The “Term Commencement Date” shall be the earlier of # the Estimated Term Commencement Date and # the day the work required of Tenant (the “Tenant Improvements”) described in the Work Letter set forth in [Exhibit B] attached hereto (the “Work Letter”) is Substantially Complete (as defined below). Tenant shall execute and deliver to Landlord written acknowledgment of the actual Term Commencement Date and the Term Expiration Date within ten (10) days after Tenant takes occupancy of the Premises, in the form attached as [Exhibit C] hereto. Failure to execute and deliver such acknowledgment, however, shall not affect the Term Commencement Date or Landlord’s or Tenant’s liability hereunder. Failure by Tenant to obtain validation by any medical review board or other similar governmental licensing of the Premises required for the Permitted Use by Tenant shall not serve to extend the Term Commencement Date. The term “Substantially Complete” or “Substantial Completion” means that the Tenant Improvements are substantially complete in accordance with the Approved Plans (as defined in the Work Letter), except for minor punch list items.

Term. The term of this Sublease (the “Term”) shall commence on January 1, 2017, or upon such later date as substantial completion of the Tenant Improvements occurs, both subject to Sublandlord obtaining a Certificate of Occupancy or equivalent government approval for occupancy of the Premises (the “Commencement Date”) and shall expire on the last day of the thirty-sixth (36th) full calendar month following the Commencement Date (the “Expiration Date”). The date this Sublease actually terminates is referred to herein as the “Termination Date”. Promptly after the determination of the Commencement Date, Sublandlord and Subtenant shall execute and deliver a commencement letter in a form prepared by Sublandlord (the “Commencement Letter”) in the form attached as Exhibit C. Subtenant’s failure to execute and return the Commencement Letter, or to provide written objection to the statements contained in the Commencement Letter, within 10 days after the date of receipt the Commencement Letter shall be deemed an approval by Subtenant of the statements contained therein.