Common use of Ready for Occupancy Clause in Contracts

Ready for Occupancy. The Premises will be deemed to be “ready for occupancy” under the terms of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do not interfere with Tenant’s use or enjoyment of the Premises (“Substantial Completion” or “Substantially Complete”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will be deemed final and conclusive. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth above.

Ready for Occupancy. The Premises will shall be deemed to be “ready Ready for occupancyOccupancy” under upon the terms Substantial Completion of the Premises. For purposes of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do not interfere with Tenant’s use or enjoyment of the Premises (Lease, “Substantial Completion” of the Premises shall occur upon the completion of construction of the Tenant Improvements in the Premises pursuant to the Approved Working Drawings, with the exception of any “Punch List Items” (hereinafter defined) and any tenant fixtures, work-stations, built-in furniture, or equipment to be installed by Tenant or under the supervision of Contractor. Tenant shall have a period of thirty (30) days from Tenant’s receipt of notification from Landlord of the Substantial Completion of the Premises to provide Landlord with a written list of any defects or any incomplete or unsatisfactory items with respect to the Tenant Improvements (“Substantially CompletePunch List Items”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B Landlord will then be deemed final and conclusive. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete obligated within a reasonable time period of time, not to exceed thirty (30) days after the Commencement Datereceipt of Tenant’s written notice, to cure any such Punch List Items (unless such Punch List Items, due to their nature, cannot reasonably be cured within thirty (30) days, in which case Landlord shall promptly commence to cure same and diligently pursue same to completion). If This time provision shall not apply to latent defects in the Tenant has taken possession Improvements, and Landlord shall promptly repair the same in a good and workmanlike manner, provided that Tenant delivers written notice to Landlord specifying such latent defect prior to the date that is twelve (12) months following the Substantial Completion of the Premises as Substantially CompletePremises. EXHIBIT B Genworth Financial Wealth Management, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth above.Inc.

Ready for Occupancy. The For all purposes of this Lease, the Phase One Premises will and the Phase Two Premises, as the case may be (hereinafter referred to as the “Applicable Premises”) shall be deemed “Ready for Occupancy” when all of the following shall have occurred: (a) there shall have been issued by the appropriate Governmental Authorities such use and occupancy permits and other governmental approvals as may be required with respect to all work and conditions in order that all of the Applicable Premises may be lawfully occupied by Tenant for general office uses and uses incidental thereto as provided in Article 9; (b) the Base Building Work and Leasehold Improvements shall have been Substantially Completed, all of the Applicable Premises shall be accessible and the non-completion of any work to be “ready for occupancy” under the terms of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do done shall not interfere with materially adversely affect Tenant’s use or enjoyment of ability to use, occupy and enjoy the Premises (“Substantial Completion” or “Substantially Complete”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will be deemed final and conclusive. The taking of possession by Tenant of the Applicable Premises for the normal conduct of Tenant’s normal business operations will operations; (c) the Applicable Premises shall be deemed conclusive that Tenant accepted delivery free of occupants (other than occupancy by or through Tenant) and debris and broom clean; (d) the Applicable Premises shall be accessible to and from a dedicated and improved public road, all exterior scaffolding, debris chutes located on the facades of the Applicable Premises as and construction machinery shall have been removed from the Applicable Premises, and all loading docks, ingress and egress lanes, signs, lights, surface improvements, landscaping, and parking shall have been Substantially CompleteCompleted and be accessible and usable for loading, subject to the punchlist items described above pedestrian and vehicular ingress and egress and parking purposes; (which e) Landlord shall complete within have delivered to Tenant a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession certificate of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve Architect certifying the Final Plans (such timeframes matters set forth in Exhibit BSections 5.02(a); or , (b) any Change Order; or ), (c) and (d) except that the performance and/or completion Landlord’s Architect shall not be required to certify as to whether any incomplete work would adversely affect Tenant’s use, occupancy and enjoyment of any Tenant Work by a personthe Applicable Premises, firm or corporation employed by Tenantbut shall be required to certify as to what incomplete work exists. In Such certificate of Landlord’s Architect shall be prima facie evidence, but not conclusive evidence, of the event a Tenant Delay, truth of the Commencement Date of this Lease matters therein asserted. (f) The punch list inspection and the payment operational testing of rent thereunder will be accelerated the, utilities, operational systems and equipment required by Sections 4.2 and 4.3 of the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant Development Obligations Exhibit shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth abovebeen performed.

Ready for Occupancy. The term "Ready for Occupancy" shall mean the date on which a Certificate of Occupancy has been received from the City of El Segundo and the Lessee Improvements have been completed in substantial accordance with the Final Plans, except for matters not adversely affecting Lessee's use or occupancy of the Premises and except for punch list items (i.e., minor details of construction, mechanical adjustments or decorations which do not materially interfere with Lessee's use of the Premises). The Premises will shall be deemed Ready for Occupancy even though Lessee's furniture, telephones, telexes, facsimiles, photocopy machines, computers and other business machines or equipment have not been installed, the purchase and installation of which shall be Lessee's sole responsibility. If Lessee does not furnish the necessary information and fully cooperate with Lessor, the Architect and all other persons needed in connection with the preparation for or EXHIBIT "C" 30 construction of the Lessee Improvements, or does not furnish or complete, or is delayed in furnishing or completing, installation of any furniture, fixtures or equipment in or about the Premises which Lessee or Lessee's vendor or contractor is obligated to furnish or install, or does not comply with each of the time requirements of this Agreement (including, but not limited to, Lessee's failure to cause the Architect to comply with the time requirements for delivery of the Schematic Drawings of Final Plans or revisions thereof, or Lessee's failure to deliver the Lessee's Schematic Notice or Lessee's Final Notice in the form and manner and at the times required above), or any action or inaction of Lessee or Lessee's Employees causes or results in a delay in the date the Lessee Improvements would have been Ready for Occupancy, same shall be deemed to be “ready "Lessee Delays," and the date the Lessee Improvements would have been Ready for occupancy” under the terms of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do not interfere with Tenant’s use or enjoyment of the Premises (“Substantial Completion” or “Substantially Complete”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will Occupancy shall be deemed final and conclusive. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated have occurred earlier by the number of days of such Tenant DelayLessee Delays. Notwithstanding anything in Lessee agrees that it shall fully cooperate with Lessor, the Lease Architect and the general contractor, if any, to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited extent necessary to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord assure substantial completion of the financial penalties set forth aboveLessee Improvements as soon as is reasonably possible.

Ready for Occupancy. The Premises will PREMISES shall be deemed to be “ready "Ready for occupancy” Occupancy" under the terms of this Lease lease if Landlord’s construction or remodeling LANDLORD has substantially completed LANDLORD'S Work to the extent the same can be accomplished prior to and independently of TENANT'S Work. The failure by TENANT to give notice within thirty (30) calendar days of its taking possession of the Premises as required by Section 3.1 is complete except for punchlist PREMISES specifying in detail those items of LANDLORD'S Work which are not then substantially completed shall be deemed conclusive that do not interfere TENANT has accepted the PREMISES with Tenant’s use or enjoyment all items of the Premises (“Substantial Completion” or “Substantially Complete”)LANDLORD'S Work substantially completed. In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially CompleteLANDLORD'S Work has been substantially completed as aforesaid, the certification of Landlord’s LANDLORD'S architect or engineer that Landlord’s construction LANDLORD'S Work is substantially complete shall be conclusive and binding upon the parties. Following TENANT'S taking position of the Premises is Substantially Complete in accordance with PREMISES and its completion of any TENANT'S Work necessary to permit LANDLORD to complete LANDLORD'S Work, LANDLORD will carry forward LANDLORD'S Work to completion. LANDLORD may, upon request of TENANT, make the requirements herein and in Exhibit B will PREMISES available to TENANT for the commencement of TENANT'S Work (at TENANT'S sole risk) prior to the date LANDLORD has substantially completed LANDLORD'S Work. In such event, LANDLORD shall issue to TENANT a letter of authorization for access to the PREMISES, the date of which shall be deemed final and conclusiveto be TENANT'S Ready for Occupancy date notwithstanding the fact that LANDLORD may revoke TENANT'S right to continue TENANT'S Work if LANDLORD determines that TENANT'S Work shall interfere with LANDLORD'S Work. The taking Under no circumstances shall LANDLORD be liable to TENANT in damages or otherwise for a delay in delivering the PREMISES to TENANT occasioned by the holding over or retention of possession by Tenant of the Premises any prior occupant or for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth abovereason.

Ready for Occupancy. The Premises Expansion Space shall be deemed "Ready for Occupancy" upon the Substantial Completion of the Expansion Space. For purposes of this Second Amendment, "Substantial Completion" of the Expansion Space shall occur upon the completion of construction of the Improvements in the Expansion Space pursuant to the Approved Working Drawings, with the exception of any punch list items. Landlord shall use commercially reasonable efforts to notify Tenant approximately forty-five (45) days prior to Landlord’s estimated date of when Substantial Completion of the Expansion Space will occur. Except as provided in this Section 4.7, the Expansion Commencement Date shall occur as set forth in the Second Amendment. However, if there shall be a delay or there are delays in the Substantial Completion of the Improvements in the Expansion Space as a result of the following (collectively, "Tenant Delays"): 4.7.1 Tenant's failure to timely approve any matter requiring Tenant's approval; 4.7.2 A breach by Tenant of the terms of this Tenant Work Letter or the Lease (as amended); 4.7.3 Tenant's request for changes in the Approved Working Drawings that results in actual time delays; or 4.7.4 Tenant's requirement for materials, components, finishes or improvements which are not available in a commercially reasonable time given the anticipated date of Substantial Completion of the Improvements in the Expansion Space, or which are different from, or not included in, the Building Standard Tenant Improvements provided Landlord notifies Tenant within five (5) business days after ordering such items of possible associated delays; then, notwithstanding anything to the contrary set forth in the Second Amendment or this Tenant Work Letter and regardless of the actual date of the Substantial Completion of Improvements in the Expansion Space, the date of Substantial Completion thereof shall be deemed to be “ready for occupancy” under the terms of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do not interfere with Tenant’s use or enjoyment of the Premises (“Substantial Completion” or “Substantially Complete”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will be deemed final and conclusive. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this Lease, then Landlord shall incur the following financial penalties which shall be credited to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not that Substantial Completion would have occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of if no Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease or Delays, as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth above, had occurred.

Ready for Occupancy. The For purposes hereof, the Premises will shall be deemed to be “conclusively ready for occupancy” under occupancy (“Ready for Occupancy”) upon the terms of this Lease if Landlord’s construction or remodeling completion of the Premises as required by Section 3.1 is complete following conditions: a. Landlord has substantially completed its work on the Tenant’s Improvements except for punchlist punch list items that do not interfere and provided Tenant with Tenant’s use or enjoyment of the Premises (“Substantial Completion” or “Substantially Complete”). In the event a dispute occurs as to whether or not Landlord’s construction or remodeling of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will be deemed final and conclusive. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises free and clear of any other occupants; b. Landlord shall have received any governmental approvals which are necessary in order for Tenant to occupy the Premises, subject to a Tenant Delay (as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of defined below) and the Premises shall comply with all applicable laws, codes, regulations and ordinances including, without limitation, the Americans with Disabilities Act; c. all Building systems and equipment serving the Premises are in good working order and condition; and d. Tenant has been provided access to final completion in accordance with its obligations as required by Section 3.1 and 3.2the Parking Facilities. The term As used herein, a “Tenant Delay” shall mean any actual delay (i) the failure of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure Tenant to timely approve the Final Plans (such timeframes or disapprove any matter requiring Tenant’s approval or consent within time periods set forth in Exhibit B)this Lease, as applicable; or band (ii) any Change Order; material and unreasonable interference by Tenant or c) the performance and/or its agents with Landlord’s completion of any Tenant’s Improvements and which objectively preclude or delay such construction. If Landlord contends that a Tenant Work by a personDelay has occurred, firm or corporation employed by Tenant. In Landlord shall notify Tenant in writing of the event which constitutes such Tenant Delay. If such actions, inaction or circumstance described in the notice (the “Delay Notice”) are not cured by Tenant within one (1) business day of Tenant’s receipt of the Delay Notice and if such action, inaction or circumstance otherwise qualify as a Tenant Delay, the Commencement Date then a Tenant Delay shall be deemed to have occurred commencing as of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after the date of this LeaseTenant’s receipt of the Delay Notice and ending as of the date such delay ends. If a Tenant Delay occurs, then Landlord shall incur the following financial penalties date on which the Premises shall be credited deemed to Tenant’s Base Rent as it becomes due and payable: ahave been “Ready for Occupancy” shall be the day on which the conditions set forth in Section 4.2(a)-(d) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond are satisfied minus all the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord of the financial penalties set forth abovedays that have occurred.

Ready for Occupancy. The Premises will shall be deemed to be “ready Ready for occupancyOccupancy” under upon the terms Substantial Completion of the Landlord’s Work and the Tenant Improvements. For purposes of this Lease if Landlord’s construction or remodeling of the Premises as required by Section 3.1 is complete except for punchlist items that do not interfere with Tenant’s use or enjoyment of the Premises (Lease, “Substantial Completion” or “Substantially Complete”). In of (i) the event a dispute occurs as to whether or not Landlord’s construction or remodeling Tenant Improvements shall occur upon the completion of the Premises is Substantially Complete, the certification of Landlord’s architect or engineer that Landlord’s construction of the Tenant Improvements in the Premises is Substantially Complete in accordance pursuant to the TI Construction Documents, and (ii) the Landlord’s Work shall occur upon the completion of construction of the Landlord’s Work pursuant to the Base Building 35654\12546889.9 B-14 06907\011\8511619.v2 06907\011\8493037.v6 Construction Documents, with the requirements herein exception of any (a) punch list items, the lack of completion of which, and the work of completion of which, will not impair Tenant’s ability to install its fixtures, work-stations, built-in Exhibit B will be deemed final and conclusive. The taking of possession by Tenant of furniture or equipment in the Premises for the or otherwise conduct of Tenant’s normal business operations will within the Premises, and (b) the installation of any tenant fixtures, work-stations, built-in furniture, or equipment to be deemed conclusive that Tenant accepted delivery installed by Tenant. Upon the Substantial Completion of the Premises as Substantially CompleteImprovements, subject to the punchlist items described above (which Tenant and Landlord shall complete jointly conduct a walk-through of the Improvements and shall jointly prepare such a punch list (the “Punch List”) of items of Landlord’s Work and Tenant Improvement needing additional work (the “Punch List Items”); provided, however, the Punch List shall be limited to items which are required by the Construction Documents and any other changes agreed to by the parties, and Landlord shall use commercially reasonably efforts to cause the same to be completed and/or corrected within a reasonable time not to exceed the first thirty (30) days after following the Commencement Date). If Tenant has taken possession preparation of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2Punch List. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, the Commencement Date of this Lease and the payment of rent thereunder will be accelerated by the number of days of such Tenant Delay. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before Within sixty (60) days after following completion of the date of this LeasePunch List work, then Landlord shall incur deliver to Tenant (or shall cause the following financial penalties which shall be credited Architect and the Contractors to deliver to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord complete set of the financial penalties set forth above“as-built” drawings for the Landlord’s Work and the Tenant Improvements and a copy of each Contractor’s “close-out package” (all closed permits, all warranties, guaranties, and equipment specifications, operating manuals, maintenance requirements and other information relating to the improvements, equipment, and systems in the Premises, etc.).

Ready for Occupancy. The Premises will term "Ready for Occupancy" means that ------------------- Landlord has substantially completed the Improvements, and that such work shall be deemed to be “ready for occupancy” under complete, notwithstanding the terms fact that minor details of this Lease if Landlord’s construction construction, mechanical adjustments or remodeling decoration which do not materially interfere with Tenant's use of the Premises remain to be performed (items normally referred to as required "punch-list" items). If the City of Cupertino requires as a condition to the right to lawfully occupy the Premises the issuance of a temporary or permanent certificate of occupancy, then the Premises shall not be deemed Ready for Occupancy unless and until such temporary or permanent certificate of occupancy is issued ("CofO") and unless the Premises and Building then meet all applicable Requirements (or unless Landlord is proceeding to cause all such Requirements to be so met and the CofO is not affected thereby and no portion of the Premises which has been tendered by Section 3.1 is Landlord may not be used or occupied by Tenant as a result thereby) the ground floor lobby and all elevator cabs are substantially complete except and all utility services are available. The Premises shall be deemed Ready for punchlist items that Occupancy even though certain other portions of the Building, which do not materially interfere with Tenant’s use 's efficient conduct of its business, have not been fully completed, and even though Tenant's furniture, furniture systems, telephones, telexes, telecopiers, photocopy machines, computers and other business machines or enjoyment equipment have not been installed, the purchase and installation of which shall be Tenant's sole responsibility. Landlord covenants and agrees that on the Commencement Date, all Building Systems and sub-systems, the structural elements of the Building and the Building foundation shall be in good working condition and repair. Subject to the correction by Landlord of the punch-list items, Tenant shall be obligated to accept the Premises at such time as it is Ready for Occupancy so long as the Improvements are substantially in conformance with the Final Plans. Landlord shall make itself available to conduct a walkthrough of the Premises prior to tender of possession thereof to identify and, together with Tenant, to prepare within ten (“Substantial Completion” or “Substantially Complete”). In 10) days of the event a dispute occurs as to whether or not Landlord’s construction or remodeling of date the Premises is Substantially Complete, the certification Ready for Occupancy a punch-list of Landlord’s architect or engineer that Landlord’s construction of the Premises is Substantially Complete in accordance with the requirements herein and in Exhibit B will be deemed final and conclusiveitems requiring correction. The taking of possession by Tenant of the Premises for the conduct of Tenant’s normal business operations will be deemed conclusive that Tenant accepted delivery of the Premises as Substantially Complete, subject to the punchlist items described above (which Landlord shall complete use its reasonable efforts to cause the correction of such punch- list items within a reasonable time not to exceed thirty (30) days after the Commencement Date). If Tenant has taken possession of the Premises as Substantially Complete, Landlord agrees that it will diligently carry forward its construction of the Premises to final completion in accordance with its obligations as required by Section 3.1 and 3.2. The term “Tenant Delay” shall mean any actual delay of Landlord in completing Landlord’s Work specified in Exhibit B as a result of a) Tenant’s failure to timely approve the Final Plans (such timeframes set forth in Exhibit B); or b) any Change Order; or c) the performance and/or completion of any Tenant Work by a person, firm or corporation employed by Tenant. In the event a Tenant Delay, following the Commencement Date of this Lease and the payment of rent thereunder will in connection therewith, all such work shall be accelerated by the number of days of such Tenant Delayperformed in a manner reasonably intended to minimize any inconvenience or disruption to Tenant. Notwithstanding anything in the Lease to the contrary, if the Commencement Date has not occurred (other than by reason of Tenant Delay) on or before sixty (60) days after As soon as reasonably possible following the date of this Leasethe Premises are Ready for Occupancy, then Landlord shall incur the following financial penalties which shall cause to be credited prepared and delivered to Tenant’s Base Rent as it becomes due and payable: a) $250.00 per day for days 61 through 75; b) $500 per day for days 76 through 90; and $1,000 per day for every day beyond the 90th day of this Lease. If the Commencment Date has not occurred on or before the 90th day after the date of this Lease (other than by reason of Tenant Delay), Tenant shall have the right, at its option, to terminate this Lease by sending written notice of such election to Landlord. Every day of Tenant Delay shall extend the above time frames on a day-for-day basis. An election by Tenant to terminate this Lease as provided for in this Section shall not limit Tenant’s right to payment by Landlord final accounting of the financial penalties set forth aboveamount of Total Construction Costs.