regulatory approvals cannot be obtained, it shall notify Landlord within 5-Business days thereafter of Tenant’s election to either (i) commence the Lease Term notwithstanding such notice, or (ii) immediately terminate this Lease Agreement. (iii) The Lease Commencement Date shall be confirmed by Landlord and Tenant by the execution of a Confirmation of Lease Term (“COLT”) in the form attached hereto as set forth in Article 2 of the Lease) as a direct, indirect, partial, Exhibit “B”. If Tenant fails to execute or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything object to the contrary set forth in the Lease or this Tenant Work Letter and regardless COLT within ten (10) business days of the actual date its delivery, Landlord’s determination of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) such dates shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant Delayaccepted by Tenant.

Lease Commencement Date. Subject to Force Majeure and Tenant Delays (as hereinafter defined), Landlord The “Lease Commencement Date” shall use best efforts to cause be the date of Substantial Completion of the Premises in accordance with the Tenant Work Letter (as defined below), estimated to occur by be March 1, 2013. “Substantial Completion” means (i) a certificate of occupancy (permanent or temporary), or equivalent building inspection sign-off, from the Target Commencement DateCity of Carlsbad has been issued with respect to the Tenant Improvements (as defined below), (ii) all Building Systems (as defined below) are in good working order to support the operation of the Premises for the uses permitted under this Lease, and (iii) the office portion of the Tenant Improvements (which shall not include any machine shop or the installation of the Machine Shop Equipment, as defined below) are complete in accordance with Exhibit D other than with respect to industry standard punchlist items, which Landlord shall correct promptly thereafter. Except as provided in this Section 4The Parties acknowledge that, if the Lease Commencement Date shall occur as set forth occurs (a) later than April 1, 2013 (which date is subject to extension due to Lease Commencement Date Delay, defined in Article 2 Section 5.5 of the Lease. If there Tenant Work Letter), then Tenant shall as its sole remedy for such late delivery be a delay or there are delays in the Substantial Completion entitled to one and one-half days of the Premises free Base Rent for each day beyond April 1, 2013 (based upon the anticipated date of the occurrence of as extended, if applicable) that the Lease Commencement Date occurs; and (b) later than May 1, 2013 (which date is subject to extension due to Lease Commencement Date Delay), then Tenant shall as set forth in Article 2 its sole remedy for such late delivery be entitled to two days of the Leasefree Base Rent for each day beyond May 1, 2013 (as extended, if applicable) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining that the Lease Commencement DateDate occurs (in addition to the free Base Rent already accrued pursuant to subsection “a” above). If the Lease Commencement Date has not occurred by July 1, 2013 (which date is subject to extension due to Lease Commencement Date Delay) shall be deemed to be the date Substantial Completion then Tenant may at its election terminate this Lease by delivery of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant DelayLandlord.

Lease Commencement Date. Subject The earlier to Force Majeure occur of (i) the date upon which Tenant first commences to conduct business in the Premises and (ii) the date upon which the Premises are Ready for Occupancy. The term “Ready for Occupancy” shall mean that the Tenant Improvements are substantially completed in accordance with the Approved Plans, and a temporary or permanent certificate of occupancy (or local equivalent) has been issued for the Premises. The Lease Commencement Date is subject to adjustment on a day-for-day basis for delays in completion of the Tenant Improvements caused by Tenant Delays (as hereinafter defineddefined in Exhibit B), Landlord shall use best efforts to cause Substantial Completion extra lead time required for above-Building Standard items, and change orders made after Landlord’s approval of the Premises Plans. The estimated Lease Commencement Date is July 18, 2014. Tenant acknowledges that the foregoing is only an estimate based on the information available to occur by Landlord as of the Target Commencement Execution Date. Except Landlord makes no representation or warranty as provided in to what the actual Lease Commencement Date will be. The Base Building Improvements will be substantially completed and delivered to Tenant simultaneously with the Tenant Improvements. Provided this Section 4Lease is executed and delivered by Tenant on or before February 28, 2014, if the Lease Commencement Date shall does not occur on or before June 1, 2014 (the “Outside Date”), except to the extent due to governmental delays, Force Majeure and/or Tenant Delays, then, as Tenant’s sole remedy therefor except as otherwise expressly set forth in Article 2 of the Lease. If there herein, Tenant shall be entitled to a delay or there are delays in credit against the Substantial Completion of Base Rent first coming due under this Lease after the Premises (based upon Abatement Period equal to the anticipated date of total amount actually paid by Tenant to its current lessor during the occurrence of period from the Outside Date through the Lease Commencement Date as set forth in Article 2 of (the Lease“Delay Period”) as a directholdover premium (i.e., indirect, partial, or total result of any the premium rental paid in excess of the following (collectivelyprior rent), “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant with the credit for the last month of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in such premium being prorated if the Lease or this Commencement Date falls on other than the first of a month; provided, however, in no event shall the amount credited on account of such premium rental exceed $25,000 per month during the Delay Period. As a condition to its receipt of such credit, Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premisesshall furnish Landlord, the date of Substantial Completion (for purposes of determining promptly following the Lease Commencement Date) shall be deemed to be the date Substantial Completion , with a true, complete and correct copy of the Premises would have occurred if no Tenant Delaysholdover provision from its current lease, as set forth aboveamended prior to the Execution Date, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant and reasonable evidence of the holdover premium it paid during the Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant DelayPeriod. If such action or inaction The Outside Date is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed subject to have occurred commencing extension due to delays by Landlord in delivering the Base Building Improvements as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, specified in fact, delayed, as a result of such Tenant Delay.Exhibit B.

Lease Commencement Date. Subject to Force Majeure and Tenant Delays The Lease Commencement Date for the Premises shall be the later of the following dates: (as hereinafter defined), Landlord shall use best efforts to cause a) Substantial Completion of the Building; or (b) December 23, 2005. As used herein, the terms “Substantial Completion” and “Substantially Complete” means that (i) a temporary Certificate of Occupancy for the Building has been issued; (ii) at least ninety-five percent (95%) of all detail work that is the responsibility of the Landlord is in place; (iii) all mechanical, electrical, HVAC, elevators, life-safety and communication systems shall be operational in the Building and on the Premises; (iv) a punch list that reflects less than five percent (5%) of the total work that is the obligation or under the control of the Landlord is left to be completed; (v) all common area improvements for the Premises shall be at least ninety-five percent (95%) complete, including, but not limited to, the roadways, parking lot, landscaping, Building lobby, and entrances thereto, corridors and restrooms; and (vi) the Premises are suitable for the conduct of Tenant’s daily business operations. Tenant may, after receipt of Landlord’s prior approval, which approval shall not be unreasonably withheld, conditioned or delayed, (and subject to occur by local municipal approval as applicable) enter onto the Target Commencement Date. Except as provided in this Section 4, Premises from time to time prior to the Lease Commencement Date shall occur as set forth in Article 2 for the purpose of employee training and to install its furniture, equipment and phone system, all at Tenant’s expense. Landlord covenants, represents and warrants that the Lease. If there shall be a delay or there are delays in the Substantial Completion data center portion of the Premises (based upon will be completed on or before August 26, 2005; Landlord shall permit Tenant to have access to the anticipated date data center portion of Premises for the occurrence purpose of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 installing data center equipment at Tenant’s failure expense on or before said date. Landlord shall permit Tenant to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of have early access to the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access remainder of the Premises pursuant for the purpose of: (a) installing of furniture and equipment on or before December 13, 2005; and (b) conducting public relations events, including a job fair and related activities, on or before December 13, 2005 (both at Tenant’s expense and subject to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless Tenant’s receipt of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) municipal approval as applicable). All early access granted hereunder shall be deemed to be upon all the date Substantial Completion terms, covenants, conditions and provisions of this Lease, including specifically Section F of Exhibit “B”, except for the Premises would have occurred if no payment of Rent. Deadlines and performance obligations of Landlord and Tenant Delayspursuant to this Section 9.1 are subject to Force Majeure, as set forth above, had occurred; provided that except as set forth defined in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant Delay31.

Lease Commencement Date. Subject to Force Majeure and Tenant Delays (as hereinafter defined), 4.01 Landlord shall use best efforts to cause notify Tenant when Substantial Completion of has been ---- achieved and the Premises Lease Commencement Date shall be established as set forth in the Lease. Notwithstanding anything to occur by the Target Commencement Date. Except as provided contrary contained in the Lease or this Section 4Schedule, the Lease Commencement Date shall occur as set forth not be extended for any delay in Article 2 Substantial Completion to the extent that such delay is caused in whole or in part by any act or omission attributable to Tenant, including without limitation: (a) Tenant's request for any Leasehold Improvements which require materials which need to be ordered and are not immediately available; (b) Tenant's failure to furnish promptly information concerning Tenant's requirements pertaining to construction of the Lease. Leasehold Improvements or any other information requested by the Landlord as necessary or useful to prepare the Construction Documents; (c) Tenant's failure to approve promptly the Construction Documents and Final Cost; and (d) Tenant's request for any changes in the Leasehold Improvements from the work as reflected in the Construction Documents. 4.02 In any event, Rent payable under the Lease shall not ▇▇▇▇▇ by reason ---- of any delay, expense or other burden arising out of or incurred in connection with the design or construction of the Leasehold Improvements to the extent that such delay, expense or other burden is caused in whole or in part by any act or omission attributable to Tenant (including, without limitation, the acts and omissions referred to in subparagraphs (a) through (d) of paragraph 4.01 above). 4.03 If there substantial completion is delayed more than 30 days beyond ---- September 1, 1998 due to Landlord's inability to deliver the Leased Premises, Base Rent shall be a delay or there are delays in the Substantial Completion abated for each day of the Premises (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant DelayLandlord's delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant Delay.Initial Here ------------- /s/ J.N. ------------- /s/ -------------

Lease Commencement Date. Tenant acknowledges that Landlord will construct the office building in accordance with the provisions of Article III of the Lease. The obligations of the Landlord and Tenant as set forth in this Lease are expressly CONTINGENT upon the Landlord obtaining from all governmental entities having jurisdiction over the Leased Premises, all permits and authorizations to construct and shall commence construction of Pavilion 6 on or before September 15, 1989. Subject to Force Majeure the foregoing, Landlord agrees to deliver to Tenant the Leased Premises not later than July 15, 1990. If for any reason Landlord is unable to deliver the Leased Premises to the Tenant with tenant improvements reasonably complete (provided Tenant has selected Landlord to construct the tenant improvements) by July 15, 1990, then in that event Tenant's sole and exclusive remedy shall be the right of the Tenant Delays to terminate this Lease, receive a refund of any deposit made by Tenant to Landlord and thereafter, this Lease will become null and void. Should Tenant elect to terminate this Lease pursuant to this Paragraph 1, then Tenant must deliver written notice of such election during the period July 16, 1990 to July 25, 1990, time being of the essence as to Tenant's notice obligation. The Lease Commencement Date shall commence upon (as hereinafter defineda) Tenant occupying the Leased Premises, or (b) ninety (90) days subsequent to the date Landlord obtains a Certificate of Occupancy (either temporary or permanent) for Pavilion 6 (shell), Landlord whichever event shall use best efforts to cause Substantial Completion first occur; provided, however, if Tenant has complied with the provisions of Paragraph 2 below AND Tenant elects that the Premises to occur by Landlord's contractor will construct the Target Commencement Date. Except as provided in this Section 4Tenant Improvements, then the Lease Commencement Date shall occur as set forth in Article 2 of the Lease. If there shall be a delay or there are delays in the Substantial Completion of the Premises (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion that a Certificate of Occupancy is issued for the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Improvements. If Tenant Delay shall be deemed elects to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes use a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such noticeImprovement contractor selected by Tenant, then a Tenant Delay shall be deemed to have occurred commencing as of in that event the date such notice is received and continuing for the number of days Landlord agrees that the Substantial Completion Tenant Improvement contractor will have access to the Leased Premises not later than April 15, 1990 to begin construction of the Tenant Improvements was(provided, in facthowever, delayed, as a result that Tenant must comply with all governmental regulations and obtain all governmental permits prior to access to the Leased Premises and initiating the Tenant Improvements construction). Landlord shall notify Tenant of such the date construction is initiated for Pavilion 6 (shell) and the estimated date of completion of Pavilion 6 (shell) so that Tenant Delaymay coordinate construction of the Tenant Improvements.

Lease Commencement Date. Subject to Force Majeure and Tenant Delays (as hereinafter defined), Landlord The base term of this Lease shall use best efforts to cause Substantial Completion commence on the first day of the Premises to occur by month following the Target Commencement Date. Except as provided in this Section 4, the Lease Commencement Date shall occur as set forth in Article 2 and terminate upon the expiration of the Leasenumber months specified in "Terms" above. If there This Lease may be terminated by Lessee at the end of the base term if one hundred eighty (180) days prior to the end of the base term, written notice of such termination is delivered to Lessor (by certified mail). This Lease may be terminated by Lessor at the end of the base term if at least thirty (30) days prior to the end of the base term, written notice of such termination is delivered to Lessee (by certified mail). Otherwise the term of this Lease automatically shall be extended for a delay or there are delays in successive one-year period following the Substantial Completion end of the Premises initial base term at the monthly rent stated in "Terms" above. During this extension period, Lessor, at its sole option, may terminate this Lease upon sixty (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease60) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided days prior written notice to Tenant specifying Lessee (by certified mail). After the action extension period, this Lease may be terminated by either Lessor or inaction Lessee at the end of any calendar month, provided one hundred twenty (120) days prior written notice of such termination is delivered to the other party (by certified mail). Lessor and Lessee agree that Landlord contends constitutes the Lessee has no option to purchase the Equipment at the end of the base term unless a Tenant Delaypurchase option agreement has been duly executed by both parties. If such action ------------------------------------------------------------------------------- SECTION 4. DISCLAIMER OF WARRANTIES AND CLAIMS: LIMITATION OF REMEDIES. THERE ARE NO WARRANTIES BY OR ON BEHALF OF LESSOR: Lessee acknowledges and agrees by his signature below as follows: A. LESSOR MAKES NO WARRANTIES EITHER EXPRESS OR IMPLIED AS TO THE CONDITION OF THE EQUIPMENT, ITS MERCHANTABILITY, ITS FITNESS OR SUITABILITY FOR ANY PARTICULAR PURPOSE, ITS DESIGN, ITS CAPACITY, ITS QUALITY, OR WITH RESPECT TO ANY CHARACTERISTICS OF THE EQUIPMENT; B. Lessee has fully inspected the Equipment which it has requested Lessor to acquire and Lease to Lessee, and the Equipment is in good condition and to Lessee's complete satisfaction; C. Lessee leases the Equipment "as is" and with all faults; D. Lessee specifically acknowledges that the Equipment is leased to Lessee solely for commercial or inaction business purposes and is not cured for personal, family, household, or terminated within one (1) business day after receipt agricultural purposes; E. If the Equipment is not properly installed, does not operate as represented or warranted by the supplier, vendor or manufacturer, or is unsatisfactory for any reason, regardless of such noticecause or consequence, then a Tenant Delay Lessee's only remedy, if any, shall be deemed to have occurred commencing as against the supplier/vendor or manufacturer of the date such notice is received Equipment and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, as a result of such Tenant Delay.not against Lessor;

Lease Commencement Date. Subject (a) The Lease Commencement Date shall be July 1, 1998 or such later date on which Landlord delivers possession of the Phase I Premises to Force Majeure Tenant ("Lease Commencement Date"). (b) It is presently anticipated that the Phase I Premises will be made available to Tenant for occupancy on July 1, 1998 and Tenant Delays (as hereinafter defined)the Phase II Premises will be made available on December 1, 1998; provided, however, if Landlord is unable for any reason to deliver possession of the Premises by such dates, Landlord shall use best efforts not have any liability whatsoever to cause Substantial Completion Tenant on account of Landlord's inability to deliver possession of the Premises to occur by the Target Commencement Date. Except as provided in Tenant and this Section 4, the Lease Commencement Date shall occur as set forth in Article 2 of the Lease. If there shall not be a delay rendered void or there are delays in the Substantial Completion of the Premises (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, voidable as a result of such delay except as provided below. If Landlord fails, for any reason, to deliver exclusive possession of the Phase I Premises to Tenant Delayon or before October 31, 1998, then in addition to any other remedies available to Tenant at law or in equity, Tenant may elect to cancel this Lease by written notice to Landlord delivered at any time prior to Landlord's delivery of exclusive possession of the Phase I Premises. If Landlord fails, for any reason, to deliver exclusive possession of the Phase II Premises to Tenant on or before March 31, 1999, then, in addition to any other remedies available to Tenant at law or in equity, Tenant may elect to cancel this Lease by written notice to Landlord delivered at any time prior to the first to occur of April 30, 1999 or Landlord's delivery of exclusive possession of the Phase II Premises. Landlord agrees to use diligent efforts to obtain possession of the Phase I and Phase II Premises from the current tenant. Any Lease provision which excuses delays for events of force majeure shall have no applicability to this paragraph. (c) Promptly after the Lease Commencement Date, Landlord and Tenant, upon the request of either, shall execute a certificate in the form attached hereto as Exhibit B setting forth the Lease Commencement Date and the date on which the Lease Term shall expire.

Lease Commencement Date. Subject to Force Majeure and The Lease Commencement Date shall be September 17, 2004 or the date on which Landlord notifies Tenant Delays that Landlord has substantially completed Landlord’s Work, if any (as hereinafter defined). It is presently anticipated that the Premises will be ready for occupancy by Tenant on or about September 17, 2004; provided, however, if Landlord is unable for any reason to deliver possession of the Premises by such date, Landlord shall use best efforts not have any liability whatsoever to cause Substantial Completion Tenant on account of Landlord’s inability to deliver possession of the Premises to occur by the Target Commencement Date. Except as provided in Tenant and this Section 4Lease shall not be rendered, the Lease Commencement Date shall occur as set forth in Article 2 of the Lease. If there shall be a delay void or there are delays in the Substantial Completion of the Premises (based upon the anticipated date of the occurrence of the Lease Commencement Date as set forth in Article 2 of the Lease) as a direct, indirect, partial, or total result of any of the following (collectively, “Tenant Delays”): 4.2.1 Tenant’s failure to timely approve any matter requiring Tenant’s approval; 4.2.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease; 4.2.3 Any other acts or omissions of Tenant, or its agents, or employees; or 4.2.4 Tenant’s access of the Premises pursuant to Section 2 above; then, notwithstanding anything to the contrary set forth in the Lease or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of the Premises, the date of Substantial Completion (for purposes of determining the Lease Commencement Date) shall be deemed to be the date Substantial Completion of the Premises would have occurred if no Tenant Delays, as set forth above, had occurred; provided that except as set forth in Section 4.2.5 above, no Tenant Delay shall be deemed to have occurred unless and until Landlord has provided written notice to Tenant specifying the action or inaction that Landlord contends constitutes a Tenant Delay. If such action or inaction is not cured or terminated within one (1) business day after receipt of such notice, then a Tenant Delay shall be deemed to have occurred commencing as of the date such notice is received and continuing for the number of days that the Substantial Completion of the Tenant Improvements was, in fact, delayed, voidable as a result of such delay. Provided that Tenant Delaydoes not interfere with or delay the completion by Landlord or its agents or contractors of the construction of any of Landlord’s Work (hereinafter defined), Tenant shall have the right to enter the Premises up to fifteen (15) days prior to the anticipated Lease Commencement Date for the purpose of installing telephone equipment, computer wiring and similar items. Provided that Tenant has not begun operating its business from the Premises, and subject to all of the terms and conditions of this Lease, the foregoing activity shall not constitute the delivery of possession of the Premises to Tenant or occupancy of the Premises by Tenant and neither the Lease Term nor Tenant’s obligation to pay rent shall commence as a result of such activities. Within fifteen (15) days after the Lease Commencement Date, Landlord and Tenant shall execute a certificate in the form attached hereto as EXHIBIT B setting forth the Lease Commencement Date and the date on which the Lease Term shall expire.