4.7.
33.21
EFFECTIVENESS.
(A) THIS AGREEMENT SHALL COME INTO FULL FORCE AND
EFFECT UPON (I) THE DELIVERY OF A WRITTEN APPROVAL OF THIS LEASE BY THE CURRENT
HOLDER OF THE LOAN (THE "CRITTENDEN A LENDER") MADE PURSUANT TO THAT CERTAIN
LEASEHOLD DEED OF TRUST AND SECURITY AGREEMENT, DATED AS OF AUGUST 7, 2001 (THE
"SECURITY AGREEMENT"), BY LANDLORD TO FIDELITY NATIONAL TITLE INSURANCE COMPANY
FOR THE BENEFIT OF GMAC COMMERCIAL MORTGAGE CORPORATION PURSUANT TO SECTION 3.8
OF THE SECURITY AGREEMENT, (II) THE DELIVERY OF A WRITTEN APPROVAL OF THAT
CERTAIN SECOND AMENDMENT TO COMMERCIAL LEASE (AMPHITHEATRE), DATED AS OF JULY 9,
2003, BETWEEN WXIII/AMPHITHEATRE REALTY, L.L.C. (THE "AMPHITHEATRE LANDLORD"),
TENANT AND AMPHITHEATRE SUBTENANT BY THE CURRENT HOLDER OF THE LOAN (THE
"AMPHITHEATRE LENDER") MADE PURSUANT TO THAT CERTAIN LOAN AGREEMENT, DATED AS OF
JULY 2, 2002 (THE "LOAN AGREEMENT"), BY AND BETWEEN LANDLORD AND GERMAN AMERICAN
CAPITAL CORPORATION PURSUANT TO SECTIONS 8.7 AND 20.2.2 OF THE LOAN AGREEMENT,
AND (III) THE DELIVERY BY AMPHITHEATRE LENDER TO AMPHITHEATRE SUBTENANT OF A
NONDISTURBANCE AND ATTORNMENT AGREEMENT IN FORM AND SUBSTANCE REASONABLY
SATISFACTORY TO AMPHITHEATRE SUBTENANT (THE LATTER OF SUCH THREE DELIVERIES, THE
"EFFECTIVE DATE").
(B)
IF THE EFFECTIVE DATE, AS DEFINED IN SECTION 33.21(A)(III) ABOVE,
SHALL HAVE NOT OCCURRED ON OR BEFORE JULY 31, 2003, THEN THIS LEASE AS WELL AS
THE OTHER LEASE FOR CRITTENDEN C/D (EXCEPT FOR SECTION 33.23 THEREOF) SHALL
TERMINATE, AND THE ORIGINAL LEASE SHALL BE REINSTATED.
33.22
COUNTERPARTS.
THIS LEASE MAY BE EXECUTED IN COUNTERPARTS, EACH OF
WHICH SHALL BE DEEMED AN ORIGINAL, AND ALL OF WHICH TOGETHER SHALL CONSTITUTE
ONE AND THE SAME INSTRUMENT.
70
IN WITNESS WHEREOF, Landlord and Tenant have executed this Lease as of the date
first above written.
LANDLORD:
TENANT:
WXIII/CRITTENDEN REALTY A/B, L.L.C.,
a Delaware limited liability company
SILICON GRAPHICS, INC.
By:
By:
Whitehall Parallel Real Estate Limited
Its:
Partnership XIII, its managing member
By:
WH Parallel Advisors, L.L.C. XIII,
its general partner
By:
Name:
Title:
71
GLOSSARY
DEFINITIONS
As used in this Lease, the following terms shall have the following meanings,
applicable, as appropriate, to both the singular and plural form of the terms
defined below:
"Acceptable Accounting Firm" shall mean an independent certified public
accounting firm which shall be a nationally recognized accounting firm in the
United States or its successor.
"Acceptable Accounting Principles" shall mean generally accepted accounting
principles consistently applied (i.e., GAAP).
"ADA" is defined in Section 12.1.
"Additional Rent" is defined in Section 4.4.
"Adjustment Date" is defined in Section 4.3.
"Alterations" is as defined in Section 10.1.
"Amphitheatre Ground Lease Assignment" means that certain Assignment and
Assumption of Ground Lease dated of even date herewith between SGRE and Landlord
with respect to the Amphitheater Property.
"Amphitheatre Landlord" is defined in Section 33.21(a).
"Amphitheatre Lender" is defined in Section 33.21(a).
"Amphitheatre Property" means the property commonly known as 1600 Amphitheatre
Parkway, Mountain View, California.
"Amphitheatre Subtenant" is defined in Section 33.20(a).
"Assignment" is defined in Section 15.1.
"Assumed Lease" is defined in Section 33.20(a).