Nautilus 2009 Annual Report Download - page 238

hereunder is equal to or greater than the tangible net worth of Tenant as of the date of this Lease; (e) Landlord shall have received an executed
copy of all documentation effecting such transfer on or before its effective date; and (f) the same is not a subterfuge by Tenant to avoid its
obligations under this Lease.
2.18 Pre-Existing Conditions . The mold visible in Buildings known as #2 and #3.
2.19 Premises Operating Costs . Operating Costs and Taxes.
2.20 Rent . Base Rent and Additional Rent.
2.21 State . The state in which the Premises are located.
2.22 Taxes . Any form of real property taxes or governmental assessment on the Premises, whether special or general, ordinary or
extraordinary; rental levy or tax (other than inheritance, income or estate taxes); improvement bonds; and/or license fees imposed upon or levied
against any legal or equitable interest of Landlord in the Premise, Landlord’s right to other income therefrom, and/or Landlord’s business of
leasing, by any authority having the direct or indirect power to tax and where the funds are generated with reference to the Premises and where
the proceeds so generated are to be applied by the city, county or other local taxing authority of a jurisdiction within which the Premises are
located.
2.23 [INTENTIONALLY DELETED]
2.24 Tenant Related Parties . Tenant, its Affiliates, agents, contractors, subcontractors, employees, invitees, subtenants, transferees,
and any other party claiming by, through or under Tenant.
2.25 Tenant’s Property . All Tangible Personal Property (as defined in the APA) located at the Premises on the Commencement Date
and all movable partitions, business and trade fixtures, machinery and equipment, communications equipment, and office equipment located in
the Premises and acquired by or for the account of Tenant after the Commencement Date, without expense to Landlord, that can be removed
without damage to the Premises, and all furniture, furnishings, and other articles of movable personal property owned by Tenant and located in
the Premises.
2.26 Term . As set forth on the Lease Summary, as the same may be extended from time to time.
2.27 Transfer . An assignment, mortgage, pledge, hypothecation, encumbrance, lien or other transfer of this Lease or any interest
hereunder, a transfer by operation of law, a sublease of the Premises or any part thereof, or the use of the Premises by any party other than
Tenant and its employees. “Transfer” shall also include (a) if Tenant is a partnership or limited liability company, the withdrawal or change,
voluntary, involuntary or by operation of law, of twenty-five percent (25%) or more of the partners or members, or transfer of twenty-five
percent (25%) or more of partnership or membership interests, within a twelve (12)-month period, or the dissolution of the partnership or
company without immediate reconstitution thereof, (b) if Tenant is a closely held corporation (i.e., whose stock is not publicly held and not
traded through an exchange or over the counter), the dissolution, merger, consolidation or other reorganization of Tenant, the sale or other
transfer of more than an aggregate of twenty-five percent (25%) of the voting shares of Tenant (other than to immediate family members by
reason of gift or death), within a twelve (12)-month period; and (c) the sale, mortgage, hypothecation or pledge of more than an aggregate of
twenty-five percent (25%) of the value of the unencumbered assets of Tenant within a twelve (12) month period.
2.28 Transferee . Any person or entity to whom or which any Transfer is made.
ARTICLE 3
PREMISES AND DELIVERY OF POSSESSION
3.1 Delivery of Possession . Landlord shall deliver possession of Premises on the Commencement Date. If, for any reason, Landlord
is delayed by an Event of Force Majeure in delivering possession of or on the Premises to Tenant, Landlord shall not be subject to any liability
for such failure, and the validity of this Lease shall not be impaired, but (except in the case of Tenant Delays) the Commencement Date shall be
extended for the period of such delay.
3.2 Commencement Date . [INTENTIONALLY DELETED]
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