Common use of Rent Credit Clause in Contracts

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4, Sublessee shall be entitled to apply an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X to the Master Lease, as incorporated herein) incurred by Sublessee in constructing the Tenant Improvements as a credit against Monthly Base Rent due under this Sublease (the “Rent Credit”). To be eligible to commence and continue to receive the Rent Credit, both the Tenant Improvement Work and related Close-Out Package (as defined in Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor shall not be unreasonably withheld) and Master Lessor by no later than the last day of the twelfth (12th) month following the date of commencement of the Early Access Period (which period shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this Sublease.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Section 10.3, Sublessee if, for any reason other than an Unavoidable Delay, the negligence or willful misconduct of Tenant or any other Person claiming by, through or under Tenant, or the breach of this Lease by Tenant or any other Person claiming by, through or under Tenant, (I) (i) Landlord defaults in respect of Landlord's covenants in this Lease to perform repairs or provide services, (ii) Landlord interrupts or curtails the level of service provided by Building Systems as contemplated by Section 10.2 hereof or (iii) Landlord performs repairs, replacements or improvements in the Building, and (II) Tenant, by reason of the event described in clause (I) above, is unable for at least five (5) consecutive Business Days after the date that Tenant notifies Landlord of such event to operate Tenant's business in the Premises (or a portion thereof) in substantially the same manner that Tenant conducted its business therein prior to such event, then Tenant shall be entitled to a credit to apply against the Fixed Rent and Escalation Rent thereafter coming due hereunder in an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X equal to the Master Leaseproduct obtained by multiplying (A) the quotient obtained by dividing (a) the sum of the Fixed Rent and Escalation Rent for the Premises, by (b) three hundred sixty-five (365) (or three hundred sixty-six (366) in a leap year), by (c) the number of square feet of Rentable Area in the Premises, by (B) the number of square feet of Rentable Area of the portion of the Premises which is unusable, as incorporated hereinaforesaid, by (C) incurred by Sublessee the number of days in constructing the period commencing on (and including) the date immediately following the date that is five (5) consecutive Business Days after the date that Tenant Improvements as notifies Landlord of the event that is described in clause (I) above and ending on the date that such portion of the Premises becomes usable. If (x) Tenant is entitled to a credit against Monthly Base the Fixed Rent due under and Escalation Rent pursuant to this Sublease Section 10.3 and (y) the “Rent Credit”Expiration Date occurs prior to the date that such credit is exhausted, then Landlord shall pay to Tenant the unused portion of such credit on or prior to the thirtieth (30th) day after the Expiration Date (and such obligation shall survive the Expiration Date). To be eligible If Tenant is entitled to commence and continue a credit against Rental pursuant to receive this Section 10.3 prior the Rent CreditCommencement Date, both the Tenant Improvement Work and related Close-Out Package (as defined in Section 11.J of Exhibit X then such credit shall be applied to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor Rental first coming due on the Rent Commencement Date until thereafter exhausted. This Section 10.3 shall not apply in respect of the occurrence of a fire or other casualty or in respect of a condemnation. Tenant shall not be unreasonably withheld) and Master Lessor by no later than entitled to any credits pursuant to this Section 10.3 with respect to any failure or defect in the last day supply or character of the twelfth (12th) month following the date of commencement of the Early Access Period (which period shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X electricity furnished to the Master LeaseBuilding, except to the extent that such failure or defect results from Landlord's negligence or willful misconduct (or the negligence or willful misconduct of Landlord's agents, employees or contractors acting within the scope of their employment) or from a Landlord Caused Delay, voluntary (and as such delays may be determined not compulsory in accordance with the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 belowany respect) and as further modified interruption or curtailment in electric service by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this SubleaseLandlord.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Section 10.3, Sublessee if (I) (i) Landlord fails to perform Landlord’s covenants hereunder, (ii) Landlord interrupts or curtails the level of service provided by Building Systems as contemplated by Section 10.2 hereof, or (iii) Landlord performs repairs, alterations, improvements, additions or restorations in the Building, and (II) Tenant, by reason of the event described in clause (I) above, is unable for at least fifteen (15) consecutive Business Days to operate Tenant’s business in the Premises (or a portion thereof) in substantially the same manner that Tenant conducted its business prior to such event, then Tenant shall be entitled to a credit to apply against the Fixed Rent thereafter coming due hereunder in an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X equal to the Master Leaseproduct obtained by multiplying (A) the quotient obtained by dividing (a) the sum of the Fixed Rent for the Premises, by (b) three hundred sixty-five (365) (or three hundred sixty-six (366) in a leap year), by (c) the number of square feet of Rentable Area in the Premises, by (B) the number of square feet of Rentable Area of the portion of the Premises which is unusable, as incorporated hereinaforesaid, by (C) incurred by Sublessee the number of days in constructing the period commencing on (and including) the date immediately following the date that is fifteen (15) Business Days after the event that is described in clause (I) above and ending on the date that such portion of the Premises becomes usable. If (x) Tenant Improvements as is entitled to a credit against Monthly Base Rent due under Rental pursuant to this Sublease Section 10.3, and (y) the “Rent Credit”Expiration Date occurs prior to the date that such credit is exhausted, then Landlord shall pay to Tenant the unused portion of such credit on or prior to the thirtieth (30th) day after the Expiration Date (and Landlord’s obligation to make such payment shall survive the Expiration Date). To be eligible to commence and continue to receive the Rent Credit, both the Tenant Improvement Work and related Close-Out Package (as defined in This Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor 10.3 shall not be unreasonably withheld) and Master Lessor by no later than the last day apply in respect of the twelfth (12th) month following the date occurrence of commencement a fire or other casualty or in respect of the Early Access Period (which period a condemnation. This Section 10.3 shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with not limit the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this Sublease5.2 hereof.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Section 10.3, Sublessee if for any reason other than an Unavoidable Delay (I) (i) Landlord by reason of Landlord’s negligence or willful misconduct or breach of its obligations under this Lease fails to perform Landlord’s covenants hereunder, (ii) Landlord interrupts or curtails the level of service provided by Building Systems as contemplated by Section 10.2 hereof, or (iii) Landlord performs repairs, alterations, improvements, additions or restorations in the Building, and (II) Tenant, by reason of the event described in clause (I) above, is unable for at least seven (7) consecutive Business Days to gain access to or operate Tenant’s business in the Premises (or a portion thereof) in substantially the same manner that Tenant conducted its business prior to such event, then Tenant shall be entitled to a credit to apply against the Fixed Rent and the Escalation Rent thereafter coming due hereunder in an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X equal to the Master Leaseproduct obtained by multiplying (A) the quotient obtained by dividing (a) the sum of the Fixed Rent and the Escalation Rent for the Premises, by (b) three hundred sixty-five (365) (or three hundred sixty-six (366) in a leap year), by (c) the number of square feet of Rentable Area in the Premises, by (B) the number of square feet of Rentable Area of the portion of the Premises which is inaccessible or unusable, as incorporated hereinaforesaid, by (C) incurred by Sublessee the number of days in constructing the period commencing on (and including) the date immediately following the date that is seven (7) consecutive Business Days after the event that is described in clause (I) above and ending on the date that such portion of the Premises becomes accessible or usable. If (x) Tenant Improvements as is entitled to a credit against Monthly Base Rent due under Rental pursuant to this Sublease Section 10.3, and (y) the “Rent Credit”Expiration Date occurs prior to the date that such credit is exhausted, then Landlord shall pay to Tenant the unused portion of such credit on or prior to the thirtieth (30th) day after the Expiration Date (and Landlord’s obligation to make such payment shall survive the Expiration Date). To be eligible to commence and continue to receive the Rent Credit, both the Tenant Improvement Work and related Close-Out Package (as defined in This Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor 10.3 shall not be unreasonably withheld) and Master Lessor by no later than the last day apply in respect of the twelfth (12th) month following the date occurrence of commencement a fire or other casualty or in respect of the Early Access Period (which period a condemnation. This Section 10.3 shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with not limit the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this Sublease5.2 hereof.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Section 11.3, Sublessee if (1) (i) Landlord fails to perform Landlord’s covenants hereunder, (ii) Landlord interrupts or curtails the level of service provided by Building Systems as contemplated by Section 11.2 hereof, or (iii) Landlord performs repairs, alterations, improvements, additions or restorations in the Building, and (2) Tenant, by reason of the event described in clause (1) above, is unable to, and actually does not, for at least three (3) consecutive Business Days operate Tenant’s business in the Premises (or a portion thereof) during Tenant’s ordinary business hours, in substantially the same manner that Tenant conducted its business prior to such event, then Tenant shall be entitled to a credit to apply against the Fixed Rent and Escalation Rent thereafter coming due hereunder in an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X equal to the Master Leaseproduct obtained by multiplying (I) the quotient obtained by dividing (a) the sum of the Fixed Rent and Escalation Rent for the Premises, by (b) three hundred sixty-five (365) (or three hundred sixty-six (366) in a leap year), by (c) the number of square feet of usable area in the Premises, by (II) ­ the number of square feet of usable area of the portion of the Premises which is unusable, as incorporated hereinaforesaid, by (III) incurred by Sublessee the number of days in constructing the period commencing on (and including) the date immediately following the date that is three (3) Business Days and ending on the date that such portion of the Premises becomes usable. If (x) Tenant Improvements as is entitled to a credit against Monthly Base Rent due under Rental pursuant to this Sublease Section 11.3, and (y) the “Rent Credit”Expiration Date occurs prior to the date that such credit is exhausted, then Landlord shall pay to Tenant the unused portion of such credit on or prior to the thirtieth (30th) day after the Expiration Date (and Landlord’s obligation to make such payment shall survive the Expiration Date). To be eligible to commence and continue to receive the Rent Credit, both the Tenant Improvement Work and related Close-Out Package (as defined in This Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor 11.3 shall not be unreasonably withheld) and Master Lessor by no later than the last day apply in respect of the twelfth (12th) month following the date occurrence of commencement a fire or other casualty or in respect of the Early Access Period (which period shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this Subleasecondemnation.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Section 10.3, Sublessee if (I) (i) Landlord fails to perform Landlord’s covenants hereunder, (ii) Landlord interrupts or curtails the level of service provided by Building Systems as contemplated by Section 10.2 hereof, or (iii) Landlord performs repairs, alterations, improvements, additions or restorations in the Building, and (II) Tenant, by reason of the event described in clause (I) above, is unable for at least ten (10) consecutive Business Days to operate Tenant’s business in the Premises (or a portion thereof) in substantially the same manner that Tenant conducted its business prior to such event, then Tenant shall be entitled to a credit to apply against the Fixed Rent thereafter coming due hereunder in an amount up to (but not in excess of) One Million Nine Hundred Forty-Nine Thousand Five Hundred Twenty Dollars ($1,949,520.00) of Completion Costs (as defined in Section 11.B of Exhibit X equal to the Master Leaseproduct obtained by multiplying (A) the quotient obtained by dividing (a) the sum of the Fixed Rent for the Premises, by (b) three hundred sixty-five (365) (or three hundred sixty-six (366) in a leap year), by (c) the number of square feet of Rentable Area in the Premises, by (B) the number of square feet of Rentable Area of the portion of the Premises which is unusable, as incorporated hereinaforesaid, by (C) incurred by Sublessee the number of days in constructing the period commencing on (and including) the date immediately following the date that is ten (10) Business Days after the event that is described in clause (I) above and ending on the date that such portion of the Premises becomes usable. If (x) Tenant Improvements as is entitled to a credit against Monthly Base Rent due under Rental pursuant to this Sublease Section 10.3, and (y) the “Rent Credit”Expiration Date occurs prior to the date that such credit is exhausted, then Landlord shall pay to Tenant the unused portion of such credit on or prior to the thirtieth (30th) day after the Expiration Date (and Landlord’s obligation to make such payment shall survive the Expiration Date). To be eligible to commence and continue to receive the Rent Credit, both the Tenant Improvement Work and related Close-Out Package (as defined in This Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor 10.3 shall not be unreasonably withheld) and Master Lessor by no later than the last day apply in respect of the twelfth (12th) month following the date occurrence of commencement a fire or other casualty or in respect of the Early Access Period (which period a condemnation. This Section 10.3 shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with not limit the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit and render the Rent Credit void and of no further force or effect. Further, Sublessee shall have no right to receive any portion of the Rent Credit during any period of time that an uncured event of default by Sublessee then exists under this Sublease5.2 hereof.

Rent Credit. Subject to the terms and conditions of this Paragraph 14.4Except as hereinafter set forth, Sublessee Tenant shall be entitled to apply an a credit against the Base Rent payable under the Amended Lease, which credit shall be in the aggregate amount up to (but not in excess of) One Million Nine of Three Hundred FortyFifty-Nine Six Thousand Five Eight Hundred Twenty Fifty and 96/100 Dollars ($1,949,520.00356,850.96) of Completion Costs (as defined in Section 11.B of Exhibit X to the Master Lease, as incorporated herein) incurred by Sublessee in constructing the Tenant Improvements as a credit against Monthly Base Rent due under this Sublease (the “Rent Credit”). To be eligible Subject to commence and continue to receive the provisions of this Paragraph 4, equal portions of the Rent Credit, both each in an amount equal to Twenty-Nine Thousand Seven Hundred Thirty Seven and 58/100 Dollars ($29,737.58), shall be applied on the first day of each month beginning on January 1, 2013 and continuing until December 1, 2013, inclusive, against Tenant’s obligation to pay monthly installments of Base Rent accruing hereunder from and after the Effective Date. The Rent Credit granted under this Paragraph 4 is solely for the benefit of Xxxxx Electric Co., a Delaware corporation, and any Tenant Improvement Work Affiliate, and related Close-Out Package (as defined in Section 11.J of Exhibit X to the Master Lease, as incorporated herein) for such work must be completed by Sublessee and approved by Sublessor (which approval by Sublessor shall not be unreasonably withheldtransferable to any assignee or subtenant other than a Tenant Affiliate. Tenant acknowledges that (a) and Master Lessor by no later than the last day of the twelfth (12th) month following the date of commencement of the Early Access Period (which period shall be extended by one (1) day for each day that the Substantial Completion of the Tenant Improvement Work is delayed beyond such 12-month-period by any Force Majeure Delay (as such term is defined in Section N of the Exhibit X to the Master Lease) or a Landlord Caused Delay, and as such delays may be determined in accordance with the provisions of Section N to Exhibit X of the Master Lease, as incorporated herein under Paragraph 22.1 below) and as further modified by Section 14.3; it being understood that Sublessee’s failure to timely and properly satisfy the foregoing condition in full shall terminate Sublessee’s right to receive the Rent Credit is being provided as an inducement to Tenant to extend the term of the Lease pursuant to this Third Amendment and render (b) in the absence of such extension, Tenant would have paid substantially higher Base Rent Credit void and under the terms of no further force or effectthe Lease for the period from the Effective Date through the Original Term Expiration Date. FurtherAccordingly, Sublessee Tenant agrees that (i) if Tenant commits a default of any of its obligations under the Amended Lease which is not cured within any applicable cure period set forth in Paragraph 13.1 of the Original Lease (“Breach”) prior to December 1, 2013, then, unless such Breach is cured prior to the time, if any, that Landlord terminates the Amended Lease pursuant to Paragraph 13.2 of the Original Lease, Tenant shall have no right to receive apply any portion of the Rent Credit during any period against Tenant’s obligation to pay Base Rent accruing after such default becomes a Breach; and (ii) if Landlord terminates the Amended Lease pursuant to Paragraph 13.2 of time the Original Lease as a result of a Breach occurring on or before the Original Term Expiration Date, then the damages recoverable by Landlord shall include that an uncured event portion of default by Sublessee then exists under this Subleasethe Rent Credit credited hereunder against Tenant’s obligation to pay Base Rent prior to such termination.