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NEGOTIATING KEY LEASE PROVISIONS A Landlord's Point of View - page 18 / 60

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FORM 4

EXPANSION OPTION (NEUTRAL)

(a)

Tenant shall have a one time right ("Expansion Option #2"), exercisable by written notice

to Landlord given no earlier than and no later than , to ___________________ _______________ add to the Premises tat portion of the floor of the Building not included within Expansion Space #1 ("Expansion Space #2"), in accordance with the further provisions o this Section

(b)

Tenant shall have no right to exercise Expansion Option #2 during the time commencing

from the date Landlord gives to Tenant a notice of default under this Lease and continuing until the default alleged in said notice is cured. The period of time within which Expansion Option #2

may be exercised shall not be extended or enlarged by reason of Tenant's inability to exercise such option because of said default. It Tenant does not exercise its rights in a timely manner, Tenant will have irretrievably lost such right to add to the Premises Expansion Space #2.

(c)

(1)

In the event Expansion Space #2 has not yet been initially improved by the

construction of tenant improvements, and provided Tenant has exercised Expansion Option #2 in accordance with the foregoing, the space planning and construction of the tenant improvements in Expansion Space #2 (which space planning and construction shall be substantially in accordance with the terms and conditions of Exhibit ___ to this Lease, as reasonably modified in the "Amendment" (as hereinafter defined)) shall be accomplished in accordance with the following schedule: (i) Tenant's Preliminary Plans for Expansion Space #2 shall be completed by ______________________; (ii) Tenant's Issued for Construction Documents or Expansion Space

#2 shall be completed and approved by Landlord and submitted to the City by

; (iii) commencement of construction of the tenant improvements ______________________ shall occur on or about ; and (iv) completion of the tenant _______________________ improvements shall occur on or about _______________________.

(2)

Upon the earlier of the date (i) Tenant occupies Expansion Space #2, or (ii) the

tenant improvements to Expansion Space #2 have been substantially completed (as the term "substantially completed" is defined in Schedule ____) (the "Unimproved Expansion Space #2

Completion Date"), Tenant shall commence paying Rent for Expansion Space #2.

(d)

(1)

In the event Expansion Space #2 has been initially improved by the construction

of tenant improvements, and provided Tenant has exercised Expansion Option #2 in accordance with the foregoing, the space planning and construction of the additional improvements to Expansion Space #2 (which space planning and construction shall be substantially in accordance

with the terms and conditions of Exhibit ____ to this Lease, as reasonably modified in the Amendment) shall be accomplished in accordance with the following schedule: (i) Tenant's

Preliminary Plans for Expansion #2 shall be completed by ; (ii) Tenant's ___________________ Issued for Construction Documents for Expansion Space #2 shall be completed and approved by

99999\11111\215691.V01 JDC

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