Common use of Relocation Premises Clause in Contracts

Relocation Premises. As of the Relocation Commencement Date (as defined in Section 4 below), the definition of “Premises” as set forth in the Lease shall be modified by this Second Amendment. As of the Relocation Commencement Date, the Premises shall mean a portion of the fifteenth (15th) floor of the Building, which comprises approximately 11,392 rentable square feet (the “Relocated Premises”), and which is shown with more particularity on Exhibit A attached hereto, and Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Relocated Premises. Landlord and Tenant agree that for all purposes of this Second Amendment and the Lease the rentable area of the Relocated Premises as set forth in this Section 3 is controlling, and is not subject to revision after the date of this Second Amendment. The tenant shall have no right to re-measure the Premises or the Building. After the Relocation Commencement Date, Tenant may continue to occupy the Surrender Premises, without any obligation to pay Rent, until the date that is 10 business days after the Relocation Commencement Date. As of the date that is 10 business days after the Relocation Commencement Date, Tenant shall voluntarily surrender to Landlord the Surrender Premises. From and after the date that is 10 business days after the Relocation Commencement Date, Tenant shall have no further rights or obligations with respect to the Surrender Premises, except such obligations under the Lease which are intended to survive a termination of the leasing of any portion of the Premises.

Relocation Premises. As (a) Subject to the agreements, representations, warranties and indemnities contained in this Relocation Amendment, Landlord does hereby lease to Tenant and Tenant does hereby lease from Landlord, as of the Effective Date, the Relocation Premises for a term of eighteen (18) months (the "Relocation Term"). Tenant acknowledges that it enters into this Relocation Amendment without any representations or warranties by the Landlord, or anyone acting or purporting to act on behalf of Landlord, as to the present or future condition of the Relocation Commencement Date (Premises or the appurtenances thereto or any improvements therein or of the Building, except as defined in Section 4 below), the definition of “Premises” as specifically set forth in this Relocation Amendment. It is further agreed that Tenant docs and will accept the Relocation Premises "AS IS" in their present condition as of the date of this Relocation Amendment, without any representations or warranties by the Landlord, or anyone acting or purporting to act on behalf of Landlord, as to the present or future condition of the Relocation Premises or the appurtenances thereto or any improvements therein or of the Building, and the Landlord has no obligation to perform any work therein. Tenant agrees that in the event of the inability of Landlord to deliver possession of Relocation Premises as of the Effective Date, Landlord shall not be liable for any damage resulting from such inability, but Tenant shall not be liable for any rent for the Relocation Premises until the time when Landlord delivers the Relocation Premises to Tenant, which date shall be the Relocation Commencement. No such failure to give possession shall affect the other obligations of Tenant under this Relocation Amendment or the Lease. Notwithstanding any provision in this Relocation Amendment to the contrary, if the Relocation Term has not commenced within one (1) year after the date of this Relocation Amendment, this Relocation Amendment and the Lease shall automatically terminate on the first (1st) anniversary of the date hereof. The sole purpose of this provision is to avoid any possible interpretation that the Lease and Relocation Amendment violates the Rule Against Perpetuities or other rule of law against restraints on alienation. (b) The base rent for the Relocation Premises shall be modified by this Second Amendment$30.00 full service per rentable square foot per year. As Commencing on the first annual anniversary of the Relocation Commencement Date, the Premises shall mean a portion and on each annual anniversary of the fifteenth (15th) floor Relocation Commencement Date thereafter during the Relocation Term, the base rent shall escalate 3.0% per annum in accordance with the following schedule below. Tenant shall pay, as Additional Rent, its pro-rata share of the Building, which comprises approximately 11,392 rentable square feet (the “Relocated Premises”), Taxes and which is shown with more particularity on Exhibit A attached hereto, and Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the Relocated Premises. Landlord and Tenant agree that for all purposes of this Second Amendment and the Lease the rentable area of the Relocated Premises Operating Expenses as set forth in Sections 5 and 6 of the Lease, retaining the Tax Base and Opex Base established therein. Tenant agrees to pay to Landlord the Rent and Additional Rent in effect from time to time by paying the monthly installment of the Rent and Additional Rent then in effect on or before the first day of each full calendar month during the Relocation Term as provided in the Lease, except that the first month's Rent and Additional Rent ($102.11) shall be paid upon the execution of this Relocation Amendment by certified check made payable to Landlord. ------------------------------------------------------------------------------- Year Relocation Premises Annual Relocation Premises Base Rent Monthly Base Rent ------------------------------------------------------------------------------- 1 $41,430.00 $3,452.50 ------------------------------------------------------------------------------- 2* $42,672.90 $3,556.08 ------------------------------------------------------------------------------- * to be prorated as appropriate. (c) Section 3(G) of the Lease is amended to state as follows: "Tenant's pro rata share is 2.83%." (d) Tenant shall deposit with Landlord contemporaneously with execution of this Relocation Amendment a sum of [$6,905.00] in the fom1 of a certified check as a Security Deposit, subject to the provisions of Section 3(F) of the Lease. (e) Tenant may, at its option, elect to terminate its lease of the Relocation Premises ("Tenant's Termination Option") upon thirty (30) days advance written notice to Landlord) provided that Tenant has not incurred an Event of Default under this Relocation Amendment or the Lease. If Tenant exercise Tenant's Termination Option, it shall simultaneously with delivery of the written notice, also pay to Landlord in the form of a certified check a Termination Fee in an amount equal to the lesser of: (i) six (6) months rent at the rate set forth in Section 3 is controllingof this Relocation An1endment; or (ii) the undiscounted sum of the remaining rental payments due for the Relocation Term, and is not as calculated under Section 3 of this Relocation Amendment. (f) Landlord may, at its option, elect to terminate Tenant's lease of the Relocation Premises ("Landlord's Termination Qption") upon ninety (90) days advance written notice to the Tenant. (g) Tenant shall, at the expiration 'or termination of the Relocation Term by lapse of time or otherwise, yield up immediate possession of the Relocation Premises to Landlord as set forth in Article 21 of the Lease subject to revision after the date holdover provision provided therein and Tenant's obligation to restore the Relocation Premises to their original condition as of this Second Amendment. The tenant shall have no right to re-measure the Premises or the Building. After the Relocation Commencement Date, Tenant may continue to occupy reasonable wear and tear and damage by insured casualty excepted. Furthermore, upon the Surrender Premises, without any obligation to pay Rent, until the date that is 10 business days after expiration or earlier termination of the Relocation Commencement Date. As Lease Term, Tenant shall restore and repair the Relocation Premises to their original condition as of the date that is 10 business days after the Relocation Commencement Date, reasonable wear and tear and damage by insured casualty excepted, or if Tenant shall voluntarily surrender fail to so deliver the Relocation Premises in such required condition., Tenant shall pay to Landlord the Surrender Premises. From amount, as estimated by Landlord, necessary to repair and after restore the date that is 10 business days after the Premises and/or Relocation Commencement Date, Tenant shall have no further rights or obligations with respect to the Surrender Premises, except as applicable, and/or to discharge Tenant's obligation for unpaid amounts due or to become due to Landlord. All such amounts shall be used and held by Landlord for payment of such obligations under the Lease which are intended of Tenant, with Tenant being liable for any additional costs upon demand by Landlord, or with any excess to survive a be returned to Tenant after all such obligations have been determined and satisfied. Except as provided in Section 5 of this Relocation Amendment, upon expiration or termination of the leasing of any portion of Relocation Term, the PremisesLease Term sha11 simultaneously terminate.