Common use of Base Building Work Clause in Contracts

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all of the work and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system in accordance with the specifications set forth on the attached Exhibit A; (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”). All Base Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike manner, consistent with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Work.

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all perform certain base building modifications to accommodate the demising of the Premises, as further described below, in a good and workmanlike manner, using new materials of first quality, and shall comply with applicable laws and all applicable ordinances, orders and regulations of governmental authorities. The work and furnishing described in the immediately preceding sentence shall be performed in all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system material respects in accordance with the specifications set forth on the scope of work and schematic plan attached as Exhibit A; 7.01 (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”), provided that Landlord may modify the design of the Base Building Work from time to time (subject to the provisions of the immediately following paragraph) so long as the modification (i) does not affect the utility, quality, or appearance of the Base Building Work in any material respect, (ii) does not materially increase the cost of the Finish Work (except as provided below), (iii) will not materially interfere with Tenant’s use of the Premises, (iv) does not involve a material reduction in the quality of materials to be incorporated in the Base Building Work, (v) will not result in any material diminution of the rentable area of the Premises, and (vi) will not materially and adversely affect the building service systems and equipment serving the Premises (collectively, the “Tenant Approval Not Required Standards”). All In addition to the requirements described in Exhibit 7.01, Landlord’s Base Building Work shall be performed on an “open shop” basis. The Base Building Work further described in final construction documents that shall be completed in a workmanlike manner, consistent with a first class suburban office building and the attached Exhibit A, initial scope of work and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to schematic plan for the Base Building Work after pursuant to the execution schedule for Landlord’s Deadlines set forth on Schedule 2 to Exhibit 7.02, attached. Landlord shall provide Tenant with copies of the construction documents for Xxxxxx’s review and comment. Tenant shall review and comment on such plans within five (5) business days following the delivery of this Lease by such plans to Tenant. If Tenant fails to review and Landlordcomment on such plans within such five (5) business day period, except for insubstantial changes then Tenant shall be deemed to have waived its right to comment. From time to time during the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result construction of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering directly affecting the Building and Premises compliant the Finish Work, Landlord shall allow Tenant’s authorized representatives to review and make copies of plans and specifications including all changes thereto and generally to review the progress of Landlord Work. Such reviews shall be scheduled so as not to interfere with the conduct of Landlord Work. Tenant shall be provided with copies of all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing changes or supplements to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible plans for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building WorkWork when the same are given to Landlord’s contractor.

Base Building Work. 3.01. Landlord shall be responsible has delivered to Tenant the existing construction drawings and specifications ("Landlord's Preliminary Plans") for constructing(i) the shell, performing elevators and installingstairwells of the Building, at its sole cost including a stairway and expensemezzanine railing within Tenant's main public entranceway in the Building, (aii) all of the work primary plumbing (with a two inch (2") water line), sprinklers and furnishing all of the items and materials identified on the attached Exhibit A; electric power facilities, (biii) the new parking areas, loading docks and truck courts, and (iv) any other items necessary to construct the Building, other than Tenant's Leasehold Improvements and Reserved Work (if any). Landlord's Preliminary Plans shall also include plans for the installation of insulation in the roof deck to provide insulation over the entire roof area within the Building curtain wall system shell in accordance with the specifications set forth on in EXHIBIT "F" attached hereto (which will eliminate the attached Exhibit A; (c) certain upgrades, supplements, and additions need to insulate the HVAC system perimeter walls in the Building described in required to be insulated by the proposal from Hollister Construction Services set forth in current City of Austin Energy Code if the attached Exhibit A (collectively interior space is air conditioned), construction of interior stairwells to connect the “Supplemental HVAC Work”); mezzanine to the ground floor as required by law and (d) certain parking lot Tenant's reasonable requirements, and other base building improvements more fully described one elevator to provide passenger service between the ground floor and the mezzanine level. The work required to be accomplished as shown on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are Landlord's Preliminary Plans is herein referred to as the “"Base Building Work”). All " and the improvements to be constructed pursuant thereto are herein referred to as the "Base Building." Landlord shall, at its expense, promptly proceed with due diligence to erect and construct the Building Work shall be performed on an “open shop” basis. The Base Building Work shall be completed in a workmanlike manner, consistent with and the attached Exhibit A, parking areas and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to perform the Base Building Work after substantially in accordance with Landlord's Final Plans (as defined below); provided, however, Tenant shall be liable for the execution and delivery costs of this Lease by Tenant and Landlord, except for insubstantial changes installing electric power facilities to the Supplemental HVAC Work Building which exceed $47,780.00. All such work shall be performed by Landlord in a first-class, workmanlike manner, and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering the Building and Premises compliant in compliance with all applicable local and federal laws, ordinances ordinances, rules and governmental regulationsregulations (including, including without limitation limitation, the Americans with Disabilities Act and all other local access ordinancesAct) of any authority having jurisdiction over the Building, use and occupancy ordinancesthe Premises, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contraryProject, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building Workand/or Tenant.

Base Building Work. 3.01. Subject to and in accordance with the provisions of this Section 4.1, Landlord shall be responsible for constructing, performing and installingperform the Base Building Work (as hereinafter defined), at its sole cost and expense, (a) all of the work and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system substantially in accordance with the specifications set forth plans which are listed on the schedule attached to this Lease as Exhibit A; D-1 (c) certain upgradesthe “Base Building Plans”), supplements, and additions to including the HVAC system items which are listed in the column marked “landlord” on the Base Building Work Matrix attached to this Lease as Exhibit D-2. The work which is depicted and described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are Base Building Plans is referred to in this Lease as the “Base Building Work.” Landlord has commenced performance of the Base Building Work and, subject to extensions for Unavoidable Delays, COVID-19 Delays, and Tenant Delays, Landlord anticipates commencing vertical construction of the Building by November 1, 2020. Landlord shall cause the Base Building Work to be completed in a good and workmanlike manner, in compliance with all applicable Requirements. The issuance by the architect for the Base Building Work of a certificate of substantial completion for the Base Building Work (the “Base Building Work Certificate of Substantial Completion”) shall be presumptive evidence that Landlord has substantially completed all of the Base Building Work; provided, however, if Tenant in good faith disputes whether substantial completion of the Base Building Work has in fact occurred, then within thirty (30) days after the delivery to Tenant of said Base Building Work Certificate of Substantial Completion, Tenant shall deliver notice thereof to Landlord (a “Base Building Work Substantial Completion Dispute Notice”), in which event either Landlord or Tenant may elect to submit the resolution of such dispute to the Dispute Resolution Procedure (as defined in Article 34). All Time is of the essence of the delivery of a Base Building Work Substantial Completion Dispute Notice, and notwithstanding the foregoing, if Tenant fails to timely deliver a Base Building Work Substantial Completion Dispute Notice within said thirty (30) day period, then substantial completion of the Base Building Work shall be performed on an “open shop” basisconsidered to have occurred, and Tenant shall have no further right to contest said occurrence. The Base Building Work Certificate of Substantial Completion shall be completed in a workmanlike manner, consistent with include confirmation of the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to completion of required inspections of the Base Building Work after the execution and delivery by ISD. Landlord will cause its general contractor to complete all punch-list items of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work and will obtain from its general contractor customary construction warranties with regard to defects in materials and workmanship of the Base Building Work covering, without limitation, the roof, elevators, Building Systems, and structural elements of the Base Building Work. With respect to any material defects or deficiencies in the Base Building Work of which Tenant notifies Landlord prior to the first (1st) anniversary of the Commencement Date, Landlord will cause the Contractor to repair and correct such defect or deficiency promptly after receipt of such notice. In addition, Landlord will repair or cause the Contractor to repair all Latent Defects in the Base Building Work of which Tenant provides notice prior to the first (1st) anniversary of the substantial completion of the Base Building Work. Tenant shall include notify Landlord delivering promptly after it becomes aware of any Latent Defects in the Base Building Work. All Building Systems shall be delivered in good working order, condition, and repair, and in compliance with the operating specifications for such Building Systems (as set forth in the Base Building Plans), all applicable Requirements, and the standards established by the American Society of Heating, Refrigeration, and Air Conditioning Engineers (ASHRAE) for Class A office buildings. Landlord will cause all Building Systems to be commissioned, and will provide complete commissioning data reports to Tenant. In addition, Landlord will cause the base building architect to provide complete as-built CAD plans for the base building and core and shell areas to Tenant. After the Base Building Work is completed, Landlord shall submit an application to the United States Green Building Council (“USGBC”) based upon the LEED CS Matrix for Base Building, in order to obtain certification by [***] Certain information in this document has been omitted from this exhibit because it is both (i) not material and (ii) would be competitively harmful if publicly disclosed. the USGBC of the Building as a Gold LEED Rated building. Thereafter, Landlord will exercise good faith reasonable efforts to obtain said LEED certification, at its sole cost and Premises compliant expense. Tenant shall cooperate with all applicable local such application process and federal lawsprovide such customary information and documentation as may be reasonably required by Landlord in connection with said application, ordinances and governmental regulationsif any. Landlord has no obligation to perform any work, including without limitation the Americans with Disabilities Act and all other local access ordinancessupply any materials, use and occupancy ordinancesincur any expense or make any alterations, environmental regulations and fire codes. Notwithstanding any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, additions or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant improvements in order to prepare the Premises prior to construction of Building for Tenant’s use and occupancy, except for the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part performance of the Base Building Work and the Landlord’s Work.

Base Building Work. 3.01. Landlord shall Attached to the Lease as Exhibit B-2 are a space plan and detailed scope showing certain base building work to be responsible for constructing, performing and installingperformed by Landlord, at its sole Landlord’s cost and expense, (a) expense and subject to Landlord first obtaining all of the work and furnishing all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system in accordance with the specifications set forth on the attached Exhibit A; (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot necessary building and other base building improvements more fully described on attached Exhibit A permits and governmental approvals required to perform such work, in order to prepare the Premises for Tenant’s occupancy (collectively such improvements referenced in clauses (a) - (d) are work being hereinafter referred to as the “Base Building Work”). All For the purposes of the Lease, the term “Base Building Work” shall mean all labor, materials and other work necessary for the construction of the improvements described in Exhibit B-2; provided, however, that Landlord shall have no responsibility as part of the Base Building Work shall be performed on an “open shop” basisfor the installation or connection of Tenant’s computer, telephone, other communication equipment, systems or wiring. The Base Building Work together with the Tenant Improvement Work (as defined below in Section 1.1(B)(1) of this Exhibit B-1) shall be completed collectively referred to herein as “Landlord’s Work.” Landlord shall use commercially reasonable efforts to obtain all necessary building and other permits and governmental approvals required in a workmanlike manner, consistent connection with the attached Exhibit A, and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to the Base Building Work after the execution and delivery of this Lease by Tenant and Landlord, except for insubstantial changes to the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitationHowever, the Base Building Work shall include if for any reason whatsoever outside of Landlord’s reasonable control, Landlord delivering the Building and Premises compliant with all applicable local and federal laws, ordinances and is unable to obtain any permit or governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding approval required to construct any of the foregoing to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part component of the Base Building Work, then (i) Landlord shall be released from the obligation to construct and finish such component of the Base Building Work pursuant to this Section 1.1(A)(1); (ii) Landlord and Tenant shall identify additional improvements or incentives of equivalent value to replace the eliminated component(s) of the Base Building Work (“Alternate Base Building Work”), which Alternate Base Building Work (if any) shall be completed in accordance with a schedule mutually agreed upon by Tenant and Landlord and may be completed after substantial completion of the remainder of Landlord’s Work; and (iii) the Lease shall otherwise continue in full force and effect for the Premises.

Base Building Work. 3.01. Landlord shall be responsible for constructing, performing and installing, at its sole cost and expense, (a) all perform certain base building modifications to accommodate the demising of the Premises, as further described below, in a good and workmanlike manner, using new materials of first quality, and shall comply with applicable laws and all applicable ordinances, orders and regulations of governmental authorities. The work and furnishing described in the immediately preceding sentence shall be performed in all of the items and materials identified on the attached Exhibit A; (b) the new Building curtain wall system material respects in accordance with the specifications set forth on the scope of work and schematic plan attached as Exhibit A; 7.01 (c) certain upgrades, supplements, and additions to the HVAC system in the Building described in the proposal from Hollister Construction Services set forth in the attached Exhibit A (collectively the “Supplemental HVAC Work”); and (d) certain parking lot and other base building improvements more fully described on attached Exhibit A (collectively such improvements referenced in clauses (a) - (d) are referred to as the “Base Building Work”), provided that Landlord may modify the design of the Base Building Work from time to time (subject to the provisions of the immediately following paragraph) so long as the modification (i) does not affect the utility, quality, or appearance of the Base Building Work in any material respect, (ii) does not materially increase the cost of the Finish Work (except as provided below), (iii) will not materially interfere with Tenant’s use of the Premises, (iv) does not involve a material reduction in the quality of materials to be incorporated in the Base Building Work, (v) will not result in any material diminution of the rentable area of the Premises, and (vi) will not materially and adversely affect the building service systems and equipment serving the Premises (collectively, the “Tenant Approval Not Required Standards”). All In addition to the requirements described in Exhibit 7.01, Landlord’s Base Building Work shall be performed on an “open shop” basis. The Base Building Work further described in final construction documents that shall be completed in a workmanlike manner, consistent with a first class suburban office building and the attached Exhibit A, initial scope of work and will be Substantially Completed on or before the Required Delivery Date, it being agreed that Tenant shall have no right to require any changes to schematic plan for the Base Building Work after pursuant to the execution schedule for Landlord’s Deadlines set forth on Schedule 2 to Exhibit 7.02, attached. Landlord shall provide Tenant with copies of the construction documents for Tenant’s review and comment. Tenant shall review and comment on such plans within five (5) business days following the delivery of this Lease by such plans to Tenant. If Tenant fails to review and Landlordcomment on such plans within such five (5) business day period, except for insubstantial changes then Tenant shall be deemed to have waived its right to comment. From time to time during the Supplemental HVAC Work and any associated or related changes to any Building systems made on or before April 28, 2016 as a result construction of the refining of the existing plans and specifications for the Supplemental HVAC Work. Without limitation, the Base Building Work shall include Landlord delivering directly affecting the Building and Premises compliant the Finish Work, Landlord shall allow Tenant’s authorized representatives to review and make copies of plans and specifications including all changes thereto and generally to review the progress of Landlord Work. Such reviews shall be scheduled so as not to interfere with the conduct of Landlord Work. Tenant shall be provided with copies of all applicable local and federal laws, ordinances and governmental regulations, including without limitation the Americans with Disabilities Act and all other local access ordinances, use and occupancy ordinances, environmental regulations and fire codes. Notwithstanding any of the foregoing changes or supplements to the contrary, it is the intent of Landlord and Tenant that, other than typical, routine, or usual demolition costs, no unusual or extraordinary costs will need to be incurred by Tenant in order to prepare the Premises prior to construction of the Tenant Improvements, such as by example, and not limitation: asbestos or hazardous substance abatement or removal, cabling removal and the like (collectively “Extraordinary Prep Costs”). Landlord shall be responsible plans for all Extraordinary Prep Costs, and for promptly and in a workmanlike manner performing any work in connection therewith, all of which shall thereafter be considered part of the Base Building WorkWork when the same are given to Landlord’s contractor.