Common use of Substitution of Premises Clause in Contracts

Substitution of Premises. Subject to the conditions specified in this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ reserves the right without Tenant’s consent after giving not less than 90 days prior notice, may move Tenant to other space in the Building comparable in size and utility to the Premises, provided that the size of the new space is no less than ninety-five percent (95%) of the original Premises. In addition, such other space must: (i) contain similar finishes, quality and layout as the Premises, and the same or greater number of work stations, offices, breakrooms, ping pong room and reception areas as are contained in the Premises as of the date Tenant receives Landlord’s notice of relocation; and (ii) be located on the ground floor. In such event, all terms hereof shall apply to the new space, except that Base Rent and Tenant’s Proportionate Share shall not increase as a result of such relocation (if the substituted premises are larger and shall decrease proportionately if the new space is smaller than the Premises. Landlord, at its expense, shall provide Tenant with tenant improvements in the new space at least equal in quality to those in the Premises. Landlord shall reimburse Tenant for Tenant’s reasonable out-of-pocket costs incurred in connection with such relocation, including without limitation, moving, re-cabling, installing Tenant’s furniture, fixtures and equipment signage and stationery-replacement costs. The parties shall execute a written agreement prepared by Landlord memorializing the relocation. Unless otherwise agreed to in writing by Tenant, Landlord shall effect the relocation move into the new space during a weekend or any Holiday or after 5:00 p.m. on a Friday (the “Approved Relocation Times”) so that Tenant’s business is not interrupted during the relocation. Notwithstanding the foregoing, if Landlord fails to substantially complete the relocation during the Approved Relocation Times and, as a result thereof, Tenant cannot open in the Relocation Space on the business day immediately following the relocation during the Approved Relocation Times, Tenant shall be entitled to receive a per diem abatement of Base Rent for each business day the relocation prohibits the Tenant from operating its business during such business day(s) as a result of the acts or omissions Tenant, its agents, employees or contractors.

Substitution of Premises. Subject If (a) Tenant at any time during the thirty-seven (37) months of the original Term of this Lease shall notify Landlord in writing (herein, the "Expansion Request Notice") that Tenant desires to expand the conditions specified in amount of space leased by Tenant by one hundred percent (100%) or more over the amount of space then being leased by Tenant pursuant to this ▇▇▇▇▇▇▇▇▇ ▇▇Lease, ▇▇▇▇▇▇▇▇ reserves which Expansion Request Notice shall set forth the right without Tenant’s consent after giving not less amount of space then required by Tenant for such expansion of the size of the Premises, and (b) Tenant has not, as of the date of such Expansion Request Notice, subleased, assigned or otherwise transferred more than 90 days prior noticefive percent (5%) of the space comprising the original Premises under this Lease, may move Tenant to other and (c) there is not, as of the date of such Expansion Request Notice, sufficient contiguous space in the Building comparable then reasonably available for lease to Tenant sufficient to satisfy Tenant's expansion needs as described in size such Expansion Request Notice, and utility (d) sufficient contiguous space is then reasonably available in another building in the Hall Office Park to the Premisessatisfy Tenant's expansion requirements as set forth in such Expansion Request Notice, then, provided that the size all of the new foregoing conditions are satisfied, Landlord shall reasonably endeavor to assist Tenant in relocating to such other available space is no in the Hall Office Park (which space would then be substituted for the Premises covered by this Lease, pursuant to an amendment to this Lease to be executed by and between Landlord and Tenant in form and content mutually and reasonably satisfactory to each of Landlord and Tenant); provided, that as conditions precedent to any such relocation of Tenant to such other building in the Hall Office Park and the substitution of premises in such other building for the Premises covered by this Lease, (i) the rent for any such substitute premises must be mutually and reasonably agreed upon between Landlord and Tenant in advance in writing, which rent must be at a rate not less than ninety-five percent that which is the then current market rate for the particular building in the Hall Office Park in which such substitute premises are located, (95%ii) all logistical details of such relocation of Tenant, including without limitation details as to the process and allocation of responsibility for constructing or installing alterations or improvements to the substitute premises, the vacating and surrender of the original Premises. In additionPremises covered under this Lease, applicable changes to the rights of Tenant under the Parking Agreement attached hereto as Exhibit "F", must all be mutually and reasonably agreed to by Landlord and Tenant in advance in writing, (iii) appropriate modifications to Section 2.2 hereof, with regard to the measurements of the building in which the substitute premises are situated and the measurement of such other space must: (i) contain similar finishessubstitute premises, quality and layout as well as the Premisesresulting change in Tenant's applicable pro-rata shares under this Lease, must be mutually and the same or greater number of work stationsreasonably agreed to by Landlord and Tenant in advance in writing, offices, breakrooms, ping pong room and reception areas as are contained in the Premises as of the date Tenant receives Landlord’s notice of relocation; and (iiiv) be located on the ground floor. In such event, all terms hereof shall apply any applicable changes to the new spaceSecurity Deposit as may be reasonably requested by Landlord in connection with any such substitution of premises must be mutually and reasonably agreed to by Landlord and Tenant in advance in writing, except that Base Rent (v) Tenant shall pay all moving costs and Tenant’s Proportionate Share shall not increase as a result of such relocation (if the substituted premises are larger and shall decrease proportionately if the new space is smaller than the Premises. Landlord, at its expense, shall provide Tenant with tenant improvements in the new space at least equal in quality to those in the Premises. Landlord shall reimburse Tenant for Tenant’s reasonable out-of-pocket costs incurred expenses in connection with such relocationsubstitution of premises pursuant to this paragraph, including without limitation, moving, re-cabling, installing Tenant’s furniture, fixtures and equipment signage (vi) Tenant and stationery-replacement costs. The parties shall execute a written agreement prepared by Landlord memorializing the relocation. Unless otherwise agreed to must mutually and reasonably agree in writing by Tenantin advance, Landlord shall effect in form and content reasonably satisfactory to each, upon all other terms and conditions applicable to any such relocation of Tenant to another building in the relocation move into the new space during a weekend or any Holiday or after 5:00 p.m. on a Friday (the “Approved Relocation Times”) so that Tenant’s business is not interrupted during the relocationHall Office Park and substitution of premises pursuant to this paragraph. Notwithstanding anything to the foregoingcontrary above, if Landlord fails to substantially complete the relocation during the Approved Relocation Times and, as a result thereof, Tenant candoes not open have any space available in the Relocation Space Hall Office Park to satisfy Tenant's expansion requirements then Tenant may terminate this lease within sixty (60) days of the notice from Landlord that no such space is available, which Landlord will use their best efforts to respond in a commercially reasonable timeframe, and Tenant shall pay to Landlord the unamortized costs of this Lease transaction which shall include three-fifths (3/5's) of the tenant finishout cost of the Premises which totals $13.20 per rentable square foot, the in-house commissions on the business day immediately following transaction and the relocation during value of the Approved Relocation Times, free rental all amortized over the term with an interest rate of eight percent (8%) plus the value of two (2) months rental payment. Tenant shall be entitled to receive a per diem abatement responsible for all base rental and other rental charges until the date they vacate and the date of Base Rent for each business day the relocation prohibits the termination of this Lease. EXECUTED, made and entered into by Landlord and Tenant from operating its business during such business day(s) effective as a result of the acts or omissions Tenant, its agents, employees or contractorsEffective Date.

Substitution of Premises. Subject to the conditions specified in this ▇▇▇▇▇▇▇▇▇ ▇▇, ▇▇▇▇▇▇▇▇ reserves the right without Tenant’s consent after giving not less than 90 days prior notice, may move Tenant to other space in the Building comparable in size and utility to the Condition of 49th Floor Premises, provided that the size of the new space is no less than ninety-five percent . (95%a) of the original Premises. In addition, such other space must: (i) contain similar finishes, quality and layout as the Premises, and the same or greater number of work stations, offices, breakrooms, ping pong room and reception areas as are contained in the Premises Effective as of the Delivery Date (hereinafter defined), Landlord hereby leases to Tenant and Tenant hereby leases from Landlord the 53,894 square feet of Rentable Area on the 49th floor of the Building depicted on Exhibit A attached hereto and made a part hereof (the “49th Floor Premises”) for the balance of the Term. Landlord represents and warrants that the square footage of the 49th Floor Premises has been determined in accordance with ANSI/BOMA Z65.1.1996 and shall not be remeasured during the Term. From and after the Delivery Date the 49th Floor Premises shall be governed by all of the terms of the Lease as if the 49th Floor Premises were originally set forth in the Lease and the defined term Premises as used in the Lease shall include the 49th Floor Premises; provided, however, that in no event shall Tenant be obligated to pay Rent for the 49th Floor Premises until required to do so pursuant to Section 5 below. (b) Landlord shall deliver the 49th Floor Premises in “as-is” condition, but with the work set forth on Exhibit C attached hereto and made a part hereof (the “Delivery Condition”) completed. As used herein, the term “Delivery Date” shall mean the date upon which the 49th Floor Premises are delivered to Tenant receives in the Delivery Condition, which date shall, subject to Unavoidable Delays (hereinafter defined), be November 1, 2014; provided, however, that at any time after the date on which this Eighth Amendment is fully executed and delivered by both Landlord and Tenant, Tenant may elect an earlier date by providing Landlord with at least sixty (60) days advance written notice (the “Early Delivery Notice”) of such earlier date. If Tenant so elects a date prior to November 1, 2014 as the Delivery Date, Landlord shall, subject to Unavoidable Delays, deliver the 49th Floor Premises to Tenant on the date which is the later to occur of (x) the date referenced in Tenant’s Early Delivery Notice and (y) the date which is sixty (60) days following Landlord’s notice receipt of relocation; and (ii) be located on the ground floor. In such event, all terms hereof shall apply to the new space, except that Base Rent and Tenant’s Proportionate Share shall not increase as a result of such relocation (if the substituted premises are larger and shall decrease proportionately if the new space is smaller Early Delivery Notice, but in no event later than the Premises. LandlordNovember 1, at its expense, shall provide Tenant with tenant improvements in the new space at least equal in quality to those in the Premises2014. Landlord shall reimburse Tenant for Tenant’s reasonable out-of-pocket costs incurred in connection with such relocation, including without limitation, moving, re-cabling, installing Tenant’s furniture, fixtures and equipment signage and stationery-replacement costs. The parties shall execute a deliver written agreement prepared by Landlord memorializing the relocation. Unless otherwise agreed to in writing by Tenant, Landlord shall effect the relocation move into the new space during a weekend or any Holiday or after 5:00 p.m. on a Friday notice (the “Approved Relocation TimesDelivery Date Notice”) so that to Tenant of the Delivery Date no later than five days prior to the Delivery Date. Tenant may, within five (5) days of the Delivery Date identify any punch list items in the Delivery Condition and Landlord shall complete/correct such punch list items within fifteen (15) days thereafter. Any items not on such punch list shall be deemed accepted by Tenant. The Tenant’s business is not interrupted during taking possession of any portion of the relocation. Notwithstanding the foregoing, if Landlord fails to substantially complete the relocation during the Approved Relocation Times and, as a result thereof, Tenant cannot open in the Relocation Space on the business day immediately following the relocation during the Approved Relocation Times, Tenant 49th Floor Premises shall be entitled to receive a per diem abatement of Base Rent conclusive evidence that the 49th Floor Premises were in good order and satisfactory condition with the Delivery Condition completed when Tenant took possession, but for each business day the relocation prohibits the Tenant from operating its business during such business day(s) as a result of the acts or omissions Tenant, its agents, employees or contractorsaforesaid punchlist items.