Common use of Commencement Date Memorandum Clause in Contracts

Commencement Date Memorandum. Landlord may, at its option, prepare and submit to the Tenant a Commencement Date Memorandum in the form of Exhibit C, completed in good faith by Landlord, and executed by Landlord. The information inserted on the Commencement Date Memorandum shall be controlling and conclusive and shall prevail over any inconsistent provision in this Lease on (a) the mutual execution of the Commencement Date Memorandum by Landlord and Tenant, or (b) the lapse of seven (7) days following delivery of the Commencement Date Memorandum to Tenant without Tenant delivering to Landlord a written objection to all or part of the information in the Commencement Date Memorandum. If Tenant does object in good faith to any information set forth in the Commencement Date Memorandum, it shall execute the Commencement Date Memorandum subject to its specifically-stated, written objections. Tenant must explain the reasons for its objections in reasonable detail. That portion of the Commencement Date Memorandum to which no objection was made shall be conclusive and controlling. Pending resolution of any dispute by agreement or a final determination by a court of competent jurisdiction in accordance with this Lease, Landlord’s information as inserted in the Commencement Date Memorandum shall be utilized subject to any later adjustment agreed or found to be appropriate. Tenant’s refusal or failure to execute a Commencement Date Memorandum shall not constitute a default under this Lease, but shall neither prevent nor delay the occurrence of the Commencement Date. In no event shall this Lease or the Commencement Date Memorandum be recorded without the prior written consent of Landlord, in its sole and absolute discretion.

Commencement Date Memorandum. Landlord may, at its option, prepare and submit to the Tenant Within a Commencement Date Memorandum in the form of Exhibit C, completed in good faith by Landlord, and executed by Landlord. The information inserted on reasonable time after the Commencement Date Memorandum shall be controlling Date, in order to place in writing the exact dates of commencement and conclusive and shall prevail over any inconsistent provision in this Lease on (a) the mutual execution termination of the Commencement Date Memorandum by Term and other matters concerning this Lease, Landlord and Tenant, or (b) the lapse of seven (7) days following delivery of the Commencement Date Memorandum will deliver to Tenant without Tenant delivering to Landlord a written objection to all or part of the information in the Commencement Date Memorandum. If Tenant does object in good faith to any information set forth in the Commencement Date Memorandum, it shall execute substantially in the form attached hereto as Exhibit E, setting forth, among other things, the Commencement Date Memorandum subject to its specifically-stated, written objections. Tenant must explain and the reasons for its objections in reasonable detail. That portion expiration date of the Commencement Date Memorandum to which no objection was made shall be conclusive and controlling. Pending resolution of any dispute by agreement or a final determination by a court of competent jurisdiction Lease as determined in accordance with this Lease. Tenant, within ten (10) days after receipt from Landlord’s information as inserted in , will execute and deliver to Landlord the Commencement Date Memorandum shall be utilized subject or notify Landlord of any matters therein with which Tenant reasonably disagrees; if notice of Tenant’s disagreement is timely given, then the parties will confer in good faith to resolve any later adjustment agreed or found to be appropriatesuch disagreements. Tenant’s refusal or failure to execute a Commencement Date Memorandum shall not constitute a default under this Lease, but shall neither prevent nor delay the occurrence of the Commencement Date. In no event shall this Lease or and deliver to Landlord the Commencement Date Memorandum be recorded without will not affect any obligation of Tenant under this Lease. If Tenant does not timely execute and deliver to Landlord the prior written consent Commencement Date Memorandum or timely notify Landlord of Landlordany matters therein with which Tenant reasonably disagrees, Landlord and any prospective purchaser or encumbrancer may conclusively rely on the information contained in its sole the unexecuted Commencement Date Memorandum that Landlord delivered to Tenant. Additionally, absent any good faith dispute by Tenant, Landlord will have the rights and absolute discretionremedies provided in this Lease for breach by Tenant of a non-monetary covenant hereunder.

Commencement Date Memorandum. Landlord may, at its option, prepare and submit to the Tenant a Commencement Date Memorandum in the form of Exhibit CD, completed in good faith by Landlord, and executed by Landlord. If Landlord does not prepare and submit to Tenant a Lease Memorandum within thirty (30) days following the Commencement Date, then Tenant may, at its option, prepare and submit to Landlord a Lease Memorandum in the form of Exhibit D, completed in good faith by Tenant, and executed by Tenant. The information inserted on the Commencement Date Memorandum shall be controlling and conclusive and shall prevail over any inconsistent provision in this Lease on (a) upon the mutual execution of the Commencement Date Memorandum by Landlord and Tenant, . Tenant or Landlord (bas the case may be) the lapse of seven (7) days following delivery of shall execute and return the Commencement Date Memorandum to within ten (10) Business Days of its receipt thereof; provided, however, if Tenant without Tenant delivering to or Landlord a written objection to all or part of the information in the Commencement Date Memorandum. If Tenant does object in good faith to any information set forth in the Commencement Date Memorandum, it shall execute the Commencement Date Memorandum with such 10-business day period subject to its specifically-stated, written objections. Tenant or Landlord, as applicable, must explain the reasons for its objections in reasonable detail. That portion of the Commencement Date Memorandum to which no objection was made shall be conclusive and controlling. Pending resolution of any dispute by agreement or a final determination by a court of competent jurisdiction in accordance with this Lease, Landlord’s information or Tenant’s information, as applicable, as inserted in the Commencement Date Memorandum shall be utilized subject to any later adjustment agreed or found to be appropriate. Tenant’s refusal or failure to execute a Commencement Date Memorandum shall not constitute a default under this Lease, but shall neither prevent nor delay the occurrence of the Commencement Date. In no event shall this Lease or the Commencement Date Memorandum be recorded without the prior written consent of LandlordLandlord and Tenant, in its their sole and absolute discretion.

Commencement Date Memorandum. Within ten Business Days following the Commencement Date, Landlord may, at its option, prepare and submit shall deliver to the Tenant a “Commencement Date Memorandum” in the form as set forth in the attached Exhibit D, as a confirmation only of the information set forth therein, which Tenant shall execute and return to Landlord within ten Business Days of receipt thereof (provided that if such Commencement Date Memorandum is not factually correct, then Tenant shall make such changes as are necessary to make the Commencement Date Memorandum factually correct and shall thereafter execute and return the revised Commencement Date Memorandum to Landlord within such ten-Business Day period). If Landlord fails to respond to Tenant’s revised Commencement Date Memorandum within ten Business Days following Landlord’s receipt thereof, then Tenant shall request Landlord’s confirmation of Tenant’s changes in writing (“Request for Confirmation of Commencement Date Memorandum”), which Request for Confirmation of Commencement Date Memorandum shall state in bold print that Landlord’s failure to respond within five Business Days following Landlord’s receipt thereof shall be deemed to be Landlord’s approval of the form of Exhibit C, completed in good faith Commencement Date Memorandum as revised by Landlord, and executed by LandlordTenant. The information inserted on the Tenant’s revised Commencement Date Memorandum shall be controlling and conclusive and binding on both parties unless Landlord, within five Business Days following receipt of the Request for Confirmation of Commencement Date Memorandum delivers a notice to Tenant rejecting Tenant’s changes, whereupon this procedure shall prevail over any inconsistent provision in this Lease on (a) be repeated until the mutual execution parties mutually agree upon the contents of the Commencement Date Memorandum. In the event Landlord shall fail to send Tenant the Commencement Date Memorandum within ten Business Days following the Commencement Date, Tenant may send to Landlord notice of the occurrence of the Commencement Date substantially in the form of the Commencement Date Memorandum, which Commencement Date Memorandum Landlord shall acknowledge by executing a copy thereof and returning it to Tenant (provided that if such Commencement Date Memorandum is not factually correct, then Landlord shall make such changes as are necessary to make the Commencement Date Memorandum factually correct, which revised Commencement Date Memorandum shall thereafter be subject to the procedure for finalization set forth in this Section 1.2.3). Once the Commencement Date Memorandum is executed and delivered by Landlord and Tenant, or (b) the lapse of seven (7) days following delivery of the Commencement Date Memorandum to Tenant without Tenant delivering to Landlord a written objection to all or part of the information in the Commencement Date Memorandum. If Tenant does object in good faith to any information set forth in the Commencement Date Memorandum, it shall execute the Commencement Date Memorandum subject to its specifically-stated, written objections. Tenant must explain the reasons for its objections in reasonable detail. That portion of the Commencement Date Memorandum to which no objection was made same shall be conclusive binding upon Landlord and controlling. Pending resolution of any dispute by agreement or a final determination by a court of competent jurisdiction in accordance with this Lease, Landlord’s information as inserted in the Commencement Date Memorandum shall be utilized subject to any later adjustment agreed or found to be appropriate. Tenant’s refusal or failure to execute a Commencement Date Memorandum shall not constitute a default under this Lease, but shall neither prevent nor delay the occurrence of the Commencement Date. In no event shall this Lease or the Commencement Date Memorandum be recorded without the prior written consent of Landlord, in its sole and absolute discretion.