Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Base Building Improvements except to the extent of the Base Building Improvements Allowance and any Additional Allowance elected to be used by Tenant for the Base Building Improvements, or any portion of the cost of the Tenant Improvements except to the extent of the TI Allowance and any Additional Allowance elected to be used by Tenant for the Tenant Improvements. As used in this Work Letter, “Landlord’s Portion” shall equal the amount of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements. For purposes of this Work Letter, “Landlord’s Proportionate Share” shall mean a fraction, the numerator of which shall be the Landlord’s Portion and the denominator of which shall be the anticipated TI Costs for the Tenant Improvements. If at any time TI Costs for the Tenant Improvements under the TI Budget exceed the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements, the difference shall be referred to herein as “Tenant’s Portion.” For the purposes of this Work Letter, “Tenant’s Proportionate Share” shall mean a fraction, the numerator of which is Tenant’s Portion and the denominator of which is the anticipated TI Costs for the Tenant Improvements. Upon written notice to Tenant, which notice shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based. Landlord may equitably adjust Landlord’s Proportionate Share and Tenant’s Proportionate Share from time to time based on changes in the reasonably anticipated TI Costs for the Tenant Improvements. After the end of each calendar month beginning with the month in which TI Costs for the Tenant Improvements are first incurred, (i) Landlord shall reasonably determine the TI Costs for the Tenant Improvements incurred for the prior calendar month (collectively, the “Total Monthly Costs”), (ii) Landlord shall provide written notice to Tenant which shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based, and (iii) Tenant shall reimburse Landlord within 30 days after Landlord’s written request for Tenant’s Proportionate Share of Total Monthly Costs. The TI Allowance, any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements and Tenant’s Portion are herein referred to together as the “TI Fund.” If Tenant fails to deposit any of Tenant’s Proportionate Share with Landlord within said 30 day period, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For purposes of any litigation instituted with regard to such amounts, those amounts will be deemed Rent under the Lease. Notwithstanding anything to the contrary set forth in this paragraph, Tenant shall be fully and solely liable for the TI Costs for the Tenant Improvements and the costs of Minor Variations to the Tenant Improvements in excess of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements.
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Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Base Building Improvements except to the extent of the Base Building Improvements Allowance and any Additional Allowance elected to be used by Tenant for the Base Building Improvements, or any portion of the cost of the Tenant Improvements except to the extent of the TI Allowance and any Additional Allowance elected to Premises Allowance. Landlord shall be used by Tenant responsible for the Tenant Improvements. As used in this Work Letter, “Landlord’s Portion” shall equal the amount cost of the TI Allowance and any portion Base Building Work in excess of the Additional Base Building Allowance elected except to be used by the extent that such excess costs are the result of or in connection with Tenant for the Tenant Improvements. For purposes of this Work LetterDelays, “Landlord’s Proportionate Share” shall mean a fraction, the numerator of which shall be the Landlord’s Portion and the denominator of which shall be the anticipated TI Costs for the Tenant ImprovementsChanges or Change Requests. If at any time (i) the remaining TI Costs for the Base Building Work under the Budget exceed the remaining unexpended Base Building Allowance as a result of or in connection with Tenant Delays, Changes or Change Requests (collectively, “Excess Base Building Costs”), and/or (ii) the remaining TI Costs for the Tenant Improvements under the TI Budget exceed the TI remaining unexpended Premises Allowance and any portion including without limitation, as a result of or in connection with Tenant Delays, Changes or Change Requests (collectively, “Excess Tenant Improvement Costs”), Tenant shall deposit with Landlord, as a condition precedent to Landlord’s obligation to complete Landlord’s Work, 25% of the Additional then current Excess Base Building Costs and/or Excess Tenant Improvement Costs (collectively, “Excess TI Costs”). Tenant shall pay to Landlord the remaining balance of the Excess TI Costs on a pro rata basis as such costs are incurred within 10 days after receipt of an invoice therefor based on (x) with respect to Excess Tenant Improvement Costs, the percentage that the remaining Premises Allowance elected bears to be used by Tenant the Budget for the Tenant ImprovementsImprovements (as the same may be amended from time to time), and/or (y) with respect to Excess Base Building Costs, the difference shall be referred to herein as “Tenant’s Portion.” For percentage that the purposes of this Work Letter, “Tenant’s Proportionate Share” shall mean a fraction, the numerator of which is Tenant’s Portion and the denominator of which is the anticipated remaining Base Building Allowance plus any TI Costs for the Tenant Improvements. Upon written notice Base Building Work for which Landlord is responsible bears to Tenant, which notice shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based. Landlord Budget for the Base Building Work (as the same may equitably adjust Landlord’s Proportionate Share and Tenant’s Proportionate Share be amended from time to time based on changes in the reasonably anticipated time). If any Excess TI Costs for have not been paid to Landlord upon the Substantial Completion of Landlord’s Work, Tenant Improvements. After the end of each calendar month beginning with the month in which shall pay such Excess TI Costs for the Tenant Improvements are first incurred, (i) Landlord shall reasonably determine the TI Costs for the Tenant Improvements incurred for the prior calendar month (collectively, the “Total Monthly Costs”), (ii) Landlord shall provide written notice to Tenant which shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based, and (iii) Tenant shall reimburse Landlord within 30 10 days after Landlord’s written request for Tenant’s Proportionate Share receipt of Total Monthly Costsan invoice therefor. The TI Allowance, any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements and Tenant’s Portion are herein referred to together as the “TI Fund.” If Tenant fails to deposit any of Tenant’s Proportionate Share Excess TI Costs with Landlord within said 30 day periodLandlord, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For purposes of any litigation instituted with regard to such amounts, those amounts will be deemed Rent under the Lease. The TI Allowance and Excess TI Costs are herein referred to as the “TI Fund.” Funds deposited by Tenant shall be the first disbursed to pay TI Costs. Notwithstanding anything to the contrary set forth in this paragraphSection 5(d), Tenant shall be fully and solely liable for TI Costs and the cost of Minor Variations in excess of the TI Costs for Allowance. If upon completion of the Tenant Improvements and the costs payment of Minor Variations to the Tenant Improvements all sums due in excess connection therewith there remains any undisbursed portion of the TI Allowance and Fund, Tenant shall be entitled to such undisbursed TI Fund solely to the extent of any portion of the Additional Allowance elected to be used by Excess TI Costs deposit Tenant for the Tenant Improvementshas actually made with Landlord.
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Excess TI Costs. It is understood and agreed that Landlord shall have is under no obligation to bear any portion of the cost of any of the Base Building Improvements except to the extent of the Base Building Improvements Allowance and any Additional Allowance elected to be used by Tenant for the Base Building Improvements, or any portion Tenant's Share of the cost costs of the Tenant Improvements Central Plant, except to the extent of the TI Allowance and any Additional Allowance elected to be used by Tenant for the Tenant Improvements. As used in this Work Letter, “Landlord’s Portion” shall equal the amount of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements. For purposes of this Work Letter, “Landlord’s Proportionate Share” shall mean a fraction, the numerator of which shall be the Landlord’s Portion and the denominator of which shall be the anticipated TI Costs for the Tenant ImprovementsAllowance. If at any time and from time-to-time, the aggregate TI Costs for the Tenant Improvements under the TI Budget exceed the aggregate TI Allowance and any portion ("Excess TI Costs"), Tenant shall deposit with Landlord, as a condition precedent to Landlord's obligation to complete the Tenant Improvements, one-quarter of the Additional Allowance elected difference, in cash (the "Excess TI Deposit"), prior to the commencement of construction of the Tenant Improvements, to be used held by Landlord until Tenant has funded the balance of any such Excess TI Costs as provided herein. Each month, in connection with the monthly draws to pay for the Tenant Improvements, Tenant shall pay a pro rata portion of such monthly draw equal to the difference shall be referred to herein as “Tenant’s Portion.” For the purposes amount of this Work Lettersuch monthly draw, “Tenant’s Proportionate Share” shall mean multiplied by a fraction, the numerator of which is Tenant’s Portion the Excess TI Costs and the denominator of which is the anticipated TI Fund. When all of the Excess Costs other than the Excess TI Deposit have been directly funded by Tenant, Landlord shall disburse the Excess TI Deposit in payment for the Tenant Improvements. Upon written notice to Tenant, which notice shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based. Landlord may equitably adjust Landlord’s Proportionate Share and Tenant’s Proportionate Share from time to time based on changes in the reasonably anticipated TI Costs for the Tenant Improvements. After the end of each calendar month beginning with the month in which TI Costs for the Tenant Improvements are first incurred, (i) Landlord shall reasonably determine the TI Costs for the Tenant Improvements incurred for the prior calendar month (collectively, the “Total Monthly Costs”), (ii) Landlord shall provide written notice to Tenant which shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based, and (iii) Tenant shall reimburse Landlord within 30 days after Landlord’s written request for Tenant’s Proportionate Share of Total Monthly Costs. The TI Allowance, any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements and Tenant’s Portion are herein referred to together as the “TI Fund.” If Tenant fails to deposit any of Tenant’s Proportionate Share deposit, or is late in depositing, the Excess TI Deposit with Landlord or if Tenant fails to pay each monthly draw within said 30 day period10 business days of receipt of the contractor's monthly draw as approved for payment by Landlord, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For , and for purposes of any litigation instituted with regard to such amounts, those amounts the same will be deemed Rent under considered Rent. Such Excess TI Costs, together with the LeaseTI Allowance, is herein referred to as the "TI Fund". Funds so deposited by Tenant shall be, at Landlord's option, the last thereafter disbursed to pay TI Costs. Notwithstanding anything to the contrary set forth in this paragraphSection 5.4, Tenant shall be fully and solely liable for TI Costs and the cost of Minor Variations in excess of the TI Costs for Allowance. If upon Substantial Completion of the Tenant Improvements and the costs payment of Minor Variations all sums due in connection therewith there remains any undisbursed TI Allowance, Tenant shall be entitled to such undisbursed TI Allowance solely to the extent of any Excess TI Deposit Tenant Improvements in excess of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvementshas actually made with Landlord.
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Samples: Lease Agreement (Biogen Inc)
Excess TI Costs. Landlord shall have no obligation to bear any portion of the cost of any of the Base Building Improvements except to the extent of the Base Building Improvements Allowance and any Additional Allowance elected to be used by Tenant for the Base Building Improvements, or any portion of the cost of the Tenant Improvements except to the extent of the TI Allowance and any Additional the Space Planning Allowance elected to be used by Tenant for the Tenant Improvements. As used in this Work Letter, “or where such costs are expressly excluded or made Landlord’s Portion” shall equal obligation pursuant to the amount of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements. For purposes terms of this Work Letter, “Landlord’s Proportionate Share” shall mean a fraction, the numerator of which shall be the Landlord’s Portion and the denominator of which shall be the anticipated TI Costs for the Tenant Improvements. If at any time the TI Costs for the Tenant Improvements under the TI Budget exceed the TI Allowance and any portion Allowance, Tenant shall be responsible for 100% of the Additional TI Costs in excess of the TI Allowance elected ("Excess TI Costs") as set forth below. In connection with each of Landlord’s payments to be used by Tenant the general contractor or others for the Tenant Improvements, Tenant ActiveUS 179671324v.10 100 Txxxxxx (AOTC) / Constellation Pharm. – Ex. C shall promptly (but in no event later than 10 business days after requisition from Landlord) pay Landlord for the difference shall be referred portion of such payment attributable to herein as “Tenant’s Portion.” For Excess TI Costs, being the purposes amount of this Work Letter, “Tenant’s Proportionate Share” shall mean such payment multiplied by a fraction, the numerator of which is Tenant’s Portion the total Excess TI Costs and the denominator of which is the anticipated total TI Costs. Landlord and Tenant shall reasonably cooperate in the weekly construction meetings in an effort to identify amounts of Excess TI Costs due and coming due such that Tenant will be able to budget for the Tenant Improvements. Upon written notice to Tenant, which notice shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based. Landlord may equitably adjust Landlord’s Proportionate Share and Tenant’s Proportionate Share from time to time based on changes its payments in the reasonably anticipated TI Costs for the Tenant Improvements. After the end of each calendar month beginning accordance with the month in which TI Costs for the Tenant Improvements are first incurred, (i) Landlord shall reasonably determine the TI Costs for the Tenant Improvements incurred for the prior calendar month (collectively, the “Total Monthly Costs”), (ii) Landlord shall provide written notice to Tenant which shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based, and (iii) Tenant shall reimburse Landlord within 30 days after Landlord’s written request for Tenant’s Proportionate Share of Total Monthly Costsimmediately preceding sentence accordingly. The TI Allowance, any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements and Tenant’s Portion are herein referred to together as the “TI Fund.” If Tenant fails to deposit timely pay Landlord any installment of Tenant’s Proportionate Share with Landlord within said 30 day periodExcess TI Costs, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For purposes of any litigation instituted with regard to such amounts, those amounts will be deemed Rent under the Lease. The TI Allowance and Excess TI Costs are herein referred to as the "TI Fund." Notwithstanding anything to the contrary set forth in this paragraphSection 5(d), Tenant shall be fully and solely liable for the TI Costs for the Tenant Improvements and the costs of Minor Variations to the Tenant Improvements in excess of the TI Allowance and any portion (except to the extent such costs are expressly excluded or made Landlord’s obligation pursuant to the terms of this Work Letter). Landlord shall provide Tenant with a final financial accounting of the Additional Allowance elected TI Costs and Excess TI Costs within 60 days after Landlord’s completion of the Tenant Improvements, together with reasonable back-up for the same. If such accounting reveals that Tenant underpaid Landlord for Excess TI Costs, Tenant shall promptly (but no later than 30 days after receipt of such accounting) pay Landlord an additional amount necessary to be used by ensure that Tenant paid for 100% of Excess TI Costs. If such accounting reveals that Tenant overpaid Landlord for Excess TI Costs, Landlord shall promptly (but no later than 30 days after Tenant receives such accounting) reimburse Tenant the amount necessary to ensure that Tenant paid for 100% of Excess TI Costs. At Tenant’s sole cost and expense, upon Tenant’s written request within 30 days of Landlord’s delivery of the final financial accounting, Landlord shall exercise its right to conduct an audit under the GMP contract for the Tenant ImprovementsImprovements (which right Landlord acknowledges shall be included in such contract), and the third-party auditor and scope of such audit will be reasonably agreed upon by Landlord and Tenant.
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Samples: Lease Agreement (Constellation Pharmaceuticals Inc)
Excess TI Costs. It is understood and agreed that Landlord shall have is under no obligation to bear any portion of the cost of any of the Base Building Improvements except to the extent of the Base Building Improvements Allowance and any Additional Allowance elected to be used by Tenant for the Base Building Improvements, or any portion of the cost of the Tenant Improvements except to the extent of the TI Allowance and any Additional Allowance elected to be used by Tenant for the Tenant Improvements. As used in this Work Letter, “Landlord’s Portion” shall equal the amount of the TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements. For purposes of this Work Letter, “Landlord’s Proportionate Share” shall mean a fraction, the numerator of which shall be the Landlord’s Portion and the denominator of which shall be the anticipated TI Costs for the Tenant ImprovementsAllowance. If at any time and from time-to-time, the remaining TI Costs for the Tenant Improvements under the TI Budget exceed the remaining unexpended TI Allowance, Tenant shall deposit with Landlord, as a condition precedent to Landlord’s obligation to fund the unexpended TI Allowance, 100% of the then current TI Cost in excess of the remaining TI Allowance and any portion of the Additional Allowance elected to be used by Tenant for the Tenant Improvements, the difference shall be referred to herein as (“Tenant’s Portion.” For the purposes of this Work Letter, “Tenant’s Proportionate Share” shall mean a fraction, the numerator of which is Tenant’s Portion and the denominator of which is the anticipated Excess TI Costs for the Tenant Improvements. Upon written notice to Tenant, which notice shall include reasonable evidence of the costs and expenses on which Landlord’s calculation is based. Landlord may equitably adjust Landlord’s Proportionate Share and Tenant’s Proportionate Share from time to time based on changes in the reasonably anticipated TI Costs for the Tenant Improvements. After the end of each calendar month beginning with the month in which TI Costs for the Tenant Improvements are first incurred, (i) Landlord shall reasonably determine the TI Costs for the Tenant Improvements incurred for the prior calendar month (collectively, the “Total Monthly Costs”), (ii) . Landlord shall provide written notice to Tenant which shall include reasonable evidence of deposit the costs and expenses on which Landlord’s calculation is based, and (iii) Tenant shall reimburse Landlord within 30 days after Landlord’s written request for Tenant’s Proportionate Share of Total Monthly Costs. The Excess TI Allowance, any portion of the Additional Allowance elected to be used by Tenant Costs into an interest bearing account with interest accruing for the Tenant Improvements and benefit of Tenant’s Portion are herein referred to together as the “TI Fund.” . If Tenant fails to deposit deposit, or is late in depositing, any of Tenant’s Proportionate Share Excess TI Costs amount with Landlord within said 30 day periodLandlord, Landlord shall have all of the rights and remedies set forth in the Lease for nonpayment of Rent (including, but not limited to, the right to interest at the Default Rate and the right to assess a late charge). For , and for purposes of any litigation instituted with regard to such amounts, those amounts the same will be deemed Rent under considered Rent. Such deposit of Excess TI Costs, together with the Leaseremaining TI Allowance, is herein referred to as the “TI Fund”. Funds so deposited by Tenant shall be the first thereafter disbursed to pay TI Costs. Notwithstanding anything to the contrary set forth in this paragraphSection 5(d), Tenant shall be fully and solely liable for TI Costs and the cost of Minor Variations in excess of the TI Costs for Allowance. If upon Substantial Completion of the Tenant Improvements and the costs payment of Minor Variations all sums due in connection therewith there remains any undisbursed TI Fund, Tenant shall be entitled to such undisbursed TI Fund to the extent of any Excess TI Costs deposit Tenant Improvements in excess has actually made with Landlord and Tenant shall have the right, for up to 12 months after the Commencement Date, to use the balance of the TI Allowance Fund used for Alterations which are approved by Landlord and comply with Section 12 of the Lease. Thereafter, Tenant shall have no right to any undisbursed portion of the Additional Allowance elected to be used by Tenant for the Tenant ImprovementsTI Fund.
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