Carbonite 2011 Annual Report Download - page 112
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Confidential Treatment Requested by Carbonite, Inc.
2.1 Term . The term of this Lease, and Tenant’s obligation to pay Rent under this Lease, shall commence on the Commencement Date and shall
continue in effect for the Term of the Lease, as the same may be extended, or earlier terminated, in accordance with the express terms of this Lease.
2.2 Delivery of Tenant Space . Landlord shall use commercially reasonable efforts to satisfy the Commencement Date Conditions prior to the
Target Commencement Date. Landlord and Tenant acknowledge and agree that, by virtue of Landlord’s delivery of the Commencement Date Notice to
Tenant, Landlord shall be deemed to have delivered the Tenant Space to Tenant, and Tenant shall be deemed to have accepted the same.
2.2.1 Failure to Meet Commencement Date Conditions . In the event that the Commencement Date Conditions have not been completed
by the Target Commencement Date, subject to extension by virtue of Force Majeure, Landlord shall not be deemed in default hereunder, and the
Commencement Date shall be postponed, as Tenant’s sole and exclusive alternative remedies, until the date on which the Commencement Date
Conditions have occurred. Notwithstanding the foregoing:
2.2.1.1 If the Commencement Date Conditions have not occurred prior to the Outside Liquidated Damages Date, subject to extension
by virtue of Force Majeure, Tenant shall receive a credit (“ Rent Credit ”) of [***] days of Rent (calculated using the Rent amounts which
would have been payable had the Tenant Space been timely delivered) for each day between the Outside Liquidated Damages Date (as
extended by virtue of Force Majeure) and the date on which the Commencement Date Conditions occur, provided however that in no event
shall the amount of the Rent Credit exceed 30 days of Rent (calculated using the Rent amounts which would have been payable had the
Tenant Space been timely delivered); or
2.2.1.2 If the Commencement Date Conditions have not occurred prior to the Outside Completion Date, subject to extension by virtue
of Force Majeure, Tenant shall have the right to terminate this Lease, provided that:
(a) Tenant notifies Landlord of such termination prior to the earlier to occur of: (1) completion of the Commencement Date
Conditions; or (2) ten (10) business days after the Outside Completion Date; and
(b) Landlord has not caused the Commencement Date Conditions to have been completed within five (5) days after its receipt of
such notice of termination from Tenant.
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2.
TERM
.
[***] Information has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested
with respect to the omitted portions.