Common use of DELAY IN POSSESSION Clause in Contracts

DELAY IN POSSESSION. If for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided below, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) above.

DELAY IN POSSESSION. If for Landlord agrees to use its best reasonable efforts to complete Landlord’s Work (as defined in the Workletter) promptly, diligently and within the respective time periods set forth in the respective estimated construction schedules attached hereto as Exhibit D and incorporated herein by this reference, as such schedules may be modified from time to time by mutual written agreement of Landlord and Tenant, and subject to any reason Landlord cannot deliver possession of Tenant Delays and Unavoidable Delays (as respectively defined in the Premises to Tenant by the Commencement DateWorkletter); provided, except as provided belowhowever, that Landlord shall not be subject to liable for any liability therefordamages caused by any delay in the completion of such work, nor shall any such failure delay affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform Notwithstanding any other obligation of Tenant under the terms provision of this Lease until Section 2.3, however, unless Landlord delivers a Structural Completion Certificate for at least one of the two Phase I Buildings and tenders possession of the Premises to Tenant. The term those completed structural portions of the Lease shall commence on Building Shell for such Building that must be completed as a condition of delivery of the earlier of (a) Structural Completion Certificate by the date Tenant takes possession of the Premises or which is one hundred twenty (b120) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and date specified for structural completion as to such delay is not due to Tenant’s acts, failure to act, or omissionsPhase I Building in the applicable Estimated Construction Schedule attached hereto as Exhibit D, Tenant shall have the option right to either (i) terminate this Lease without further liability hereunder by written notice in writing delivered to Landlord within 10 days after at any time prior to Landlord’s delivery of a Structural Completion Certificate for at least one Phase I Building and tender of possession of the end completed structural portions of said 60the Building Shell for such Phase I Building to Tenant; provided, however, that the applicable date on which Tenant’s termination right becomes exercisable pursuant to this sentence shall be extended, day for day, for a period equal to the length of any delays in Landlord’s design and construction of the respective Phase I Building Shells that are caused by any Unavoidable Delays or Tenant Delays (as respectively defined in the Workletter). If such a termination right arises in favor of Tenant and is properly exercised by Tenant, then Landlord shall reimburse Tenant for all of Tenant’s out-day period cancel of-pocket fees and costs incurred prior to the date of such termination for design, space planning, architectural, engineering and construction management services in connection with this Lease and the parties Workletter, which reimbursement shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that paid by Landlord fails to deliver the Premises to Tenant If such written notice within thirty (30) days after Landlord’s receipt of Tenant’s cancellation under (i) above written request for such reimbursement, accompanied by copies of such invoices and other supporting documentation as Landlord may reasonably request to evidence the nature and amount of the fees and costs for which such reimbursement is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboverequested.

DELAY IN POSSESSION. If for Landlord agrees to use its best reasonable efforts to complete Landlord's Work (as defined in the Workletter) promptly, diligently and within the respective time periods set forth in the respective estimated construction schedules attached hereto as Exhibit D and incorporated herein by this reference, as such schedules may be modified from time to time by mutual written agreement of Landlord and Tenant, and subject to any reason Landlord cannot deliver possession of Tenant Delays and Unavoidable Delays (as respectively defined in the Premises to Tenant by the Commencement DateWorkletter); provided, except as provided belowhowever, that Landlord shall not be subject to liable for any liability therefordamages caused by any delay in the completion of such work, nor shall any such failure delay affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform Notwithstanding any other obligation of Tenant under the terms provision of this Lease until Section 2.3, however, unless Landlord delivers a Structural Completion Certificate for at least one of the two Phase I Buildings and tenders possession of the Premises to Tenant. The term those completed structural portions of the Lease shall commence on Building Shell for such Building that must be completed as a condition of delivery of the earlier of (a) Structural Completion Certificate by the date Tenant takes possession of the Premises or which is one hundred twenty (b120) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and date specified for structural completion as to such delay is not due to Tenant’s acts, failure to act, or omissionsPhase I Building in the applicable Estimated Construction Schedule attached hereto as Exhibit D, Tenant shall have the option right to either (i) terminate this Lease without further liability hereunder by written notice in writing delivered to Landlord within 10 days after at any time prior to Landlord's delivery of a Structural Completion Certificate for at least one Phase I Building and tender of possession of the end completed structural portions of said 60the Building Shell for such Phase I Building to Tenant; provided, however, that the applicable date on which Tenant's termination right becomes exercisable pursuant to this sentence shall be extended, day for day, for a period equal to the length of any delays in Landlord's design and construction of the respective Phase I Building Shells that are caused by any Unavoidable Delays or Tenant Delays (as respectively defined in the Workletter). If such a termination right arises in favor of Tenant and is properly exercised by Tenant, then Landlord shall reimburse Tenant for all of Tenant's out-day period cancel of-pocket fees and costs incurred prior to the date of such termination for design, space planning, architectural, engineering and construction management services in connection with this Lease and the parties Workletter, which reimbursement shall be discharged from all obligations hereunder; or paid by Landlord to Tenant within thirty (ii30) elect not days after Landlord's receipt of Tenant's written request for such reimbursement, accompanied by copies of such invoices and other supporting documentation as Landlord may reasonably request to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to evidence the rent coming due when the term nature and amount of the Lease commences, equal to one day fees and costs for each day following which such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above reimbursement is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboverequested.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided below, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date upon which Tenant takes possession of the Premises Premises, or (b) 10 ten (10) days following notice to Tenant that the Leasehold Improvements (as defined in the Tenant Improvements Addendum) are substantially complete (as such term is defined in the Tenant Improvements Addendum) and Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 sixty (60) days after the Commencement Date receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act, act or omissions, then Tenant shall have be entitled, as its sole remedy, to receive one (1) day’s rental abatement (effective as of the option Commencement Date) for each day of delay beyond such sixty (60) day period. If possession of the Premises is not delivered to either Tenant within ninety (i90) days after the receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act or omissions, then Tenant shall be entitled, as its sole remedy, to receive two (2) days’ rental abatement (effective as of the Commencement Date) for each day of delay beyond such ninety (90) day period. If possession of the Premises is not delivered to Tenant within one hundred twenty (120) days after the receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act or omissions, then Tenant may, as its sole remedy, cancel this Lease by notice in writing to Landlord within 10 ten (10) days after the end of said 60-one hundred twenty (120) day period cancel this Lease period, and in such event the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant . If such written notice of Tenant’s cancellation under (i) above from Tenant is not received by Landlord within said ten (10-) day period, Tenant’s right to cancel this Lease shall terminate terminate. If the Commencement Date is after August 1, 1999, and Tenant is not the first day in a calendar month, then the Term shall be deemed to have elected option end, and the Expiration Date shall be, the last day of the eighty-four (ii84) abovemonth period that begins on the first day of the first full calendar month of the Term.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided below, Landlord shall not be subject to any liability ​ therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant upon which Xxxxxx takes possession of the Premises Premises, or (b) 10 ten (10) days following notice to Tenant that the Leasehold Improvements (as defined in the Tenant Improvements Addendum) are substantially complete (as such term is defined in the Tenant Improvements Addendum) and Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 sixty (60) days after the Commencement Date receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act, act or omissions, then Tenant shall have be entitled, as its sole remedy, to receive one (1) day’s rental abatement (effective as of the option Commencement Date) for each day of delay beyond such sixty (60) day period. If possession of the Premises is not delivered to either Tenant within ninety (i90) days after the receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act or omissions, then Tenant shall be entitled, as its sole remedy, to receive two (2) days’ rental abatement (effective as of the Commencement Date) for each day of delay beyond such ninety (90) day period. If possession of the Premises is not delivered to Tenant within one hundred twenty (120) days after the receipt of a building permit in respect of the Premises from the City of Grand Prairie and such delay is not due to Tenant’s acts, failure to act or omissions, then Tenant may, as its sole remedy, cancel this Lease by notice in writing to Landlord within 10 ten (10) days after the end of said 60-one hundred twenty (120) day period cancel this Lease period, and in such event the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant . If such written notice of Tenant’s cancellation under (i) above from Tenant is not received by Landlord within said ten (10-) day period, TenantXxxxxx’s right to cancel this Lease shall terminate terminate. If the Commencement Date is after August 1, 1999, and Tenant is not the first day in a calendar month, then the Term shall be deemed to have elected option end, and the Expiration Date shall be, the last day of the eighty-four (ii84) abovemonth period that begins on the first day of the first full calendar month of the Term.

DELAY IN POSSESSION. If Notwithstanding the estimated Commencement Date specified in Section 1.7, if for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided belowon said date, Landlord shall not be subject Subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In ; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under this Lease, except as may be otherwise provided in this Lease, until possession of the terms of this Lease until Premises is tendered to Tenant, as defined in Section 3.4. If Landlord delivers shall not have tendered possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of Tenant within one hundred twenty (a120) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the estimated Commencement Date specified in Section 1.7, as the same may be adjusted in accordance with Section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) may, at Tenant's option, by notice in writing to Landlord within 10 ten (10) days after the end expiration of said 60-the one hundred twenty (120) day period cancel period, terminate this Lease. If Tenant terminates this Lease and as provided in the preceding sentence, the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day except that Landlord fails to deliver the Premises to Tenant If shall return any money previously deposited with Landlord by Tenant; and provided further, that if such written notice of Tenant’s cancellation under (i) above by Tenant is not received by Landlord within said ten (10-) day period, Tenant’s Tenant shall not have the right to cancel terminate this Lease shall terminate as provided above unless Landlord fails to tender possession of the Premises to Tenant within two hundred forty (240) days following the estimated Commencement Date specified in Section 1.7, as the same may be adjusted in accordance with Section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and Tenant. If Landlord is unable to deliver possession of the Premises to Tenant on the Commencement Date due to a "Force Majeure Event," the Commencement Date shall be deemed to have elected option (ii) aboveextended by the period of the delay caused by the Force Majeure Event. A Force Majeure Event shall mean fire, earthquake, weather delays or other acts of God, strikes, boycotts, war, riot, insurrection, embargoes, shortages of equipment, labor or materials, delays in issuance of governmental permits or approvals, or any other cause beyond the reasonable control of Landlord.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided below, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s 's acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s 's cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s 's right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) above.

DELAY IN POSSESSION. If Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises to Tenant by prior or subsequent to the Estimated Commencement Date as set forth in Item 4 of the Basic Lease Provisions (“Estimated Commencement Date”), except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall notnot be liable for any rent until the Commencement Date occurs as provided in Section 3.1 above, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until that if Landlord delivers cannot tender possession of the Premises in accordance with the provisions of Section 3.1(b) above due to Tenant. The term any action or inaction of Tenant (including without limitation any Tenant Delay described in the Lease Work Letter, if any, attached to this Lease), then the Commencement Date shall commence on be deemed to have occurred and Landlord shall be entitled to full performance by Tenant (including the earlier payment of (arent) from the date Tenant takes possession of the Premises or (b) 10 days following notice Landlord would have been able to Tenant that Landlord is prepared to so tender possession of the Premises to Tenant but for Tenant’s action or inaction, including without limitation any Tenant Delay described in the attached Work Letter, if any. If possession Notwithstanding anything to the contrary contained in this Section 3.2, if for any reason other than “Tenant Delays” (as defined in the Work Letter) or other matters beyond Landlord’s reasonable control, the actual Commencement Date of this Lease has not occurred (i) on or before August 1, 2005 (the “First Outside Date”), then Tenant shall receive one (1) “free” month of Basic Rent at the initial rate scheduled in Item 6 of the Premises is Basic Lease Provisions, (ii) on or before September 1, 2005 (the “Second Outside Date”), then Tenant shall receive a second “free” month of Basic Rent at this initial rate scheduled in Item 6 of the Basic Rent Lease Provisions, and (iii) on or before October 1, 2005 the (“Third Outside Date”), then Tenant shall receive a third “free” month of Basic Rent at the initial rate scheduled in Item 6 of the Basic Lease Provisions. The provisions for “free” rent contained in the foregoing, however, are conditioned upon: (A) this Lease or an indemnity agreement allowing Landlord to proceed with the construction drawings for the “Tenant Improvements” (defined in the attached Work Letter), being executed and delivered by Tenant to Landlord not delivered later than April 18, 2005, and (B) Tenant having incurred hold-over penalty rental for continuing to Tenant within 60 days after lease its existing premises at 10145 Pacific Heights Blvd., Suites 500 and 900, San Diego, CA for the month of August, 2005, September, 2005 and October, 2005, as applicable, if the Commencement Date and such delay is has not due to Tenant’s actsso occurred by the First Outside Date, failure to actby the Second Outside Date or by the Third Outside Date, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboverespectively.

DELAY IN POSSESSION. If Notwithstanding the estimated Commencement Dates specified in Section 1.7, if for any reason Landlord cannot deliver possession of any of the Units of the Premises to Tenant by the Commencement Date, except as provided belowon said dates, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In ; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under this Lease, except as may be otherwise provided in this Lease, until possession of the terms applicable portion of this Lease until the Premises is tendered to Tenant. If Landlord delivers shall not have tendered possession of any of the Units of the Premises to Tenant within thirty (30) days following the estimated Commencement Date for said Unit as set forth in Section 1.7 (hereinafter, the "Delay Credit Date"), as the same may be adjusted for any Force Majeure Events (defined hereinbelow) and/or any delays caused by acts or omissions of Tenant, Tenant's agents, employees and contractors of which Tenant has received at least three (3) days' prior written notice from Landlord (hereinafter, a "Tenant Delay"), then Tenant shall be entitled to an abatement of Base Rent with respect to the applicable Premises (the "Delay Credit") in an amount equal to one-thirtieth (1/30th) of the Base Rent due for the first full calendar month of the Term with respect to the applicable Premises (not reduced by any abated rent, conditionally waived rent, free rent or similar rental concessions, if any) for each day following the Delay Credit Date until such time as the applicable Premises is delivered to Tenant. The term Delay Credit, if any, shall be applied to the next installment(s) of Base Rent or additional rent coming due under the Lease following the application of any abatement of Base Rent as provided in Paragraph 4 of the Lease Addendum. Furthermore, if Landlord shall commence on the earlier not have tendered possession of (a) the date Tenant takes possession all of the Premises or (b) 10 days following notice to Tenant that on or before March 1, 2007 (the "Outside Commencement Date"), as the same may be extended for any Force Majuere Events and Tenant Delay, Tenant may, at Tenant's option, by notice in writing to Landlord at any time after the Outside Commencement Date, terminate the term of this Lease so long as Tenant's written notice is prepared delivered to tender possession Landlord prior to Landlord's delivery of the Premises to Tenant. If possession Tenant terminates the term of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and as provided in the preceding sentence, the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day except that Landlord fails shall return any money previously deposited with or paid to Landlord by Tenant. If Landlord is unable to deliver possession of any of the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right on the applicable Commencement Date due to cancel this Lease shall terminate and Tenant a "Force Majeure Event," the applicable Commencement Date shall be deemed to have elected option (ii) aboveextended by the period of the delay caused by the Force Majeure Event.

DELAY IN POSSESSION. If Notwithstanding the provision of Section 3.1, if Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises in either Building 42 or 42A to Tenant by on/or before the corresponding Commencement Date, except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent or perform liable for any other obligation rent and the Commencement Date (for purposes of Tenant under the terms payment of this Lease rent) shall not occur until Landlord delivers possession of the Premises and the Premises are in fact ready for occupancy in accordance with Section 3.1; and Tenant shall receive after it is able to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes take possession of the Premises or Premises, in addition to any free rent period, one (bday) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after free rent for each day past the Commencement Date and such delay is not due that Landlord delays (subject to Tenant’s actsSection 20.13) in so delivering the Premises of the Building in question. However, if Landlord's failure to actso deliver possession on the applicable Commencement Date is attributable to, or omissions, Tenant shall have the option to either (i) by notice Tenant's delays in writing reasonably fulfilling Tenant's obligations and approvals related to Landlord within 10 days after the end design or construction of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; Premises, or (ii) elect Tenant's gross negligence or willful misconduct, then Landlord shall be entitled to full performance by Tenant (including the payment of rent) from the corresponding Commencement Date. If Landlord does not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term deliver possession of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises Building 42 to Tenant If such written notice of Tenant’s cancellation under within thirty (i30) above is not received by Landlord within said 10-day perioddays after the corresponding Commencement Date, Tenant’s right Tenant may elect to cancel this Lease by giving written notice to Landlord within ten (10) days after the thirty (30) day period ends or Tenant may independently take such reasonable action as necessary to complete the Premises and charge the cost of such action against the first due rents. If Landlord does not deliver possession of the Building 42A to Tenant within thirty (30) days after the corresponding Commencement Date, Tenant may elect to cancel this Lease as to Building 42A only by giving written notice to Landlord within ten (10) days after the thirty (30) day period ends or Tenant may independently take such reasonable action as necessary to complete the Premises and charge the cost of such action against the first due rents. If Tenant gives such notice of cancellation, the Lease or the Lease as to Building 42A shall terminate be canceled and neither Landlord nor Tenant shall be deemed have any further obligations to have elected option (ii) abovethe other with respect to the Lease or Building 42A, as applicable.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver In the event the Tenant should fail to take possession of the Demised Premises to Tenant on or by the Commencement Date, except this Lease shall nevertheless remain in full force and effect and the Rent and other monies payable by the Tenant shall be paid as from the Commencement Date. In the event the Landlord cannot deliver vacant possession of the Demised Premises on or by the Commencement Date, then the Tenant shall take possession of the Demised Premises as soon as vacant possession can be delivered of the same, and this Lease shall not be void or voidable, nor shall the Landlord be liable for any loss or damage resulting from the delay in the Tenant obtaining possession and, in such event, the Term shall commence on delivery of vacant possession, the Commencement Date shall be the day on which the Demised Premises are so delivered up, the Termination Date shall be extended and the Term shall remain the same. Provided, however, if the Term is not commenced within six (6) months of the Commencement Date as provided belowfor in Article 2.02, then this Lease is at an end, and neither party shall have any action or right against the other. The Landlord shall not be subject liable for any loss, injury, damage or inconvenience which the Tenant may suffer by reason of any delay in the Landlord delivering the Demised Premises to the Tenant, or which the Tenant may suffer by reason of any liability therefordelay in the Tenant taking occupancy of the Demised Premises howsoever occasioned. For the purposes of planning and the construction of its leasehold improvements and/or operation of the Tenant’s business, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In such case, Tenant shall nothave access to the Demised Premises upon execution of the Lease prior to the Commencement Date. During this period, except as otherwise provided herein, the Tenant shall not be obligated to pay any Basic Rent, Additional Rent or perform any and applicable GST (collectively, “Gross Rent”) but shall abide by all other obligation of Tenant under the terms of this Lease until Landlord delivers possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) above.

DELAY IN POSSESSION. If Notwithstanding the estimated Commencement Date specified in section 1.9, if for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided belowon said date, Landlord shall not be subject to any liability therefortherefore, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In ; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under this Lease, except as may be otherwise provided in this Lease, until possession of the terms of this Lease until Premises is tendered to Tenant, as defined in section 3.4. If Landlord delivers shall not have tendered possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of Tenant within ninety (a90) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the estimated Commencement Date specified in section 1.9, as the same may be adjusted in accordance with section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and such delay is not due to Tenant, Tenant may, at Tenant’s actsoption, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 ten (10) days after the end expiration of said 60-the ninety (90) day period cancel period, terminate this Lease. If Tenant terminates this Lease and as provided in the preceding sentence, the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day except that Landlord fails to deliver the Premises to Tenant If shall return any money previously deposited with Landlord by Tenant; and provided further, that if such written notice of Tenant’s cancellation under (i) above by Tenant is not received by Landlord within said ten (10-) day period, Tenant’s Tenant shall not have the right to cancel terminate this Lease shall terminate as provided above unless Landlord fails to tender possession of the Premises to Tenant within one hundred eighty (180) days following the estimated Commencement Date specified in section 1.9, as the same may be adjusted in accordance with section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and Tenant. If Landlord is unable to deliver possession of the Premises to Tenant on the Commencement Date due to a “Force Majeure Event,” the Commencement Date shall be deemed to have elected option extended by the period of the delay caused by the Force Majeure Event. A Force Majeure Event shall mean fire, earthquake, weather delays or other acts of God, strikes, boycotts, war, riot, insurrection, embargoes, shortages of equipment, labor or materials, delays in issuance of governmental permits or approvals, or any other cause (iiexcept financial) abovebeyond the reasonable control of Landlord.

DELAY IN POSSESSION. Lessor agrees to use its best commercially reasonable efforts to complete the Building Shell by December 1, 1998 so that Lessee can commence construction of Lessee's Tenant Improvements. If for any reason Landlord cannot despite said efforts, Lessor is unable to deliver possession of the Premises to Tenant by the Commencement Dateas agreed, except as provided below, Landlord Lessor shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunderlease, except as set forth herein. In the event the Lessor has knowledge that the Building Shell will be delivered thirty (30) days or more past December 1, 1998, the Scheduled Building Shell Completion Date, Lessor shall notify Lessee of said delay as soon as Lessor has knowledge that there will be a delay. If possession of the Building Shell is delivered to Lessee within thirty (30) days after the Scheduled Building Shell Completion Date of December 1, 1998, Lessee shall be given one day rent credit starting on the Rent Commencement Date (February 1, 1999) for every day of delay in delivery caused by Lessor, or occasioned by Lessor's Consultants, Planners or Architects. If possession is delivered to Lessee thirty (30) days after the Shell Completion Date, and the delay is the responsibility of Lessor, then Lessee shall receive a credit of two (2) days rent=(free possession) for each day it does not receive actual possession of the completed Building Shell from the 30th day after the Scheduled Building Shell Completion Date onward. In the event that Lessor is unable to deliver possession of the Building Shell to Lessee within ninety (90) days of the Scheduled Building Shell Completion Date, and the delay is the responsibility of Lessor, then Lessee shall have the right to terminate this lease by providing Lessor then (10) days written notice of same. If such casewritten notice from Lessee is not received by Lessor within the ten (10) days period after notice to Lessee of Lessor's failure to deliver, Tenant Lessee's right to cancel shall not, except terminate. Except as otherwise provided herein, be obligated to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers if possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered tendered to Tenant within 60 days after Lessee by the Building Shell Completion Date, and Lessee does not terminate this lease, any period of rent abatement or credit shall run from the Rent Commencement Date (February 1, 1999). For example, if a delay in Lessee possession totals 42 days and such delay is not due can be ascribed 12 days to Tenant’s actsLessee and 30 days to Lessor, failure no rent abatement shall accrue to actLessee for the 12 days, or omissions, Tenant but 30 days rent abatement shall have accrue to Lessee for the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboveLessor caused delay.

DELAY IN POSSESSION. If Notwithstanding the estimated Commencement Date specified in Section 1.7, if for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided belowon said date, Landlord shall not be subject to any liability therefortherefore, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In hereunder or extend the Term hereof; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under the terms of this Lease except as may be otherwise provided in this Lease, until possession of the Premises is tendered to Tenant, as defined in Section 3.4. If Landlord delivers shall not have tendered possession of the Premises to Tenant within ninety(90) days following the estimated Commencement Date specified in Section 1.7, as the same may be extended in accordance with Section 3.3 or under the terms of any work letter agreement entered into by Landlord and Tenant. The term , Tenant may, at Tenant’s option, by notice in writing to Landlord within ten (10) days after the expiration of the ninety (90) day period, terminate this Lease. If Tenant terminates this Lease as provided in the preceding sentence, the Parties shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant be discharged from all obligations hereunder, except that Landlord shall return all money previously deposited with Landlord by Tenant; and provided further, that if such written notice by Tenant is prepared not received by Landlord within said ten (10) day period, Tenant shall not have the right to terminate this Lease as provided above unless Landlord fails to tender possession of the Premises to Tenant within ninety (90) days following the estimated Commencement Date specified in Section 1.7, as the same may be extended in accordance with Section 3.3 or under any work letter agreement entered into by Landlord and Tenant. If Notwithstanding the foregoing if Landlord is unable to deliver possession of the Premises is not delivered to Tenant within 60 days after on the Commencement Date and such delay is not due to Tenant’s actsa "Force Majeure Event", failure to actthe Commencement Date shall be extended by the period of the delay caused by the Force Majeure Event. A Force Majeure Event shall mean fire, earthquake, weather delays, or omissionsother acts of God, Tenant shall have the option to either (i) by notice strikes, boycotts, war, riot, insurrection, embargoes, shortages of equipment, labor, or materials, delays in writing to Landlord within 10 days after the end issuance of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; governmental permits or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboveapprovals.

DELAY IN POSSESSION. If Notwithstanding the Commencement Date specified in Section 1.7, if for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided belowon said date, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In hereunder or extend the Term hereof; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under this Lease, except as may be otherwise provided in this Lease, until possession of the terms of this Lease until Premises is tendered to Tenant, as defined in Section 3.4. If Landlord delivers shall not have tendered possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of Tenant within sixty (a60) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s acts, failure to act, or omissionsspecified in Section 1.7, Tenant shall have the option to either (i) may, at Tenant's option, by notice in writing to Landlord within 10 ten (10) days after the end expiration of said the sixty (60-) day period cancel period, terminate this Lease. If Tenant terminates this Lease and as provided in the preceding sentence, the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day except that Landlord fails to deliver the Premises to Tenant If shall return any money previously deposited with Landlord by Tenant; and provided further, that if such written notice of Tenant’s cancellation under (i) above by Tenant is not received by Landlord within said ten (10-) day period, Tenant’s Tenant shall not have the right to cancel terminate this Lease shall terminate and as provided above unless Landlord fails to tender possession of the Premises to Tenant within one hundred twenty (120) days following the Commencement Date specified in Section 1.7. If Landlord is unable to deliver possession of the Premises to Tenant on the Commencement Date due to a "Force Majeure Event," the Commencement Date shall be deemed to have elected option (ii) aboveextended by the period of the delay caused by the Force Majeure Event. A Force Majeure Event shall mean fire, earthquake, weather delays or other acts of God, strikes, boycotts, war, riot, insurrection, embargoes, shortages of equipment, labor or materials, delays in issuance of governmental permits or approvals, or any other cause beyond the reasonable control of Landlord.

DELAY IN POSSESSION. If Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises to Tenant by on or before the Estimated Commencement Date, except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent or perform liable for any other obligation of Tenant under rent and the terms of this Lease Commencement Date shall not occur until Landlord delivers possession of the Premises and the Premises are in fact available for Tenant's occupancy with any Tenant Improvements that have been approved as per Section 3.1(a) above, except that if Landlord's failure to Tenant. The term of the Lease shall commence so deliver possession on the earlier of Estimated Commencement Date is attributable to any action or inaction by Tenant (a) including without limitation any Tenant Delay described in the Work Letter, if any, attached to this Lease), then the Commencement Date shall not be advanced to the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If on which possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due tendered to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to and Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged entitled to full performance by Tenant (including the payment of rent) from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that date Landlord fails would have been able to deliver the Premises to Tenant If such but for Tenant's delay(s). Notwithstanding anything to the contrary contained in this Section 3.2 to the contrary, however, if for any reason other than Tenant Delays (as defined in the Work Letter) or other matters beyond Landlord's reasonable control, the Commencement Date has not occurred by the date that is ninety (90) days following the Estimated Commencement Date, then Tenant may, by written notice to Landlord given at any time thereafter but prior to the actual occurrence of Tenant’s cancellation under the Commencement Date, elect to terminate this Lease. Notwithstanding the foregoing, if at any time during the construction period, Landlord reasonably believes that the Commencement Date will not occur on or before the Estimated Commencement Date, Landlord shall notify Tenant in writing of such fact prior to thirty (i30) above days prior to the Estimated Commencement Date, and of a new outside date on or before which the Commencement Date will occur. If the new Estimated Commencement Date is not received greater than ninety (90) days after the original Estimated Commencement Date, then Tenant must elect within ten (10) days of receipt of such notice to either terminate this Lease or waive its right to terminate this Lease provided the Commencement Date occurs on or prior to the new outside date established by Landlord within said 10-day periodin such notice to Tenant. Upon any such termination by Tenant, Tenant’s right Landlord shall promptly refund any amounts paid to cancel Landlord as the first month's Basic Rent (pursuant to Section 4.1 of this Lease Lease) and as the Security Deposit (pursuant to Section 4.3 of this Lease), and neither party shall terminate and Tenant shall be deemed have any further obligation or liability one to have elected option (ii) abovethe other under this Lease.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver possession the Premises shall, on the scheduled date of commencement of the Premises to Tenant Term, not be ready for occupancy by the Commencement DateTenant due to the possession or occupancy thereof by any person not lawfully entitled thereto, except as provided belowor because construction has not yet been completed, or by reason of any building operations, repair or remodeling to be done by Landlord, Landlord shall not be subject use due diligence to any liability thereforcomplete such construction, nor shall such failure affect the validity of this Lease building operations, repair or the obligations of Tenant hereunder. In such case, Tenant shall not, except as otherwise provided herein, be obligated remodeling and to pay Rent or perform any other obligation of Tenant under the terms of this Lease until Landlord delivers deliver possession of the Premises to Tenant. The term of the Lease Landlord, using such due diligence, shall commence on the earlier of (a) the date Tenant takes be liable for failure to obtain possession of the Premises for Tenant or to timely complete such construction, building operations, repair or remodeling, and the rental and other charges payable by Tenant hereunder shall be abated until the Premises shall, on Landlord's part, be ready for occupancy by Tenant, this Lease remaining in all other respects in full force and effect. Notwithstanding the foregoing, if the Project and the Premises and all of Landlord's work required to complete the same (a) for Tenant's installation and move-in under Section 8.3 are not completed on or before February 7, 1998 or (b) 10 days following notice to Tenant that for Tenant's occupancy are not substantially complete, and the Term has not commenced, on or before February 28, 1998, then in each case Landlord is prepared to tender possession shall bear all costs and expenses, including holdover costs (whether negotiated or by provision of the Premises lease) and damages, of Tenant's continued occupancy at its present locations, and/or if Tenant is required to Tenant. If possession vacate any of the same, all costs and damages resulting therefrom, including costs of additional moves, to the extent the same (including any which are a consequence of (even though they relate to periods following) Tenant's holdover or lease following such vacating), in the aggregate, are in excess of the Base Rent and Additional Rent that would have been in effect under this Lease for the period from and after such date to the day preceding the commencement date of the Term of this Lease. In addition to the continued obligation of Landlord under (a) and (b) above through the date of commencement or termination of this Lease, if the Project (including the Common Area improvements) and the Premises is are not delivered to Tenant within 60 days after substantially complete and ready for Tenant's occupancy and the Commencement Date Term has not commenced on or before May 30, 1998 (and regardless of whether such delay is not due to Tenant’s acts, failure to act, or omissionspermitted under Section 31), Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel may terminate this Lease at any time thereafter and prior to substantial completion of the parties such work and commencement of the Term of this Lease. No such termination of this Lease shall be discharged from all obligations hereunder; or (ii) elect not release Landlord of any liability for default in its obligation to cancel construct and complete such work in accordance with this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation including Landlord's obligations under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboveSection 16.

DELAY IN POSSESSION. If Notwithstanding the estimated Commencement Date specified in section 1.8, if for any reason Landlord cannot deliver possession of the Premises to Tenant by the Commencement Date, except as provided belowon said date, Landlord shall not be subject to any liability therefor, nor shall such failure affect the validity of this Lease or the obligations of Tenant hereunder. In ; provided, however, in such a case, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent rent or perform any other obligation of Tenant under this Lease, except as may be otherwise provided in this Lease, until possession of the terms of this Lease until Premises is tendered to Tenant, as defined in section 3.4. If Landlord delivers shall not have tendered possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of Tenant within forty-five (a45) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the estimated Commencement Date specified in section 1.8, as the same may be adjusted in accordance with section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) may, at Tenant's option, by notice in writing to Landlord within 10 ten (10) days after the end expiration of said 60the forty-five (45) day period cancel period, terminate this Lease. If Tenant terminates this Lease and as provided in the preceding sentence, the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day except that Landlord fails to deliver the Premises to Tenant If shall return any money previously deposited with Landlord by Tenant; and provided further, that if such written notice of Tenant’s cancellation under (i) above by Tenant is not received by Landlord within said ten (10-) day period, Tenant’s Tenant shall not have the right to cancel terminate this Lease shall terminate as provided above unless Landlord fails to tender possession of the Premises to Tenant within ninety (90) days following the estimated Commencement Date specified in section 1.8, as the same may be adjusted in accordance with section 3.3 or in accordance with the terms of any work letter agreement entered into by Landlord and Tenant. If Landlord is unable to deliver possession of the Premises to Tenant on the Commencement Date due to a Force Majeure Event, the Commencement Date shall be deemed to have elected option (ii) aboveextended by the period of the delay caused by the Force Majeure Event. A "FORCE MAJEURE EVENT" shall mean fire, earthquake, weather delays or other acts of God, strikes, boycotts, war, riot, insurrection, embargoes, shortages of equipment, labor or materials, delays in issuance of governmental permits or approvals, or any other cause beyond the reasonable control of Landlord.

DELAY IN POSSESSION. If for any reason Landlord cannot deliver exclusive possession of the Expansion Premises to Tenant by with all the Landlord’s Work completed on or before the Anticipated Expansion Commencement Date, except as provided belowDate or any other date for any reason, Landlord shall not be subject to any liability therefor, nor shall and such failure shall not affect the validity of this Lease Second Amendment, the Lease, or the obligations of Tenant hereunder. In , but in such case, Tenant shall not, except as otherwise provided herein, be obligated to pay Rent or perform any other obligation case (a) if the date of Tenant under the terms delivery of this Lease until Landlord delivers exclusive possession of the Expansion Premises to Tenant. The term of with all the Lease shall commence on Landlord’s Work for the earlier of Expansion Premises complete (athe “Expansion Delivery Date”) is after the date on which Tenant takes possession completes the Tenant Improvements and a certificate of occupancy or other required governmental approval necessary for Tenant to lawfully occupy the Expansion Premises has been issued or would have been issued had such Landlord’s Work been so completed (bthe “Tenant Completion Date”), the Expansion Abatement Period (as defined in Section 13 below) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to extended by one day for each day following such sixtieth that the Expansion Delivery Date is later than the Tenant Completion Date, and (60thb) if the date of completion of the Landlord’s Work in the Existing Premises is after the Tenant Completion Date, the Extension Abatement Period (as defined in Section 13 below) shall be extended by one day for each day that the date of completion of the Landlord’ s Work in the Existing Premises is later than the Tenant Completion Date. Tenant understands that, notwithstanding anything to the contrary contained herein, Landlord shall have no obligation to deliver possession of the Expansion Premises to Tenant for so long as Tenant fails to deliver to Landlord executed copies of policies of insurance, or certificates thereof, as such insurance is required under Article 11 of the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed to have elected option (ii) aboveExisting Lease.

DELAY IN POSSESSION. If Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises to Tenant by on or before the Estimated Commencement Date as set forth in Item 4 of the Basic Lease Provisions (“Estimated Commencement Date”), except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent or perform liable for any other obligation of Tenant under rent and the terms of this Lease Commencement Date shall not occur until Landlord delivers tenders possession of the Premises to Tenant. The term of the Lease shall commence on the earlier of (a) the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant in accordance with Section 3.1 above, except that if Landlord is prepared to cannot so tender possession of the Premises to Tenant. If possession of the Premises is not delivered to Tenant within 60 days on or after the Estimated Commencement Date and such delay is not due to Tenant’s acts, failure any “Tenant Delay” described in the Work Letter attached to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant then Landlord shall receive rent abatement, to be applied entitled to the rent coming due when payment of Basic Rent and Operating Expenses from Tenant from the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that date Landlord fails would have been able to deliver the Premises to Tenant but for such Tenant Delay, but in no event sooner than the Estimated Commencement Date. If such written notice of Tenant’s cancellation under the Commencement Date has not occurred for any reason whatsoever by that date which is thirty (30) days from and after the Estimated Commencement Date (which thirty (30) day period shall be extended by one (1) day for each day the Commencement Date is actually delayed due to “Tenant Delay”), Landlord shall not be liable to Tenant for any resulting loss or damage, but Tenant shall be entitled to: (i) above is not received by Landlord within said 10one-half (½) day period, Tenant’s right to cancel of credit against Basic Rent first coming due under this Lease shall terminate for each such day that the Commencement Date is so delayed for the initial thirty (30) days of such delay, and (ii) one (1) day of credit against Basic Rent first coming due under this Lease for each such day that the Commencement Date is so delayed for the next succeeding sixty (60) days of such delay; provided, however, that the foregoing period of delay for which Tenant shall be deemed entitled to have elected option rent credits as provided in the foregoing Subsections (i) and (ii) aboveshall not exceed ninety (90) days of delay in the aggregate. In addition, if the Commencement Date has not occurred for any reason whatsoever by that date which is ninety (90) days from and after the Estimated Commencement Date (which ninety (90) day period shall be extended by one (1) day for each day the Commencement Date is actually delayed due to “Tenant Delay” or due to matters beyond Landlord’s reasonable control (such extension of the 90-day period due to matters beyond Landlord’s reasonable control, however, not to exceed thirty (30) days in the aggregate), Landlord shall not be liable to Tenant for any resulting loss or damage, but Tenant may terminate this Lease by written notice to Landlord given at any time thereafter (but prior to the actual occurrence of the Commencement Date), whereupon any monies previously paid by Tenant to Landlord shall be reimbursed to Tenant. Landlord agrees to use commercially reasonable efforts to cause the Tenant Improvements to be substantially completed on or before the Estimated Commencement Date, but Tenant’s sole recourse and remedy for Landlord’s failure to so complete the Tenant Improvements shall be the rent credit and termination rights described in the foregoing sentences. Any disputes concerning the foregoing provisions of this Section 3.2 shall be submitted to and resolved by JAMS arbitration pursuant to Section 22.7 of this Lease.

DELAY IN POSSESSION. If for Landlord and Tenant acknowledge that the Premises is currently leased by the United States Government Printing Office (the "GPO"). Tenant further acknowledges that as of the date hereof, Landlord has asked the GPO to surrender the Premises, and the GPO has agreed to do so, but formal documentation surrendering the Premises has not been completed. In the event that Landlord has not been able on or before March 1, 2000 to obtain the formal documentation from the GPO to surrender the Premises at a specific date no later than one month thereafter (the "Target Delivery Date"), Tenant shall have the continuing right at any reason time thereafter until Landlord cannot has obtained the GPO's agreement, to terminate this Lease by providing written notice thereof to Landlord. Tenant's right to terminate this Lease as provided in the preceding paragraph shall cease, and be of no further force or effect at such time as Landlord shall have obtained the GPO's agreement to surrender the Premises as described above. Landlord agrees to use its best commercially reasonable efforts to deliver possession of the Premises to Tenant upon or before the Target Delivery Date for the installation of tenant improvements, equipment, communication and security systems, and Trade Fixtures (as hereinafter defined). However, if the Landlord has not delivered the Premises to Tenant by the Commencement Target Delivery Date, except as provided below, Landlord then Tenant shall not be subject entitled to any liability therefor, nor shall such failure affect a rental abatement equal to one day's Base Rent for each day after the validity of this Lease or Target Delivery Date that the obligations of Tenant hereunderCommencement Date occurs. In such caseaddition, in the event that Landlord has not delivered possession of the Premises within sixty (60) days of the Target Delivery Date, Tenant shall not, except as otherwise provided herein, be obligated have the right to pay Rent or perform any other obligation of Tenant under provide written notice that if the terms of this Lease until Landlord delivers fails to deliver possession of the Premises to Tenant within thirty days after such notice, that this Lease will be terminated, in which event the Security Deposit and the first month's rent and operating expenses will be promptly returned to Tenant. The term of In addition, Landlord agrees to attempt to provide access to the Lease shall commence on the earlier of (a) Premises to Tenant from and after the date hereof to allow Tenant takes possession to begin its planning and design process. Any such access to the interior of the Premises or (b) 10 days following notice which Landlord may be able to obtain for Tenant that Landlord is prepared to tender possession shall be only during the normal operating hours of the Premises to Tenant. If possession GPO, and shall be conditioned upon Tenant not interfering with the operations of the GPO. In addition, Tenant's access t the Premises is not delivered to Tenant within 60 days from and after the Commencement Date and such delay until the demising wall described in paragraph 2 above is not due to Tenant’s actscompleted, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to only during the rent coming due when the term normal operating hours of the Lease commencesGPO, equal to one day for each day following such sixtieth (60th) day that Landlord fails to deliver the Premises to Tenant If such written notice of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day period, Tenant’s right to cancel this Lease shall terminate and Tenant shall be deemed conditioned upon Tenant not interfering with the operations of the GPO. Tenant may make other arrangements as may be mutually agreed upon to have elected option (ii) aboveaccommodate Tenant's requirements for the construction of its tenant improvements, equipment, communication, security systems and Trade Fixtures.

DELAY IN POSSESSION. If Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises to Tenant by on or before the Estimated Commencement Date, except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent or perform liable for any other obligation of Tenant under rent and the terms of this Lease Commencement Date shall not occur until Landlord delivers possession of the Premises and the Premises are in fact available for Tenant's occupancy with any Tenant Improvements that have been approved as per Section 3.1(a) above, except that if Landlord's failure to Tenant. The term of the Lease shall commence so deliver possession on the earlier of (a) Estimated Commencement Date is attributable to any Tenant Delay, then the Commencement Date shall not be advanced to the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If on which possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due tendered to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to and Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged entitled to full performance by Tenant (including the payment of rent) from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that date Landlord fails would have been able to deliver the Premises to Tenant but for Tenant's Delay(s). If such Landlord, for any reason other than Tenant's Delay(s) or inability to perform as contemplated in Section 20.9 of this Lease cannot deliver possession of the Premises to Tenant on or before December 31, 1997, Tenant shall have the right to terminate this Lease by giving written notice of Tenant’s cancellation under (i) above is not received by Termination to Landlord within said 10-day periodno later than January 31, Tenant’s right to cancel this 1998, in which case the Lease shall terminate and neither party shall have any further rights or obligations hereunder other than the right of Tenant to receive the return of its Security Deposit and any other amounts prepaid to Landlord under this Lease within thirty (30) days after such termination. Notwithstanding the foregoing, in no event shall be deemed Tenant have the right to have elected option (ii) aboveterminate this Lease if possession of the Premises is delivered to Tenant prior to Tenant's delivering its written notice of termination to Landlord.

DELAY IN POSSESSION. If Landlord, for any reason Landlord whatsoever, cannot deliver possession of the Premises to Tenant by on or before the Estimated Commencement Date, except as provided below, Landlord this Lease shall not be subject to any liability therefor, void or voidable nor shall such failure affect the validity of this Lease Landlord be liable to Tenant for any resulting loss or the obligations of Tenant hereunderdamage. In such caseHowever, Tenant shall not, except as otherwise provided herein, not be obligated to pay Rent or perform liable for any other obligation of Tenant under rent and the terms of this Lease Commencement Date shall not occur until Landlord delivers possession of the Premises and the Premises are in fact ready for occupancy as defined below, except that if Landlord's failure to Tenant. The term of the Lease shall commence so deliver possession on the earlier of Estimated Commencement Date is attributable to any action or inaction by Tenant (a) including without limitation any Tenant Delay described in the Work Letter, if any, attached to this Lease), then the Commencement Date shall not be advanced to the date Tenant takes possession of the Premises or (b) 10 days following notice to Tenant that Landlord is prepared to tender possession of the Premises to Tenant. If on which possession of the Premises is not delivered to Tenant within 60 days after the Commencement Date and such delay is not due tendered to Tenant’s acts, failure to act, or omissions, Tenant shall have the option to either (i) by notice in writing to and Landlord within 10 days after the end of said 60-day period cancel this Lease and the parties shall be discharged entitled to full performance by Tenant (including the payment of rent) from all obligations hereunder; or (ii) elect not to cancel this Lease, in which case Tenant shall receive rent abatement, to be applied to the rent coming due when the term of the Lease commences, equal to one day for each day following such sixtieth (60th) day that date Landlord fails would have been able to deliver the Premises to Tenant If but for Tenant's delay(s). The Premises shall be deemed ready for occupancy upon the tendered date, but only if and when Landlord, to the extent applicable, (a) has put into operation all building services (including the parking required herein) essential for the use of the Premises by Tenant, (b) has provided reasonable access to the Premises for Tenant so that they may be used without unnecessary interference, (c) has substantially completed all the work required to be done by Landlord in this Lease (including Exhibit X hereto) and the Premises are clean and free of debris from such work, and (d) has obtained requisite governmental approvals to Tenant's occupancy. Notwithstanding the foregoing, however, if Landlord fails to deliver possession of the Premises on or before the "Outside Date" (as defined below), then Tenant may, by thirty (30) days prior written notice to Landlord thereafter, but prior to Landlord's delivery of Tenant’s cancellation under (i) above is not received by Landlord within said 10-day periodthe Premises, Tenant’s right elect to cancel terminate this Lease; in such event, this Lease shall terminate at the end of that thirty (30) day period unless Landlord shall so deliver the Premises within that period. For purposes of the foregoing, the "Outside Date" shall mean the date that is two (2) months following the last to occur of (i) Tenant's execution and Tenant shall be deemed to have elected option delivery of this Lease in final form, (ii) aboveTenant's written approval of final construction drawings and pricing, if applicable, for the tenant improvement work, and (iii) the payment by Tenant of all sums and deposits required hereunder prior to the commencement of construction; provided that the Outside Date shall be extended on a day-for-day basis for the period of any Tenant Delays.