Appears in 5 contracts

Samples: Office Lease (ViewRay, Inc.), Office Lease (ViewRay, Inc.), Office Lease (ViewRay, Inc.)

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction & Maintenance Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Arizona Department of Transportation xiii Request for Proposals Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives Arizona Department of Transportation xiv Request for Proposals 1 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of [ ] 4 201[ _], by and between the Arizona Department of Transportation, a 5 public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 7 (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67“ADOT” and “Developer,” collectively “Parties”).

Appears in 4 contracts

Samples: Public Private, apps.azdot.gov, apps.azdot.gov

LIST OF EXHIBITS. Exhibit A ~~OUTLINE~~ Definitions Exhibit B PPIC Officers Exhibit C PPIC Medical Affairs Staff Exhibit D Post-Closing Integration Information Exhibit E Amended and Restated Management Agreement between Quartz and Unity Exhibit F Amended and Restated Management Agreement between Quartz and GHP Exhibit G Management Agreement between Quartz and PPIC Exhibit H Employee Lease Agreement between PPIC and Quartz Exhibit I Articles of Incorporation of HoldCo Exhibit J Bylaws of HoldCo Exhibit K Stockholders Agreement between the Parties and HoldCo Exhibit L Amended and Restated Members Agreement between the Parties and GHP Exhibit M Amended and Restated Bylaws of GHP Exhibit N Interested Parties Agreement of Quartz Exhibit O Amended and Restated Bylaws of Quartz Exhibit P Interested Parties Agreement of Unity Exhibit Q Amended and Restated Bylaws of Unity Exhibit R Interested Parties Agreement of PPIC Exhibit S Amended and Restated Bylaws of PPIC Exhibit T First Amendment to the Restated Consulting Agreement between PPIC and Exhibit U First Amendment to the Executive Services Agreement and UPH Exhibit V Stock Transfer Powers between PPIC LIST OF ~~PREMISES A-1 OUTLINE OF PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay~~DISCLOSURE SCHEDULES Schedules Concerning PPIC Schedules Concerning Platform Entities Schedule 2.1 Due Organization Schedule 3.1 Due Organization Schedule 2.2 Consents and Approvals Schedule 3.2 Consents and Approvals Schedule 2.3(b) Conflicts Schedule 3.3(b) Conflicts Schedule 2.4 Capitalization Schedule 3.4 Capitalization Schedule 2.6 Title to Assets Schedule 3.5 Subsidiaries Schedule 2.7(a) Financial Statements Schedule 3.6 Title to Assets Schedule 2.7(b) Undisclosed Liabilities Schedule 3.7(a) Financial Statements Schedule 2.9 Litigation Schedule 3.7(b) Undisclosed Liabilities Schedule 2.10(a) Material Contracts Schedule 3.9 Litigation Schedule 2.10(b) Material Contract Consents Schedule 3.10(a) Material Contracts Schedule 2.11 Indebtedness Schedule 3.10(b) Material Contract Consents Schedule 2.12(a) Real Property Schedule 3.11 Indebtedness Schedule 2.14(f) Compliance with Law; Regulatory Filings Schedule 3.12(a), (b) Real Property Schedule 3.14(s) Compliance with Law; Permits Schedule 2.14(s) Compliance with Law; Permits Schedule 3.15 Affiliate Agreements Schedule 2.15(a) Affiliate Agreements Schedule 3.16 Brokers Schedule 2.16 Brokers Schedule 3.17(a) Tax Matters Schedule 2.17(a) Tax Matters Schedule 3.18(a), (b) Labor Matters Schedule 2.18(a), (b) Labor Matters Schedule 3.20(a) Employee Benefit Plans Schedule 2.20(a) Employee Benefit Plans Schedule 3.20(d) Employee Benefit Plans Schedule 2.20(d) Employee Benefit Plans Schedule 3.21 Customers and Suppliers Schedule 2.21 Customers and Suppliers Schedule 5.4 Brokers Schedule 4.4 Brokers EXCHANGE AGREEMENT This EXCHANGE AGREEMENT (this “Agreement”), dated as of April 6, 2017, is by and between Xxxxxxxxx Lutheran Health System, Inc., a Wisconsin non-profit corporation (“GHS”), University Health Care, Inc., a Wisconsin non-profit member corporation f/k/a University Health Resources, Inc. ~~SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~(“UHC” and together with GHS, ~~CONDITIONS~~the “Platform Owners”) and Iowa Health System d/b/a UnityPoint Health, ~~AND RESTRICTIONS J FORM OF LETTER OF CREDIT~~ an Iowa non-profit corporation (~~ii) Mountain View Research Park ViewRay~~“UPH”). GHS, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67UHC and UPH are sometimes referred to herein individually as a “Party” and together as the “Parties.” Capitalized terms used in this Agreement that are not otherwise defined shall have the meanings set forth in Exhibit A attached to this Agreement, which is incorporated in this Agreement as if fully set forth herein.

Appears in 2 contracts

Samples: Exchange Agreement, Exchange Agreement

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction & Maintenance Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Arizona Department of Transportation xii Request for Proposals Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives Arizona Department of Transportation xiii Request for Proposals 1 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of [ ] 4 201[ _], by and between the Arizona Department of Transportation, a 5 public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 7 (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67“ADOT” and “Developer,” collectively “Parties”).

Appears in 2 contracts

Samples: apps.azdot.gov, apps.azdot.gov

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Arizona Department of Transportation xii Request for Proposals Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives Arizona Department of Transportation xiii Request for Proposals 1 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of [ ] 4 201[ _], by and between the Arizona Department of Transportation, a 5 public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 7 (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67“ADOT” and “Developer,” collectively “Parties”).

Appears in 2 contracts

Samples: apps.azdot.gov, apps.azdot.gov

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Arizona Department of Transportation xii Request for Proposals Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives Arizona Department of Transportation xiii Request for Proposals 1 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of [ ] 4 201[ _], by and between the Arizona Department of Transportation, a 5 public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 7 (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67“ADOT” and “Developer,” collectively “Parties”).

Appears in 1 contract

Samples: apps.azdot.gov

LIST OF EXHIBITS. Exhibit A ~~OUTLINE OF PREMISES~~ – Property Legal Description Exhibit A-1 ~~OUTLINE OF PROJECT~~ – Map of Property Exhibit A-2 – Project Concept Plan Exhibit B ~~INTENTIONALLY OMITTED~~ – Form of Grant Deed Exhibit C ~~FORM OF NOTICE OF LEASE TERM DATES~~ – Purchaser's Release Exhibit D ~~RULES AND REGULATIONS~~ – Declaration of Construction Covenants Exhibit E ~~FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal~~ – Maintenance Agreement Exhibit F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay, Inc. SF Legal – List of Property Documents INDEX ~~OF MAJOR DEFINED TERMS Abatement Event 21~~ Additional ~~Rent 9 Alterations 24 Bank Prime Loan 57 Base Building~~ Deposit 3 Agreement 1 Approved Condition of Title 4 Blocked Person 11 CCP 29 CEQA Approvals 1 Certificate of Compliance 13 City 1 City Parcel 1 Claim Date 29 Claims and Liabilities 6 Closing 16 Closing Date 16 Code 31 Confidential Information 28 ~~Base Rent 8 Brokers 65 Building~~ Controversy 29 Court 29 DA Amendment 1 Declaration of Construction Covenants 4 ~~Building Common Areas~~ Deposit 3 Development Agreement 5 ~~Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas~~ Due Diligence Period 5 ~~Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9~~ Effective Date ~~6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69~~ 28 Environmental Laws ~~63 Estimate~~ 8 Escrow Agent 20 Escrow Date 28 Exchange 31 Extended Policy 5 Extension Deposit 16 ~~Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54~~ foreign person 10 Grant Deed 5 Hazardous Material(s) 53 8 holiday 27 Immediately Available Funds 3 Independent Consideration 2 Initial ~~Disclosure~~ Deposit 2 LHR 1 LHR Parcel 1 Maintenance Agreement 4 Natural Hazard Expert 31 Natural Hazard Matters 31 Project 1 Property 1 Property Documents 3 Purchase Price 2 Purchaser 1 INDEX Page(s) Purchaser Improvements 13 Purchaser's Closing Notice 11 Purchaser's Notice and Cure Period 24 Purchaser's Representatives 28 XXXXX 1 XXXXX Parcels 1 Section 1542 9 Seller 1 Seller's Certificate ~~64 Landlord~~ 11 Seller's current actual knowledge 11 Seller's Default 22 Seller's knowledge 11 Seller's Notice and Cure Period 22 Seller's Representatives 28 SMA 13 SPA 1 ~~Lease~~ Specific Plan 1 ~~Lease Commencement~~ Title Commitment 3 Title Company 2 Title Policy 5 PURCHASE AND SALE AGREEMENT This Purchase and Sale Agreement (this "Agreement"), dated for reference purposes only , 20 , is entered into by the CITY OF RIALTO, a municipal corporation (the “City” ), the SUCCESSOR AGENCY TO THE CITY OF RIALTO REDEVELOPMENT AGENCY, a California public body (“XXXXX”), and XXXXX-HILLWOOD RIALTO COMPANY, LLC, a Delaware limited liability company (“LHR”) ("Seller"), and , a ("Purchaser"), as of the Effective Date ~~6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67~~(hereinafter defined).

Appears in 1 contract

Samples: Purchase and Sale Agreement

Appears in 1 contract

Samples: Office Lease (NightHawk Radiology Holdings Inc)

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Assurance & Contract Goal Declaration Exhibit 2-7 Buy America Certification Exhibit 2-8 Certification Regarding Use of Contract Funds for Lobbying Exhibit 2-9 Certification Regarding Ineligible Contractors Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction & Maintenance Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives 1 DESIGN-BUILD-MAINTAIN AGREEMENT 2 LOOP 202 SOUTH MOUNTAIN FREEWAY PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of 4 February 26, ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~2016 and is amended and restated as of February 15, ~~CONDITIONS~~2019, ~~AND RESTRICTIONS J FORM OF LETTER OF CREDIT~~ by and between 5 the Arizona Department of Transportation, a public agency of the State of Arizona 6 (ii“ADOT”), and Connect 202 Partners, LLC, a Delaware limited liability company 7 (“Developer”) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67(“ADOT” and “Developer,” collectively “Parties”).

Appears in 1 contract

Samples: azdot.gov

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Project Scope Exhibit 2 Appendix 1 DB Contractor’s Proposal Commitments Appendix 2 ATCs Exhibit 3 Portions of Reference Information Documents Incorporated in the Contract Documents for Purposes of DB Contractor Relief Exhibit 4 CMC Amendments Exhibit 5 Job Training Plan Exhibit 6 DBE Performance Plan Exhibit 7 Prevailing Wage Rates Exhibit 8 DB Contractor Obligations Related to Project-Specific Third Party Agreements Exhibit 9 Not Used Exhibit 10 Maximum Payment Schedule Exhibit 11 Maximum Reimbursement Amounts for Eminent Domain Assistance Exhibit 12 Forms of Bonds Appendix 1 Form of Performance Bond Appendix 2 Form of Payment Bond Appendix 3 Form of Warranty Bond Exhibit 13 Form of Guaranty Exhibit 14 Change Order and Delay Deductible Determination Forms Exhibit 15 Appendix 1 Form of Request for Change Order Appendix 2 Form of Change Order Appendix 3 Form of Request for Delay Deductible Determination Appendix 4 Form of Delay Deductible Determination Lane Rental Charges and Liquidated Damages for Lane Closures Exhibit 16 Not used Exhibit 17 Identified Subcontractors Exhibit 18 Key Personnel Exhibit 19 Initial Designation of Authorized Representatives Exhibit 20 Disputes Resolution Requirements Exhibit 21 Operating Procedures Exhibit 22 Disputes Review Panel Agreement Exhibit 23 Pre-Proposal Utility Commitments Exhibit 24 Utility Amendments Exhibit 25 Remaining Project ROW Texas Department of Transportation - iv - Request for Proposals I-35E Phase 2 Project Design-Build Agreement October 20, 2020 DESIGN-BUILD AGREEMENT I-35E PHASE 2 PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay~~This Design-Build Agreement (this “DBA”), ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~dated as of [●] (the “Effective Date”), ~~CONDITIONS~~is entered into by and between: TxDOT Texas Department of Transportation, ~~AND RESTRICTIONS J FORM OF LETTER OF CREDIT~~ a public agency of the State of Texas And DB Contractor: [●], a: [Insert appropriate bracketed text, and delete all bracketed text that is not applicable][corporation organized and existing under the laws of the State of [●]] [limited liability company (ii“LLC”) ~~Mountain View Research Park ViewRay~~organized and existing under the laws of the State of [●]] [partnership, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67consisting of [insert partner names and any organizational form]] [joint venture, consisting of [●] and [●]] [an individual or sole proprietorship owned by [●]] the location of whose principal office is: [Address] [Address].

Appears in 1 contract

Samples: Build Agreement

Appears in 1 contract

Samples: Design Build Agreement

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction & Maintenance Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives 2 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay~~4 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of [ 5 ] 201[ _], ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~by and between the Arizona Department of Transportation, ~~CONDITIONS~~a 6 public agency of the State of Arizona (“ADOT”), AND RESTRICTIONS J FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67and [NTD – INSERT DEVELOPER’S

Appears in 1 contract

Samples: apps.azdot.gov

LIST OF EXHIBITS. A OUTLINE OF PREMISES A-1 OUTLINE OF PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 2 Exhibit 1 Abbreviations and Defined Terms 3 Exhibit 2 Developer’s Proposal Commitments and Clarifications 4 Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts 6 Exhibit 2-3 Proposal Commitments 7 Exhibit 2-4 Pricing Tables 10 Exhibit 2-5 Equal Employment Opportunity Certification 11 Exhibit 2-6 DBE Assurance & Project Goal Declaration 13 Exhibit 2-8 Certification Regarding Use of Contract Funds for Lobbying 15 and Voluntary Exclusion from Transactions 16 Exhibit 3 List of Reference Information Documents 17 Exhibit 4 Federal Requirements 18 Exhibit 5 Subcontractor Request Forms 19 Exhibit 5-1 Professional Services Subcontractor Request Form 20 Exhibit 5-2 Construction Work Subcontractor Request Form 21 Exhibit 6 ADOT’s DBE Special Provisions 22 Exhibit 7 ADOT’s OJT Special Provisions 24 Exhibit 8-1 Key Subcontractors 26 Exhibit 9 Forms of O&M Performance and Payment Bonds 27 Exhibit 9-1 Form of O&M Performance Bond 28 Exhibit 9-2 Form of Multiple Obligee Rider for O&M Performance Bond 29 Exhibit 9-3 Form of O&M Payment Bond 30 Exhibit 9-4 Form of Multiple Obligee Rider for O&M Payment Bond 32 Exhibit 10-1 Form of D&C Guaranty 1 Exhibit 11 Insurance Coverage Requirements 2 Exhibit 12 Contract Modification Request Form 3 Exhibit 13 Compensation Amount Specifications 4 Exhibit 14 Noncompliance Event Tables 7 Exhibit 15 Initial Designation of Authorized Representatives 1 PUBLIC PRIVATE PARTNERSHIP (iiP3) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 672 DESIGN-BUILD-OPERATE-MAINTAIN AGREEMENT

Appears in 1 contract

Samples: azdot.gov

LIST OF EXHIBITS. A OUTLINE OF PREMISES A-1 OUTLINE OF PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRayExhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 Contract Price Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Assurance & Contract Goal Declaration Exhibit 2-7 Buy America Certification Exhibit 2-8 Certification Regarding Use of Contract Funds for Lobbying Exhibit 2-9 Certification Regarding Ineligible Contractors Exhibit 3 Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Form Samples Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction Subcontractor Request Form Exhibit 6 Developer’s Anticipated Draw/Cash Flow Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Personnel Exhibit 10 Form of Guaranty Exhibit 11 Insurance Coverage Requirements Exhibit 12 Contract Modification Request Form Exhibit 13 Extra Work Costs and Delay Costs Specifications Exhibit 14 Noncompliance Event Table Exhibit 15 Initial Designation of Authorized Representatives Exhibit 16 NOT USED Exhibit 17 Issue Resolution Ladder Forms 1 DESIGN-BUILD AGREEMENT 2 I-10, ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~I-17 (SPLIT) to SR 202L (SANTAN) 3 This Design-Build Agreement (“Agreement”) is entered into and effective as of 4 January 5, ~~CONDITIONS~~2021, ~~AND RESTRICTIONS J FORM OF LETTER OF CREDIT~~ by and between the Arizona Department of Transportation, a public 5 agency of the State of Arizona (~~ii) Mountain View Research Park ViewRay~~“ADOT”), Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date and Xxxxxx Construction, Inc., an Arizona 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67Corporation, FNF Construction, Inc., an Arizona Corporation, and Flatiron Constructors, 7 Inc., a Delaware Corporation, a Joint Venture (the “Xxxxxx-FNF-Flatiron Joint Venture”)

Appears in 1 contract

Samples: Design Build Agreement

Appears in 1 contract

Samples: Design Build Agreement

LIST OF EXHIBITS. Exhibit A ~~OUTLINE~~ Statement of Work (FFA) Exhibit A-1 Reference Links Exhibit A-2 Service Delivery Sites Exhibit A-3 Criminal Record Exemption Notification Exhibit A-4 Notification of Subsequent Arrest, Conviction, Probation or Parole Violation Exhibit A-5 Special Incident Reporting Guide for FFAs Exhibit A-6 FFA Monthly Utilization Report Template Exhibit A-6a FFA Monthly Newly Approved Resource Family/Disapproval Report Exhibit A-7 Safety Performance Outcome Summary Exhibit A-8 Permanency Performance Outcome Summary Exhibit A-9 Access to Effective and Caring Services/Well-Being Performance Outcome Summary Exhibit A-10 Discharge Summary for DCFS: Xxxxxx Family Agency Exhibit A-11 Provider Needs and Services Plan Template Exhibit A-12 Child Welfare History Review Form Exhibit A-12a Applicant’s Authorization for Release of Information Exhibit A-13 Xxxxxx Family Agency’s Plan of Operation and Program Statement Exhibit A-13a CDSS Resource Family Approval (RFA) Implementation Plan Approval Letter Exhibit A-14 FFA Facility License(s) Exhibit A-15 FFA Rate Letter Exhibit A-16 Transfer of Medication Form Exhibit A-17 Adoption License or MOU Exhibit A-18 Placement Coordinating Memorandum – Transgender Children/Non- Minor Dependents (NMD) in Out-of-Home Care Exhibit A-19 DCFS 561 (a) Medical Examination Form Exhibit A-20 DCFS 561 (b) Dental Examination Form Exhibit A-21 DCFS 561 (c) Psychological /Other Examination Form Exhibit A-22 Shared Responsibility Plan Exhibit A-23 Shared Responsibility Plan – Cover Sheet Exhibit A-24 DCFS 2281 Clothing Standard Exhibit A-25 LASC JUV010 Declaration in Support of Access to Juvenile Records Exhibit A-26 Grievance Review Hearing Request Exhibit A-27 Grievance Review Hearing Request (Spanish) Exhibit A-28 DCFS 709 Xxxxxx Child Needs and Case Plan Summary Exhibit A-29 Probation Child Welfare (PCW) Case Plan Exhibit A-30 Electronics For Youth in Residential Care Exhibit B Line Item Budget Exhibit C Office of Management and Budget (OMB) Title 2 Code of Federal Regulations (CFR), Part 200 and 2 CFR 1.100, title 2, Part 1 Exhibit C-1 Auditor-Controller Xxxxxx Family Agency Contract Accounting and Administration Handbook Exhibit C-2 Auditor-Controller/Department of Children and Family Services/Probation Department Fiscal/Audit Phases, Fiscal/Audits of FFA Xxxxxx Care Services Contractors Exhibit C-3 LA County Annual Revenue and Expenditure Report FFA Exhibit D Contractor Acknowledgment and Confidentiality Agreement Exhibit D-1 Contractor Employee Acknowledgment and Confidentiality Agreement Exhibit D-2 Contractor Non-Employee Acknowledgment and Confidentiality Agreement Exhibit D-3 Confidentiality of Criminal Offender Record Information Exhibit D-4 Resource Family Parent Acknowledgment and Confidentiality Agreement Exhibit E Statement of Dangerous Behaviors and California Department of Social Services Child Welfare Services Manual, Section 31-405 Exhibit F IRS Notice 1015 - Notice to Employees Regarding Federal Earned Income Credit (FEIC) Exhibit G Payment Resolution Notification (COV 71) Exhibit H Overpayment Policy Exhibit I Contractor’s Certification of Compliance with Child, Spousal and Family Support Orders Exhibit J Contractor’s Certification of Compliance with all Federal and State Employment Reporting Requirements Exhibit K Contractor’s Equal Employment Opportunity Certification Exhibit L Charitable Contributions Certification Exhibit M Defaulted Property Tax Certification Form Exhibit N DCFS Xxxxxx Family Agency Contract Investigation/Monitoring/Audit Remedies and Procedures (As Amended on February 24, 2017) Exhibit O Federal Debarment and Suspension Certification Form Exhibit P Contractor’s Compliance with Encryption Requirements Form Exhibit Q Zero Tolerance Human Trafficking Policy Certification Form Exhibit R Certification of Compliance with Background Security Investigations Exhibit S Intentionally Left Blank Exhibit T County of Los Angeles Contractor Employee Jury Service Program Certification Form (Code 2.203) Exhibit U County’s Administration Exhibit V FFA Contractor’s Administration Exhibit W Sample Report on Outside Employment Exhibit W-1 Sample Report on Conflict of Interest Exhibit X Federal Award Information Exhibit Y COVID-19 Vaccination Certification of Compliance Exhibit Z Information Security and Privacy Requirements Exhibit AA Compliance with Fair Chance Employment Hiring Practices Certification COUNTY OF ~~PREMISES A-1 OUTLINE~~ LOS ANGELES DEPARTMENT OF ~~PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES~~ CHILDREN AND ~~REGULATIONS E FORM OF TENANT~~FAMILY SERVICES AND PROBATION DEPARTMENT MASTER CONTRACT FOR XXXXXX FAMILY AGENCY This is the Master Contract for Xxxxxx Family Agency (hereinafter referred to as “Contract”). This Contract is made and entered into this day of , 20 by and between County of Los Angeles hereinafter referred to as “COUNTY” and RECITALS CONTRACTOR’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67NAME hereinafter referred to as “CONTRACTOR”.

Appears in 1 contract

Samples: Master Contract

LIST OF EXHIBITS. A OUTLINE OF PREMISES A-1 OUTLINE OF PROJECT B ~~INTENTIONALLY OMITTED~~ WORK LETTER C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE ~~Mountain View Research Park ViewRay, Inc. SF Legal~~ F ~~INTENTIONALLY OMITTED G~~ INITIAL DISCLOSURE CERTIFICATE H G ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I H RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J I FORM OF LETTER OF CREDIT J LOCATION OF EQUIPMENT AREA K FORM OF CURRENT MORTGAGEE SNDA [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] (i) Mountain View Research ParkNeuropace, Inc. INDEX OF MAJOR DEFINED TERMS Page 000 X. Xxxxxxxxxxx Offer Space 5 825 E. Middlefield Offer Space 5 Abated Base Rent 10 Abatement Event 41 ADA Exhibit B Additional Insureds 27 Additional Rent 11 Alterations 22 Antennae 59 Anticipated Delivery Date 6 Applicable Laws 49 Approved Construction Plans Exhibit B Approved Preliminary Plans Exhibit B Bank 42 Bank Credit Threat 43 Bank Prime Loan 50 Bankruptcy Code 43 Base Building 22 Base Rent 10 Base Rent Delivery Date 7 Brokerage Commissions 10 Brokers 57 Building 4 Building Direct Expenses 11 Building Operating Expenses 11 Building Permit Exhibit B Building Shell Exhibit B Building Signage 48 Building Structure 21 Building Systems 20 Building Tax Expenses 11 Business Plan Exhibit F Cash 43 CC&Rs 19 Change Request Exhibit B Common Areas 5 Construction Plans Exhibit B Contemplated Effective Date 34 Contemplated Transfer 34 Contemplated Transfer Space 34 Contractor Exhibit B Corrective Work 6 Corrective Work Landlord Delay 6 Cost Pools 16 Credit Rating Threshold 42 Delay Notice 7 (ii) Mountain View Research ~~Park ViewRay~~ParkNeuropace, Inc. ~~SF Legal~~ INDEX OF MAJOR DEFINED TERMS ~~Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building~~ Page Delivery Date 7 Direct Expenses ~~9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6~~ 11 Eligibility Period ~~21 Energy Disclosure Information 69 Energy Disclosure Requirements 69~~ 41 Environmental Laws 63 54 Environmental Reports 55 Equipment 62 Equipment Area 62 Estimate 16 17 Estimate Statement 16 17 Estimated Direct Expenses 16 17 Excess 16 Existing Improvements 29 Expected Completion Date 6 Expense Year 9 11 Extension Option 8 FCC 61 FDIC 44 Fencing 62 Force Majeure 62 54 GAAP 54 12 Generator 63 Hazardous Material(s) 53 54 HVAC 19 Initial Disclosure Certificate 64 55 Initial Premises Compliance Items 6 Intention to Transfer Notice 34 L/C 42 L/C Amount 42 Landlord 1 Landlord Caused Delay 7 Landlord Repair Notice 29 Landlord Repair Obligations 21 LC Expiration Date 43 LC Replacement Notice 45 Lease 1 Lease Commencement Date 6 7 Lease Expiration Date 6 8 Lease Term 6 8 Lease Year 6 8 Lines 68 58 Mail 59 51 Management Plan Exhibit F Minimum L/C Amount 46 Moisture Affected Area 5 Monument Sign 48 Mortgagee 27 (iii) Mountain View Research ParkNeuropace, Inc. INDEX OF MAJOR DEFINED TERMS Page Mountain View Research Park. 4 Net Worth 40 36 Nine Month Period 34 Notice Address Date 3 Notices 51 OFAC 59 Offer Notice 5 Offer Space 5 Operating Expenses 10 11 Option Term 8 Original Tenant 8 Other Improvements 6758 Permitted Non-Transferee 36 Preliminary Plans Exhibit B Premises 4 Premises Compliance Standard 6 Pre-Term Possession 7 Preventative Maintenance Record 20 Prohibited Person 59 Project 4 Project Common Areas 5 Proposition 13 15 Recapture Notice 34 Receivership 44 Reduction Notice 46 Remedial Activities Exhibit B Renovations 58 Rent 11 Rent Abatement 10 Rent Abatement Period 10 Required Cure Date 7 Required Delivery Date 7 Roof 59 Roof Repairs 60 Rooftop Installations 59 Second Notice 24 Security Deposit Laws 44 Service Contract 20 Slab Moisture Report 5 SNDA 38 Space Planner Exhibit B Statement 16 Statement Date 17 Subject Space 32 Substantial Completion Exhibit B (iv) Mountain View Research ParkNeuropace, Inc. INDEX OF MAJOR DEFINED TERMS Page Substantially Complete Exhibit B Summary 1 Tank 63 Tax Expenses 15 Tenant 1 Tenant Improvement Allowance Exhibit B Tenant Improvement Cost Exhibit B Tenant Improvements Exhibit B Tenant Received Proceeds 30 Tenant's Exercise Notice 8 Tenant's Financial Information 46 Tenant's Personal Property 26 Tenant's Property 26 Tenant's Repair Obligations 20 Tenant's Share 16 Tenant's Subleasing Costs 34 Termination Date 9 Termination Notice 9 Termination Payment 9 Termination Right 9 Transfer 32 Transfer Agreement 35 Transfer Notice 32 Transfer Premium 34 Transferee 32 Transfers 32 Unamortized Abated Base Rent 10 Unamortized Brokerage Commissions 10 Unamortized Tenant Improvement Allowance 9 Unused L/C Proceeds 44 Updated Disclosure Certificate 55 (v) Mountain View Research ParkNeuropace, Inc. MOUNTAIN VIEW RESEARCH PARK OFFICE LEASE This Office Lease (the “Lease”), dated as of the date set forth in Section 1 of the Summary of Basic Lease Information (the “Summary”), below, is made by and between BP MV RESEARCH PARK LLC, a Delaware limited liability company (“Landlord”) and NEUROPACE, INC., a Delaware corporation (“Tenant”). SUMMARY OF BASIC LEASE INFORMATION TERMS OF LEASE DESCRIPTION

Appears in 1 contract

Samples: Office Lease (NeuroPace Inc)

LIST OF EXHIBITS. A OUTLINE OF PREMISES A-1 OUTLINE OF PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRayExhibit 1 Base Services Exhibit 2 Applications Software Exhibit 3 Systems Software Exhibit 4 Transition Plan Exhibit 5 Performance Credits Exhibit 6 Hardware Inventory Exhibit 7 Customer Satisfaction Survey Exhibit 8 Service Locations Exhibit 9 Key Employees Exhibit 10 UHS Competitors Exhibit 11 Charges Exhibit 12 Disaster Recovery Services and Critical Applications Exhibit 13 Audit Procedures Exhibit 14 UHS Travel Expense Policy Exhibit 15 Subcontractors Exhibit 16 Termination Assistance Services Exhibit 17 Termination Charges Exhibit 18 Application Resource Request and Rates Exhibit 19 Resource Usage Reports and Data Exhibit 20 Form of Performance Report Exhibit 21 Strategic Plan Exhibit 22 Procedures Manual Outline Exhibit 23 Change Control Procedures Outline Exhibit 24 UHS Affiliates Exhibit 25 Deliverables Exhibit 26 Service Level Agreements and Performance Standards Exhibit 27 U.S. Government Contract Requirements Exhibit 28 Transitioned Employee Letter Agreement Exhibit 29 UHS Employee List Exhibit 30 COLA Exhibit 31 Variable Pricing Mechanism Exhibit 32 UHS Confidential Information standard of care INFORMATION TECHNOLOGY SERVICES AGREEMENT, ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS~~dated as of June 1, ~~CONDITIONS~~1996, ~~AND RESTRICTIONS J FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay~~by and between UNITED HEALTHCARE SERVICES, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67INC. and XXXXXX XXXXXXXXXXX. Capitalized terms not otherwise defined herein have the meanings set forth in ARTICLE 1.

Appears in 1 contract

Samples: Information Technology Services Agreement (United Healthcare Corp)

LIST OF EXHIBITS. A OUTLINE OF PREMISES ~~A-1 OUTLINE OF PROJECT~~ B ~~INTENTIONALLY OMITTED~~ TENANT WORK LETTER C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S 'S ESTOPPEL CERTIFICATE ~~Mountain View Research Park ViewRay, Inc. SF Legal~~ F ~~INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H~~ ACCEPTABLE FORMS OF INSURANCE CERTIFICATE ~~I RECOGNITION OF COVENANTS~~G BUILDING DIRECT EXPENSES, ~~CONDITIONS~~CAPITAL EXPENSES, AND ~~RESTRICTIONS~~ CALCULATION PROCEDURES H MARKET RENT ANALYSIS I LOCATION OF RESERVED PARKING SPACES J ~~FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay, Inc. SF Legal~~ SUPERIOR RIGHT HOLDERS K PROJECT UPGRADE CONCEPT PLANS L HAZARDOUS MATERIAL QUESTIONNAIRE M ACCESS CONTROL SPECIFICATIONS N JANITORIAL SPECIFICATIONS O APPROVED TENANT NAME AND LOGO INDEX OF MAJOR DEFINED TERMS Page Abatement Event 21 43 Abatement Event Termination Date 43 Abatement Event Termination Notice 43 Accountant 9 Additional Rent 9 13 Advocate Arbitrators 10 Affiliate 37 Alterations 24 25 Applicable Laws 48 Applicable Reassessment 8 Approved Bank 44 Arbitration Fair Market Rental Values 10 Associated Entity 37 Award 11 Bank 44 Bank Prime Loan 57 49 Bankruptcy Code 44 Base Building 28 25 Base Rent 11 Base Year Exhibit G Brokers 55 BS/BS Exception 23 Building 5 Building Hours 19 Building Structure 23 Building Systems 23 Casualty 32 CGCC 37 Child Care and/or Health Club Facilities 58 Child Care Provider and/or Health Club Operator 58 Collateral 53 Commencement Date Delay 8 ~~Brokers 65 Building 4 Building~~ Common Areas 5 ~~Building~~ Comparable Buildings 2 Comparable Transactions 9 Confidentiality Regulation 56 Controllable Expenses 5 Cost Pools Exhibit G Delay Notice 9 Design Problem 25 Direct Expenses Exhibit G Early Occupancy Right 9 ~~Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6~~ Eligibility Period ~~21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63~~ 43 Embarcadero Center. 5 Emergency 24, 50 Estimate 16 7 Estimate Statement 16 7 Estimated ~~Direct Expenses 16~~ Excess 16 7 Excess Exhibit G Expense Year 9 Exhibit G INDEX OF MAJOR DEFINED TERMS Page First Offer Commencement Date 8 First Offer Exercise Notice 7 First Offer Notice 7 First Offer Rent 7 First Offer Space 7 Force Majeure ~~62 GAAP 54~~ 53 Force Majeure Delay 8 Generator Area 21 Hazardous ~~Material(s) 53 Initial Disclosure Certificate 64~~ Material 4 Holidays 19 HVAC 19 HVAC Hours 19 Incidental Uses 3 Intervening Lease 7 Landlord 1 Landlord Affiliate 36 Landlord Caused Delay 8 Landlord Contribution 33 Landlord Repair Notice 32 L-C 44 L-C Amount 44 L-C Expiration Date 44 L-C Reduction Condition 46 Lease 1 Lease Commencement Date 6 9 Lease Expiration Date 6 9 Lease Term 6 9 Lease Year 6 9 Lines 68 57 Mail ~~59 Net Worth~~ 50 Management Fee 3 Market Rent 9 Neutral Arbitrator 11 Nondisturbance Agreement 40 Non-Structural Alterations 24 Notices 59 50 Operating Expenses Exhibit G Option Exercise Date 10 Option Exercise Notice 10 Option Interest Notice 9 Option Rent 9 Option Rent Notice 9 Option Term 9 Original Improvements 28 Original Tenant 7 Other Improvements 6756 Outside Agreement Date 10 Overlap Period 43 Permit Delay 9 Permitted Recipients 55 Premises 5 INDEX OF MAJOR DEFINED TERMS Page Project 5 Proposition 13 Exhibit G Proposition 13 Protection Amount 8 Proposition 13 Purchase Price 8 Qualified Lawyer 9 Reassessment 7 Recipient 40 Recognition Agreement 37 Reduction Certification 47 Reduction Request 47 Renovations 56 Rent 13 rentable square feet 6 Requesting Party 40 Required Removables 26 Review Period 35 Secured Areas 50 Security Deposit Laws 46 Statement 6 Subject Space 34 Sublease 37 Sublease Space 38 Substantial Completion of the Tenant Improvements 9 Subtenant 38 Summary 1 Superior Right Holder 7 Tax Expenses Exhibit G Tenant 1 Tenant HVAC System 22 Tenant Signage 47 Tenant Work Letter 5 Tenant’s Occupants 37 Tenant's Share Exhibit G TI Allowance 1 Transaction Costs 36 Transfer Fees 46 Transfer Notice 34 Transfer Premium 36 Transferee 34 Transfers 34

Appears in 1 contract

Samples: Office Lease (Kite Pharma, Inc.)

LIST OF EXHIBITS. A OUTLINE OF PREMISES A-1 OUTLINE OF PROJECT B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT (ii) Mountain View Research Park ViewRay, Inc. SF Legal Exhibit A: Reference Balance Sheet Exhibit B: Transition Services Agreement Exhibit C: Assumption Agreement Exhibit D: Bills of Sale Exhibit E: [Reserved] Exhibit F: Adjustment Escrow Agreement Exhibit G: Indemnification Escrow Agreement Exhibit H: Description of Exchange Offer INDEX OF ~~MAJOR~~ DEFINED TERMS ~~Abatement~~ Page 2008 Un-Audited Financial Statements 15 Accounting Firm 13 Accounting Methodologies 1 Acquired Contracts 6 Acquired Personal Property Leases 6 Action 1 Adjustment Amount 1 Adjustment Escrow Agreement 13 Adjustment Escrow Amount 13 Affiliate 1 Agreement 1 Allocation 10 Applicable Rate 13 Asset Representation 27 Assets 6 Assumed Liabilities 9 Available Software 15 Bankruptcy Event 1 Basket Amount 28 Business 2 Business Employees 25 Business Information 22 Business Intellectual Property 7 Buyer 1 Buyer Damages 27 Buyer Indemnified Party 27 Claim 29 Claim Notice 29 Closing 10 Closing Date 10 Closing Statement 12 Closing Working Capital 2 Code 2 Employee Plan 2 Environmental and Safety Requirements 2 Environmental Permits 18 ERISA 2 ERISA Affiliate 2 Escrow Agent 11 Estimated Purchase Price 2 Estimated Working Capital 3 Excluded Assets 7 Excluded Business 3 Excluded Environmental Liabilities 9 Excluded Liabilities 9 Excluded Marks 8 Final Purchase Price 3 Fixtures and Equipment 6 GAAP 3 Hazardous Materials 3 Hire Date 25 Hired Employee 25 Indebtedness 3 Indemnification Escrow Agreement 28 Indemnification Escrow Amount 28 Indemnity Period 27 Intellectual Property 3 Interim Un-Audited Financial Statements 15 Joint Written Instructions 28 knowledge 3 Laws 3 Leased Real Property 6 Liabilities 4 Lien 4 Loss 4 Material Adverse Effect 4 Non-Environmental Permits 17 Non-Solicitation Term 30 Non-Transferable Permits 7 Notice of Disagreement 12 Other Acquired Contracts 6 Owned Real Property 6 Payroll Date 26 PCard Program 2 Permits 4 Permitted Liens 4 Person 4 Post-Closing Tax Period 24 Pre-Closing Tax Period 24 Pro-Ration Date 24 Real Property 4 Real Property Leases 21 ~~Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building~~ Reference Balance Sheet 4 Registered Intellectual Property 15 Representatives 22 Retention Agreements 5 Schedules 5 Seller 1 Seller Damages 28 ~~Base Rent 8 Brokers 65 Building 4 Building Common Areas~~ Seller Indemnified Party 28 Specified Buyer Claim 28 Specified Seller Claim 29 Subsidiary 5 ~~Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building~~ Tax ~~Expenses 9 Capital Expenses~~ 5 Tax Return 5 Taxes 5 Termination Date 28 Transition Services Agreement 5 Ultimate Parent 5 Un-Audited Financial Statements 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67ASSET PURCHASE AGREEMENT This ASSET PURCHASE AGREEMENT, dated as of November 23, 2009 (this “Agreement”), among GREATWIDE DEDICATED TRANSPORT, LLC, a Delaware limited liability company (“Buyer”), YRC LOGISTICS SERVICES, INC., an Illinois corporation (“Seller”), and YRC LOGISTICS, INC., a Delaware corporation, for purposes of Section 2(b).

Appears in 1 contract

Samples: Asset Purchase Agreement (YRC Worldwide Inc.)

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Arizona Department of Transportation xii Request for Proposals Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives Arizona Department of Transportation xiii Request for Proposals 1 DESIGN-BUILD-MAINTAIN AGREEMENT 0 XXXX 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~3 This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of 4 [ ] 201[ _], by and between the Arizona Department of Transportation, a 5 public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay, Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT 7 (ii) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67“ADOT” and “Developer,” collectively “Parties”).

Appears in 1 contract

Samples: apps.azdot.gov

LIST OF EXHIBITS. ~~A OUTLINE OF PREMISES A-1 OUTLINE OF~~ Exhibit 1 Abbreviations and Defined Terms Exhibit 2 Developer’s Proposal Commitments and Clarifications Exhibit 2-1 Developer’s Schematic Design Including Alternative Technical Concepts Exhibit 2-2 Preliminary Project Baseline Schedule Exhibit 2-3 Proposal Commitments Exhibit 2-4 Pricing Tables Exhibit 2-4.1 D&C Price Breakdown Exhibit 2-4.2 Adjustments to D&C Price for Advancement or Delay of NTP 3 Exhibit 2-4.3 Maintenance Price Summary Exhibit 2-4.4 Routine Maintenance Breakdown Exhibit 2-4.5 Capital Asset Replacement Work Breakdown Exhibit 2-5 Equal Employment Opportunity Certification Exhibit 2-6 DBE Certification Exhibit 2-7 Buy America Certification Exhibit 2-8 Use of Contract Funds in Lobbying Certification Exhibit 2-9 Debarment and Suspension Certification Exhibit 2-10 Form of Drug-Free Workplace Certification Exhibit 3 List of Reference Information Documents Exhibit 4 Federal Requirements Exhibit 5 Subcontractor Request Forms Exhibit 5-1 Professional Services Subcontractor Request Form Exhibit 5-2 Construction & Maintenance Subcontractor Request Form Exhibit 6 Maximum Allowable Cumulative Draw Schedule Exhibit 7 ADOT’s DBE Special Provisions Exhibit 8 ADOT’s OJT Special Provisions Exhibit 9 Key Subcontractors Identified in Proposal and Key Personnel Exhibit 9-1 Key Subcontractors Identified in Proposal Exhibit 9-2 Key Personnel Exhibit 10 Forms of Maintenance Performance and Payment Bonds Exhibit 10-1 Form of Maintenance Performance Bond Exhibit 10-2 Form of Maintenance Payment Bond Exhibit 10-3 Form of Multiple Obligee Rider for Maintenance Performance Bond Exhibit 10-4 Form of Multiple Obligee Rider for Maintenance Payment Bond Exhibit 11 Guaranty Forms Exhibit 11-1 Form of D&C Guaranty Exhibit 11-2 Form of Maintenance Guaranty Exhibit 12 Insurance Coverage Requirements Exhibit 13 Contract Modification Request Form Exhibit 14 Extra Work Costs and Delay Costs Specifications Exhibit 15 Noncompliance Event Tables Exhibit 15-1 D&C Period Noncompliance Event Table Exhibit 15-2 Maintenance Period Noncompliance Event Table Exhibit 16 Portions of Basic Configuration Requiring Property Acquisition Outside Schematic ROW Exhibit 17 Initial Designation of Authorized Representatives DESIGN-BUILD-MAINTAIN AGREEMENT LOOP 000 XXXXX XXXXXXXX XXXXXXX PROJECT ~~B INTENTIONALLY OMITTED C FORM OF NOTICE OF LEASE TERM DATES D RULES AND REGULATIONS E FORM OF TENANT~~[ ] This Design-Build-Maintain Agreement (“Agreement”) is entered into and effective as of 201[ _], by and between the Arizona Department of Transportation, a public agency of the State of Arizona (“ADOT”), and [NTD – INSERT DEVELOPER’S ~~ESTOPPEL CERTIFICATE Mountain View Research Park ViewRay~~LEGAL NAME], ~~Inc. SF Legal F INTENTIONALLY OMITTED G INITIAL DISCLOSURE CERTIFICATE H ACCEPTABLE FORMS OF INSURANCE CERTIFICATE I RECOGNITION OF COVENANTS, CONDITIONS, AND RESTRICTIONS J FORM OF LETTER OF CREDIT~~ a [NTD – INSERT DEVELOPER’S LEGAL FORM] (ii“Developer”) Mountain View Research Park ViewRay, Inc. SF Legal INDEX OF MAJOR DEFINED TERMS Abatement Event 21 Additional Rent 9 Alterations 24 Bank Prime Loan 57 Base Building 28 Base Rent 8 Brokers 65 Building 4 Building Common Areas 5 Building Direct Expenses 9 Building Operating Expenses 9 Building Systems 22 Building Tax Expenses 9 Capital Expenses 15 CC&Rs 19 Common Areas 5 Cosmetic Alterations 24 Cost Pools 15 Direct Expenses 9 Effective Date 6 Eligibility Period 21 Energy Disclosure Information 69 Energy Disclosure Requirements 69 Environmental Laws 63 Estimate 16 Estimate Statement 16 Estimated Direct Expenses 16 Excess 16 Expense Year 9 Force Majeure 62 GAAP 54 Hazardous Material(s) 53 Initial Disclosure Certificate 64 Landlord 1 Lease 1 Lease Commencement Date 6 Lease Expiration Date 6 Lease Term 6 Lease Year 6 Lines 68 Mail 59 Net Worth 40 Notices 59 Operating Expenses 10 Other Improvements 67(“ADOT” and “Developer,” collectively “Parties”).

Appears in 1 contract

Samples: Design Build Maintain Agreement

Common use of LIST OF EXHIBITS Clause in Contracts