Common use of Condition of Additional Premises Clause in Contracts

Condition of Additional Premises. Landlord shall deliver the Additional --------------------------------- Premises to Tenant with the electrical, mechanical and plumbing systems and roof of the Additional Premises in good operating condition. Tenant shall give Landlord written notice within thirty (30) days after the date of delivery of possession if any of the electrical, mechanical or plumbing systems or the roof of the Additional Premises is not in good operating condition on the date of Landlord's delivery of possession of the Additional Premises. If Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary to cause the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either for the conduct of Tenant's business. Except as expressly set forth in this Paragraph 6, the taking of possession of the Additional Premises by Tenant shall conclusively establish that the Additional Premises and the Project were at such time in satisfactory condition.

Condition of Additional Premises. Landlord shall deliver the Additional --------------------------------- Premises to Tenant acknowledges that (a) it is fully familiar with the electrical, mechanical and plumbing systems and roof of the Additional Premises in good operating condition. Tenant shall give Landlord written notice within thirty (30) days after the date of delivery of possession if any of the electrical, mechanical or plumbing systems or the roof of the Additional Premises is not in good operating condition on the date of Landlord's delivery of possession of the Additional Premises. If Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary to cause the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and, notwithstanding anything to the contrary in the Lease, agrees to take the same in its condition “as is” as of the Additional Premises Commencement Date, (b) neither Landlord nor any agent of Landlord has made (and neither Landlord nor any agent of Landlord hereby makes) any representation or warranty of any kind whatsoever, express or implied, regarding the suitability of same for Tenant's purposesAdditional Premises, and Tenant does hereby waive and disclaim including (without limitation) any objection to, cause of action based upon, representation or claim that its obligations hereunder should be reduced or limited because of warranty with respect to the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either the Additional Premises for the conduct of Tenant's business’s business and (c) Landlord shall have no obligation to alter, repair or otherwise prepare the Additional Premises for Tenant’s occupancy or to pay for any improvements to the Additional Premises. Except The Additional Premises have not undergone inspection by a Certified Access Specialist (as expressly set forth defined in California Civil Code Section 55.52). Notwithstanding anything to the contrary in this Paragraph 6Section, Landlord shall deliver the Additional Premises to Tenant with the heating, ventilating and air conditioning systems serving the Additional Premises in good working order, condition and repair (such obligation, “Landlord’s Delivery Obligation”). Tenant’s taking of possession of the Additional Premises shall, except as otherwise agreed to in writing by Tenant shall Landlord and Tenant, conclusively establish that the Additional Premises Premises, the Building and the Project were at such time in good, sanitary and satisfactory conditioncondition and repair and that Landlord’s Delivery Obligation was satisfied; provided that, if Landlord fails to satisfy Landlord’s Delivery Obligation (a “Delivery Shortfall”), then Tenant may, as its sole and exclusive remedy, deliver notice of such failure to Landlord detailing the nature of such failure (a “Shortfall Notice”); provided, further, that any Shortfall Notice must be received by Landlord no later than the date (the “Shortfall Notice Deadline”) that is thirty (30) days after the First Amendment Execution Date. In the event that Landlord receives a Shortfall Notice on or before the Shortfall Notice Deadline, Landlord shall, at Landlord’s expense, promptly remedy the Delivery Shortfall. Landlord shall not have any obligations or liabilities in connection with a failure to satisfy Landlord’s Delivery Obligation except to the extent such failure is identified by Tenant in a Shortfall Notice delivered to Landlord on or before the Shortfall Notice Deadline.

Condition of Additional Premises. Landlord shall deliver (a) Tenant acknowledges that Tenant is fully familiar with the condition of the Additional --------------------------------- Premises to Premises, that Tenant with the electrical, mechanical and plumbing systems and roof shall take possession of the Additional Premises in good operating conditionits then present "as is" condition on the Effective Date, and that Landlord shall have no obligation to alter, improve, decorate or otherwise prepare the Additional Premises for Tenant's occupancy other than to (i) reconstruct the public corridor on the 15th floor of the Building (including new ceiling, lighting, wall treatment and carpeting), generally where shown on Exhibit A annexed hereto; and (ii) provide a point of connection to the Class E fire safety system of the Building, all as more particularly described in Section 7(g) below (items (i) and (ii) are, collectively, "Landlord's Additional Premises Work"). Tenant acknowledges that Landlord's Additional Premises Work may be performed by Landlord contemporaneously with the completion by Tenant of initial alterations proposed by Tenant to prepare the Additional Premises for Tenant's occupancy ("Initial Alterations") and Tenant hereby agrees to provide Landlord and its agents and employees access to the Additional Premises during Business Hours on Business Days in order for Landlord to cause to be performed such items of work; it being agreed that Landlord shall give have no obligation to employ contractors or labor at so-called overtime or other premium pay rates or to incur any other overtime costs or expenses whatsoever. Notwithstanding the foregoing, Landlord written notice expressly undertakes to substantially complete Landlord's Additional Premises Work within thirty ninety (3090) days after the date completion of delivery Tenant's Initial Alterations, subject to delay by reason of possession if any Force Majeure Causes. Tenant at its sole cost and expense, may make all such alterations as Tenant may consider necessary or desirable in furtherance of the electrical, mechanical or plumbing systems or the roof Tenant's occupancy of the Additional Premises is in compliance with all applicable requirements of insurance bodies having jurisdiction over the Building, the provisions of Article 6 of the Lease and this Section 7(a), and in such manner as not to interfere with, delay or impose any additional expense upon Landlord in good operating condition on the date maintenance or operation of the Building. Subject to Landlord's delivery approval of possession plans and specifications therefore and to Tenant's compliance with all applicable requirements of law and the provisions of Article 6, 7 and 8 of the Additional Premises. If Lease, Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary have the right to cause the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that install an interior stairway connecting the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either for the conduct of Tenant's business. Except as expressly set forth in this Paragraph 6, the taking of possession of the Additional Premises by Tenant shall conclusively establish that the Additional Premises and the Project were at such time in satisfactory condition16th Floor Premises.

Condition of Additional Premises. Landlord shall deliver the Additional --------------------------------- Premises to Tenant with the electrical, mechanical and plumbing systems and roof of the Additional Premises in good operating condition. Tenant shall give Landlord written notice within thirty (30) days after the date of delivery of possession if any of the electrical, mechanical or plumbing systems or the roof of the Additional Premises is not in good operating condition on the date of Landlord's delivery of possession of the Additional Premises. If Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary to cause the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations representation or warranties warranty with respect to the condition of the Additional Premises or the Project or with respect to the suitability of either the Additional Premises for the conduct of Tenant's ’s business. Except Tenant acknowledges that (a) it is fully familiar with the condition of the Additional Premises and agrees to take the same in its condition “as expressly set forth in this Paragraph 6is” as of the Additional Premises Term Commencement Date and (b) Landlord shall have no obligation to alter, repair or otherwise prepare the Additional Premises for Tenant’s occupancy or to pay for or construct any improvements to the Additional Premises, except for payment of the Additional Premises TI Allowance (as defined below), performance of Landlord’s Delivery Obligation (as defined below) and performance of any express repair and maintenance obligations of Landlord under the Lease. Landlord shall deliver the Additional Premises to Tenant with the existing elevators, heating, ventilating, air conditioning, electrical, plumbing and fire and life-safety systems serving the Additional Premises (collectively, the “Building Systems”) in good working order, condition and repair (such obligation, “Landlord’s Delivery Obligation”). Tenant’s taking of possession of the Additional Premises shall, except as otherwise agreed to in writing by Tenant shall Landlord and Tenant, conclusively establish that the Additional Premises and the Project were was at such time in good, sanitary and satisfactory conditioncondition and repair and that Landlord’s Delivery Obligation was satisfied; provided that, if Landlord fails to satisfy Landlord’s Delivery Obligation (a “Delivery Shortfall”), then Tenant may, as its sole and exclusive remedy, deliver notice of such failure to Landlord detailing the nature of such failure (a “Shortfall Notice”); provided, further, that any Shortfall Notice must be received by Landlord no later than the date (the “Shortfall Notice Deadline”) that is sixty (60) days after the Additional Premises Term Commencement Date. In the event that Landlord receives a Shortfall Notice on or before the Shortfall Notice Deadline, Landlord shall, at Landlord’s expense (without inclusion in Operating Expenses), promptly remedy the Delivery Shortfall. Notwithstanding anything to the contrary in this Amendment, Landlord shall not have any obligations or liabilities in connection with (x) a failure to satisfy Landlord’s Delivery Obligation except to the extent such failure is identified by Tenant in a Shortfall Notice delivered to Landlord on or before the Shortfall Notice Deadline, or (y) any failure of the Building Systems to be in good working order, condition or repair due to any event, circumstance or other factor arising or occurring after the Additional Premises Term Commencement Date (including, without limitation, (i) any act or omission of Tenant, Tenant’s contractors or subcontractors, or any of their respective employees, agents or invitees, (ii) the construction of the Tenant Improvements (as defined below), or (iii) Tenant’s failure to properly repair or maintain the Additional Premises as required by the Lease), and no Delivery Shortfall shall be deemed to have occurred as a result thereof.

Condition of Additional Premises. Landlord shall deliver the Additional --------------------------------- Premises to TENANT WORK, LANDLORD ALLOWANCE, SUITE SIGN; AESTHETICS FROM COMMON AREAS. Tenant with the electrical, mechanical and plumbing systems and roof of has inspected the Additional Premises in good operating condition. Tenant shall give Landlord written notice within thirty (30) days after the date of delivery of possession if any and portions of the electricalBuilding, mechanical Property, systems and equipment providing access to or plumbing systems or the roof of the Additional Premises is not in good operating condition on the date of Landlord's delivery of possession of serving the Additional Premises. If Tenant gives such notice) or has had an opportunity to do so, and agrees to accept the same "AS IS" without any agreements, representations, understandings or obligations on the part of Landlord to perform or pay for any alterations, repairs or improvements, except that Landlord shall promptly make such repairs as are reasonably necessary to cause provide an "Allowance" towards the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice "Cost of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except Work" that Tenant performs all as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties"Exhibit B hereto. Tenant hereby agrees may also use the Allowance for reasonable out-of-pocket costs of designing and warrants that it has inspected installing one (1) sign identifying Tenant's name and logo on the condition of glass separation between the Additional Premises and the suitability ground floor lobby of same for Tenantthe Building, subject to Landlord's purposesprior written approval of the size, colors, and Tenant does hereby waive all other details; Landlord may withhold such approval in Landlord's sole good faith opinion. Because the Additional Premises is located on the ground floor and disclaim any objection tois visible from the main Building lobby: (a) Landlord reserves the right to approve in writing, cause of action based uponin Landlord's sole good faith opinion, all internal lighting, signs, and other matters, in the Additional Premises that may be visible from the public, common or claim that its obligations hereunder should be reduced or limited because exterior areas of the condition Property, (b) Tenant shall at all times keep the appearance of the portion of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either for the conduct of Tenant's business. Except as expressly set forth in this Paragraph 6is visible from public, the taking of possession common and exterior areas of the Additional Premises by Property in a neat, professional, attractive, and first class condition, and (c) Landlord reserves the right, at Landlord's sole cost, to replace the glass separation, including replacement with frosted glass, apply a covering or coating over the glass and/or install blinds over the glass and require that Tenant shall conclusively establish that the Additional Premises and the Project were at keep such time in satisfactory conditionblinds closed.

Condition of Additional Premises. Landlord shall deliver (a) Tenant acknowledges that Tenant is fully familiar with the condition of the Additional --------------------------------- Premises to Premises, that Tenant with the electrical, mechanical and plumbing systems and roof shall take possession of the Additional Premises in good operating conditionits then present "as is" condition on the Effective Date, and that Landlord shall have no obligation to alter, improve, decorate or otherwise prepare the Additional Premises for Tenant's occupancy other than to (i) reconstruct the public corridor on the 15th floor of the Building (including new ceiling, lighting, wall treatment and carpeting), generally where shown on Exhibit A annexed hereto; and (ii) provide a point of connection to the Class E fire safety system of the Building, all as more particularly described in Section 7(g) below (items (i) and (ii) are, collectively, "Landlord's Additional Premises Work"). Tenant acknowledges that Landlord's Additional Premises Work may be performed by Landlord contemporaneously with the completion by Tenant of initial alterations proposed by Tenant to prepare the Additional Premises for Tenant's occupancy ("Initial Alterations") and Tenant hereby agrees to provide Landlord and its agents and employees access to the Additional Premises during Business Hours on Business Days in order for Landlord to cause to be performed such items of work; it being agreed that Landlord shall give have no obligation to employ contractors or labor at so-called overtime or other premium pay rates or to incur any other overtime costs or expenses whatsoever. Notwithstanding the foregoing, Landlord written notice expressly undertakes to substantially complete Landlord's Additional Premises Work within thirty ninety (3090) days after the date of delivery of possession if any of the electrical, mechanical or plumbing systems or the roof of the Additional Premises is not in good operating condition on the date of Landlord's delivery of possession of the Additional Premises. If Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary to cause the electrical, mechanical and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either for the conduct completion of Tenant's businessInitial Alterations, subject to delay by reason of Force Majeure Causes. Except Tenant at its sole cost and expense, may make all such alterations as expressly set forth Tenant may consider necessary or desirable in this Paragraph 6, the taking furtherance of possession Tenant's occupancy of the Additional Premises by Tenant shall conclusively establish that the Additional Premises and the Project were at such time in satisfactory condition.the

Condition of Additional Premises. Landlord Tenant shall deliver the Additional --------------------------------- Premises to Tenant with the electrical, mechanical and plumbing systems and roof of accept the Additional Premises in good operating its as-is, where-is condition. Tenant shall give No promise of Landlord written notice within thirty (30) days after the date of delivery of possession if any of the electricalto alter, mechanical remodel or plumbing systems or the roof of improve the Additional Premises is not in good operating condition on or the date of Landlord's delivery of possession of the Additional Premises. If Tenant gives such notice, Landlord shall promptly make such repairs as are reasonably necessary to cause the electrical, mechanical Building and plumbing systems and/or roof to be in good operating condition. Tenant's failure to give written notice of the need for repairs to the electrical, mechanical and plumbing systems and/or roof within said thirty (30) day period shall be deemed Tenant's acceptance of such systems and roof in good operating condition. Except as set forth above in this Xxxxxxxxx 0, Xxxxxx hereby agrees that the Additional Premises shall be taken "as-is," "with all faults," and "without any representations or warranties". Tenant hereby agrees and warrants that it has inspected the condition of the Additional Premises and the suitability of same for Tenant's purposes, and Tenant does hereby waive and disclaim any objection to, cause of action based upon, or claim that its obligations hereunder should be reduced or limited because of no representation respecting the condition of the Additional Premises or the Project or the suitability of same for Tenant's purposes. Building has been made by Landlord to Tenant acknowledges that neither Landlord nor any agent nor any employee of Landlord has made any representations or warranties with respect to the Additional Premises or the Project or with respect to the suitability of either for the conduct of Tenant's business. Except other than as expressly set forth in this Paragraph 6Third Amendment. Notwithstanding the foregoing, to the extent that the Additional Premises is not separately metered for electrical usage as required by Article 7 of the Original Lease, Landlord, at its sole cost and expense, shall install electrical meters and equipment to accomplish same. Landlord shall give Tenant a total allowance (“Additional Premises Allowance”) of $390,900.00 ($15.00/rsf) as a credit towards the cost of performing certain improvements in the Additional Premises and/or in the Existing Premises, including but not limited to hard construction costs, soft costs, permit fees, escrow fees, specialty consulting fees, the taking cost of possession architectural drawings, MEP drawings, general conditions, overhead and profit of the general contractor and subcontractors, and the cost of wiring, furniture, fixtures and equipment for the Additional Premises and/or the Existing Premises, as more particularly described in that certain Work Letter Agreement (the “Work Letter Agreement”) attached hereto and made a part hereof as Exhibit B. The Additional Premises Allowance shall be paid upon receipt of lien waivers, invoices and other documentation reasonably requested by Landlord, as provided in the Work Letter Agreement All work to be performed in the Additional Premises and/or in the Existing Premises shall be performed in a good and workmanlike manner in accordance with the Lease. The Additional Premises Allowance must be used within twelve months after the Additional Premises Commencement Date or it will no longer be available to Tenant. Up to $260,600.00 ($10.00/rsf) of the Additional Premises by Allowance, may, at Tenant’s election, be applied towards Base Rent for the Premises next becoming due on or after October 1, 2010. Tenant shall conclusively establish that not be required to remove at the end of the Term the Work (as defined in the Work Letter Agreement) performed in the Additional Premises and the Project were at such time in satisfactory conditionPremises.