Common use of Change Requests Clause in Contracts

Change Requests. No changes or revisions to the Approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant (at Tenant's sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No Without invalidating this Agreement, Owner may order changes in the Specifications or the Work consisting of additions, deletions or other revisions (each, a “Change”), including deletion of ▇▇▇▇ ▇ or the Unit 5 Scrubber (such deletion being only in the event: (x) Owner is denied the DENR permit for Unit 6, or (y) Owner has cancelled the Work associated with Unit 6 or the Unit 5 Scrubber and does not intend to proceed with another contractor for such Work); provided, that Owner may not delete all Work through this Article. Without limiting the generality of the foregoing, Owner may order: (a) an increase or decrease in the quantity of any Work, (b) any Work omitted, (c) a Change in the character or quality or kind of any such Work, (d) a Change in the levels, lines, position and dimensions of any part of the Project, (e) execution of additional Services of any kind prudent for the completion of the Work, or (f) a Change in any specified sequence or timing of the Services. If Owner desires to make a Change, it shall submit a written proposal to Contractor describing the Change requested. Contractor shall promptly review Owner’s proposal and submit to Owner an estimate of the cost to develop a Change Order for such Change, such development costs to be determined on a time and materials basis utilizing the rates set forth in Exhibit K. If the estimated costs to develop the Change Order are reasonably acceptable to Owner, Owner shall promptly provide notice thereof to Contractor in writing. Upon receipt of such notice, Contractor’s Project Manager shall promptly notify Owner in writing, as soon as practicable, either by giving reasons why Contractor, either directly or indirectly through a Subcontractor, could not effect such Change (if this is the case) or by submitting a proposed Change Order, which shall include in reasonable detail: (i) the effect and impact, if any, that the Change would have, in Contractor’s reasonable judgment, on the Work, the Contract Price or the Schedule, (ii) Contractor’s proposal for any necessary modifications to the Approved Final Drawings shall be made by either Landlord Work, the Contract Price or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant the Schedule, and (at Tenant's sole cost and expenseiii) of the necessary information and/or plans and specifications Contractor’s proposal for any changes necessary modifications to any other provisions of this Agreement, including the Specifications, the Milestones, the Milestone Payments or revisions to the Approved Final Drawings and/or Performance Guarantees. Contractor shall provide Owner such supporting documentation for any work other than the Work described in foregoing as Owner may reasonably request. Notwithstanding the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s)foregoing, which approval Landlord agrees Contractor shall not be unreasonably withheldentitled to any increase in the Contract Price or any extension of the Schedule if such Change was necessary as a result of a breach by Contractor of this Agreement. Owner shall, Landlord as soon as practicable after receipt of such submittal and supporting documentation, respond with any comments or questions. Contractor shall not delay any Work while awaiting a response. If Owner responds with comments or questions, Contractor shall endeavor to address such comments or answer such questions as soon as practicable. If Owner decides not to proceed with a Change, it shall reimburse Contractor for its efforts in developing the estimates and other information regarding the potential Change, on a time and material basis utilizing the rates set forth in Exhibit K (such reimbursement to be either outside the Contract Price or through a separate Change Order); provided, that Owner shall only be required to reimburse Contractor if Contractor has complied with the cost proposal requirements set forth above. If Owner wishes to proceed with the Change, Owner shall issue a written order to Contractor authorizing the Change and setting forth any revisions to this Agreement necessary to effect the Change (the “Change Order”). If Contractor refuses to accept such necessary revisions in the Change Order, Owner shall be entitled to require Contractor to continue to perform its obligations hereunder as would be modified by the Change Order; provided, that, if Owner requires Contractor to so perform, (x) the Parties shall resolve the Dispute over the necessary revisions in accordance with the dispute resolution procedures set forth in Article 28 and (y) if the Change requires additional or disputed Work, Owner shall continue to pay Contractor pursuant to the payment terms hereof based, subject to resolution of the Dispute pursuant to Article 28, on the time and materials rates set forth in Exhibit K. Once the Dispute is resolved, any amount owing will be paid within thirty (30) Days after the date of resolution. If Contractor experiences an increase in costs or a delay in Contractor’s ability to perform the additional work associated Work due to a delay in the delivery of any Owner Equipment or a delay resulting from a defect in any Owner Equipment or a breach of the Owner Equipment Contracts by the suppliers of the Owner Equipment, and such delay or defect is not the result of Contractor’s failure to comply with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions requirements of this Section 11Agreement, Contractor shall be entitled to a Change and an equitable adjustment in the Contract Price and/or the Schedule. Prior Contractor shall have the right to commencing request a Change but shall have no right to require a Change which is not contemplated by this Agreement without the prior written consent of Owner. If Contractor determines that a Change is necessary or advisable for any reason, including a Change in Law, Contractor shall give Owner written notice within twenty-one (21) Days thereof. Owner may include in any Change Order provision that any additional work related Services shall be performed and any additional Equipment shall be provided on a time and materials basis. Contractor shall then be paid for such Work under the terms set out in Exhibit K. Contractor shall furnish to Owner such receipts or other vouchers as may be necessary to prove the approved Change Request(s)amounts paid and labor performed and, Landlord before ordering materials, shall submit to Tenant Owner quotations for the same for its approval (such approval not to be unreasonably delayed or withheld). Promptly after the end of each month, Contractor shall deliver to Owner a written priced statement of the cost of labor and materials used during such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord month associated with such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the WorkChange.

Change Requests. No changes or revisions to the Approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's ’s request and submission by Tenant (at Tenant's ’s sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("“Change Requests"”) and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's ’s sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("“Change Order"”) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's ’s construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's ’s consultants, and the General Contractor's ’s price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No changes or revisions to the Approved approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's ’s request and submission by Tenant (at Tenant's ’s sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved approved Final Drawings and/or for any work other than the Work described in the Approved approved Final Drawings ("“Change Requests"”) and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's ’s sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("“Change Order"”) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include include, without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's ’s consultants, and the General Contractor's ’s price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No changes or revisions For any change CCL wishes to make to the Approved Final Drawings --------------- Installation Schedule or for any desired Custom Programming, CCL shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant (at Tenant's sole cost and expense) notify Allin of the necessary information and/or plans and specifications for any changes or revisions requested change specifying the change with sufficient details to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings enable Allin to evaluate it ("Change RequestsRequest"). Change Requests shall be in writing either using the form attached hereto as Schedule 3.2 or otherwise ------------ providing substantially the same information. All CCL Change Requests shall be initiated by ▇▇▇▇▇ ▇▇▇ or his designee and any responses thereto by Allin shall be directed to ▇▇. ▇▇▇. Any Change Requests that take less than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to CCL. If a Change Request will take longer than [REDACTED - CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate, Allin will submit to CCL for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if CCL has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that the Change Request would be materially detrimental to the performance of the Application, materially contrary to the Solution Vision or have a material adverse effect on the Project Plan, or the Installation Schedule (as that term is defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with any Change Request until the parties have mutually agreed upon (i) the cost and the approval by Landlord of payment terms associated with such Change Request(s)Request as well as, which approval Landlord (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees shall not that any cost proposals in connection with a Change Request will be unreasonably withheldreasonable and negotiated in good faith, Landlord shall perform the additional work associated and will be determined in a manner consistent with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following System pricing. The provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, Agreement shall be added deemed amended to the Tenant Improvement Costs and shall be paid for by Tenant as and with incorporate any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved mutually agreed Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the WorkRequests.

Change Requests. No changes or revisions (a) Subject to this Section 2.7, NICO may propose any change to the Approved Final Drawings Transition Services by written notice to Reinsureds specifying the proposed change in reasonable detail (“Change Request”). (b) The relevant Transition Services Provider shall be made by either Landlord or Tenant unless approved provide NICO with a reasonably detailed outline specification in writing (an “Evaluation Report”) describing the nature of the change, an assessment of any impact of the change on the Transition Services and the fees therefor, an estimate of the time required to implement the change, and a comprehensive list of the charges for the implementation of the Change Request (“Change Request Charges”) within ten (10) Business Days of receiving the Change Request (unless otherwise mutually agreed by both partiesthe Parties). Upon Tenant's request and submission NICO shall compensate the relevant Transition Services Provider at Hourly Rates for the preparation of the Evaluation Report. (c) NICO shall notify the relevant Transition Services Provider within ten (10) Business Days (unless otherwise mutually agreed by Tenant (at Tenant's sole cost and expensethe Parties) of the necessary information and/or plans and specifications for any changes date on which NICO received the Evaluation Report whether or revisions not NICO wishes to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated proceed with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor Request. ("Change Order"d) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profitThereafter, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultantsParties shall, and the General Contractor's price for effecting Reinsureds shall cause the changeTransition Services Providers to, negotiate in good faith in relation to Change Requests, and shall not unreasonably withhold any consent or cause any delay in relation to them. If Tenant fails to execute or deliver such the Parties agree upon a Change OrderRequest and the corresponding Evaluation Report, or if the Parties agree on a variation thereof memorialized in writing, this Transition Services Agreement and the Schedules hereto shall be deemed amended to pay include the costs related theretoterms and conditions of such agreed-upon Change Request and Evaluation Report or other writing. If the Parties cannot agree upon a Change Request or a Service Provider’s Evaluation Report (including any Change Request Charges) or a variation thereof, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount each of the Tenant Improvement Costs Parties may refer the matter to be resolved in accordance with Section 6.2. (e) The relevant Transition Services Provider shall invoice NICO for the Change Request Charges resulting from the implementation of any deletions changes to the Transition Services that arise out of any agreed Change Request and NICO shall remit payment in the scope of the Workaccordance with Article III hereof.

Change Requests. No changes or revisions 7.1 Both parties are entitled to issue Change Requests during the installation of the CAS and during the term of this Agreement. 7.2 The party suggesting the Change Request (Suggesting Party) shall issue their Change Request to the Approved Final Drawings other Party (Receiving Party) in writing. Change Requests shall contain a description of the changes required. After receipt of a Change Request, the Receiving Party shall notify the Suggesting Party within 20 working days (Change Request Notification Period) in writing, whether or not they agree to such Change Request. Should the Receiving Party not notify the Suggesting Party within the Change Request Notification Period, the Change Request shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant deemed disagreed. 7.3 In the event the Receiving Party agrees to the Change Request, Nagra shall, within 10 working days, except Nagra can prove an important cause (at Tenant's sole cost and expensewichtiger ▇▇▇▇▇), that a longer period is required, submit the following proposal: (a) The technical solution for the implementation of the necessary information and/or plans and specifications Change Request; (b) A reasonable remuneration, including reasonable payment terms (only if MSG issues the Change Request); (c) A Milestone Plan for any changes or revisions the implementation of the Change Request including, if necessary, MSG’s obligations to cooperate. 1. The parties shall agree in written form on the Approved Final Drawings and/or for any work other than above listed issues without undue delay. The Functional Requirements (Attachment R 1), the Work described in the Approved Final Drawings Solution Architecture ("Change Requests"Attachment R 2) and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following – if applicable – other affected provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewithAgreement, shall be added amended accordingly. 7.4 Nagra shall be obliged to agree to a Change Request of MSG unless there is an important cause (wichtiger ▇▇▇▇▇). The important cause shall be determined taking into account the mutual interest of the parties. An important cause shall be in particular an adverse impact on the System Security of the CAS caused by the required change. 7.5 MSG is obliged to agree to any reasonable Change Request of Nagra, unless there is an important cause. The important cause shall be determined taking into account the mutual interest of the parties. An important cause shall be in particular that such Change Request by Nagra does not result in additional cost or other material disadvantages for MSG, in particular in a material disruption of MSG service to its customers. 7.6 All intellectual property rights and copyrights resulting from Nagra’s development work in connection with a Change Request belong to Nagra. Upon MSG’s request, Nagra will grant to MSG a limited, non transferable royalty free license to use such intellectual property rights and copyrights. 7.7 Nagra shall be obliged to offer on MSG’s request any products or features which are offered by Nagra to third party customers unless an important, non discriminatory cause (wichtiger ▇▇▇▇▇) hinders Nagra to do so. 7.8 All disputes arising from and/or in connection with a Change Request shall be finally settled by an Arbitration Tribunal. The Arbitral Tribunal consists of 3 Arbitrators. The place of arbitration is, if not otherwise agreed, Dusseldorf. The language of the arbitration proceedings shall be German. The Arbitral Tribunal shall be subject to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence rules of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost International Chamber of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(sCommerce (ICC) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Workexcluding state courts.

Change Requests. No changes or revisions to the Approved approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant (at Tenant's sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved approved Final Drawings and/or for any work other than the Work described in the Approved approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include include, without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No changes or revisions For any change Costa wishes to make to the Approved Final Drawings Installation Schedule or for any desired Custom Programming, Costa shall notify Allin of the requested change specifying the change with sufficient details to enable Allin to evaluate it (“Change Request”). Change Requests shall be made by either Landlord or Tenant unless approved in writing either using the form attached hereto as Schedule 3.2 or otherwise providing substantially the same information. All Costa Change Requests shall be initiated by both partiesG▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ or his designee and any responses thereto by Allin shall be directed to M▇. Upon Tenant's request and submission by Tenant ▇▇▇▇▇▇▇. Any Change Requests that take less than [REDACTED – CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate will be assessed at no cost to Costa. If a Change Request will take longer than [REDACTED – CONFIDENTIAL TREATMENT REQUESTED] hours for Allin to evaluate, Allin will submit to Costa for its prior written approval the costs associated with such evaluation. Allin will thereafter only proceed if Costa has approved such evaluation costs. Allin shall accept any Change Requests unless Allin can show that the Change Request would be materially detrimental to the performance of the Application, materially contrary to the Solution Vision or have a material adverse effect on the Project Plan, or the Installation Schedule (at Tenant's sole as those terms not defined herein are defined in the Master Agreement). Notwithstanding the foregoing Allin shall have no obligation to proceed with any Change Request until the parties have mutually agreed upon (i) the cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of payment terms associated with such Change Request(s)Request as well as, which approval Landlord (ii) the impact that such Change Request has on the Project Plan, Application and/or Installation Schedule, except that Allin agrees shall not that any cost proposals in connection with a Change Request will be unreasonably withheldreasonable and negotiated in good faith, Landlord shall perform the additional work associated and will be determined in a manner consistent with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following System pricing. The provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, Agreement shall be added deemed amended to the Tenant Improvement Costs and shall be paid for by Tenant as and with incorporate any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved mutually agreed Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the WorkRequests.

Change Requests. No changes or revisions to the Approved approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's ’s request and submission by Tenant (at Tenant's ’s sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved approved Final Drawings and/or for any work other than the Work described in the Approved approved Final Drawings ("“Change Requests"”) and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's ’s sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("“Change Order"”) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant, to the extent such costs exceed the Tenant Improvement Allowance, as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include include, without limitation, any architectural or design fees, Landlord's ’s construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's ’s consultants, and the General Contractor's ’s price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No changes During the Pre-Closing Period, if Purchaser or revisions Seller identifies a potential change to the Approved Final Drawings shall be made by either Landlord JV IT System or Tenant unless approved in writing by both parties. Upon Tenant's request and submission by Tenant (at Tenant's sole cost and expense) to any requirement or obligation of the IT Carve Out Agreement that would be necessary information and/or plans to ensure the continued operation of the Business from the JV Closing, then Purchaser and specifications for Seller shall, within ten (10) Business Days after such identification by Purchaser or Seller (or any changes or revisions to longer period of time approved by the Approved Final Drawings and/or for any work other than identifying Party), commence discussions of the Work described matter in good faith, taking into account the Approved Final Drawings ("Change Requests") and the approval by Landlord costs of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultantschange, and the General Contractor's price time and human resources required for effecting the changeits implementation. If Tenant fails Purchaser and Seller reach an agreement with respect to execute or deliver such change, which agreement shall include an agreement on the allocation of the related costs and an adjustment of the affected timelines, including the Completion Milestone Target Date (as such term is defined in the IT Carve Out Agreement), (if any) (each, a “Change Request”), Purchaser and Seller shall jointly update and amend the IT Carve Out Agreement and the applicable project plan schedule thereto, including the Completion Milestone Date, to reflect the Change Request, whereupon such Change OrderRequest and associated updates and amendments to the IT Carve Out Agreement shall be binding on the Parties thereto. With respect to allocation of costs associated with an applicable Change Request, unless otherwise agreed by Purchaser and Seller, (a) for business and/or technical changes initiated by Purchaser, Purchaser shall be financially responsible for such costs, (b) for business and/or technical changes initiated by Seller, Seller shall be financially responsible for such costs and (c) for business and/or technical changes initiated by both Purchaser and Seller or to pay caused by a third Person affected by this Agreement (including the costs related theretoSeller Group’s respective suppliers (for clarity, then Landlord other than EPCOS Germany’s third party contractors supporting the implementation of the JV IT System) and customers and excluding Seller’s and Purchaser’s respective Affiliates, Representatives and third party contractors), Purchaser and Seller shall not be obligated to do mutually determine the allocation of such costs. In addition, any such resulting agreement by Purchaser and Seller shall also include a description of any additional work related to or changed Agreed Deviations (as such approved term is defined in the IT Carve Out Agreement) resulting from the Change Request(s) and/or Change OrdersRequest. If agreed, and Landlord may proceed to perform only the Workapplicable Seller Group member or Purchaser Group member, as specified in the Approved Final Drawings. Landlord case may be, shall equitably adjust implement such Change Request prior to the amount of the Tenant Improvement Costs for any deletions in the scope of the WorkJV Closing.

Change Requests. No changes or revisions to the Approved approved Final Drawings Plans and Specifications shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's Any request and submission by Tenant (at Tenant's sole cost and expense) or Landlord for a change in the Office Improvements after final approval of the necessary information and/or plans Final Plans and specifications for any changes or revisions Specifications by Landlord and Tenant (a “Change Request”) shall be presented to the Approved Final Drawings and/or for any work other than the Work described non-requesting party in the Approved Final Drawings ("Change Requests") writing and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence all information necessary to clearly identify and explain the proposed change. As soon as practicable after receipt of such Change Request from Tenant, Landlord shall notify Tenant in writing of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the estimated cost of all on-site supervisory and administrative staffsuch Change Request as well as the estimated increase in construction time caused by the Change Request, officeif any. Tenant shall approve or disapprove such estimates in writing within three (3) business days after receipt of Landlord’s notice. Upon receipt of such written approval, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and shall be authorized to cause General Contractor to proceed with implementation of the General Contractor's price for effecting the changeChange Request. If Tenant disputes such estimates, or fails to execute or deliver approve in writing such Change Orderestimates within such three (3) business day period, or to pay the costs related thereto, then Landlord shall not be obligated required to do any additional work related to proceed with such approved Change Request(s) and/or Change OrdersRequest, and all costs incurred by Landlord may proceed to perform only the Work, as specified or General Contractor in preparing such estimates shall be included in the Approved Final Drawingscost of the Office Improvements, which cost shall be paid by Tenant; provided, however, that the parties shall promptly negotiate in good faith to resolve any dispute over the Change Request. If Landlord shall equitably adjust is instructed in writing by Tenant to proceed with a Change Request prior to determination of the increased cost or increased construction time resulting from such Change Request and without approval of such increase by Tenant, the amount thereof shall be determined by Landlord upon completion of the Office Improvements, subject only to Landlord furnishing to Tenant Improvement Costs for any deletions in appropriate back-up information from the scope of General Contractor concerning the Workincreased costs and increased construction time, if any.

Change Requests. No 12.1 Either party may request changes or revisions to the Approved Final Drawings any Services (in each case a Change Request). Any Change Request shall be made by either Landlord or Tenant unless approved in writing and sent to the applicable Customer Representatives or Stridon Representative (as appropriate). The Change Request shall set out the change in sufficient detail so as to enable the other party to make a proper assessment of the proposed change, an example of which may be obtained on request. 12.2 Where either party proposes a Change Request Stridon shall provide a written estimate of the likely time required to implement the change, any necessary variations to the Charges as a result of the change, the likely effect of the change on the Services; and any other impact of the change on the terms of this Agreement (a Contract Change Proposal). The Customer shall notify Stridon whether it accepts or reasonably rejects ▇▇▇▇▇▇▇’s Contract Change Proposal within five working days of its receipt of the written estimate. 12.3 Until such time as a Change Request has been agreed by both partiesParties, the Parties shall continue to perform their respective obligations under the Order Form without taking into account the Change Request. Upon Tenant's request Once duly agreed by both Parties, the Contract Change Proposal shall be deemed incorporated into the Agreement and submission by Tenant (at Tenant's sole cost Order Form and expense) Stridon shall commence performance of the necessary information and/or plans Change Request accordingly. 12.4 Neither party shall be required to accept any Change Request made by the other party and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheldbound by the Change Request unless it has been agreed in writing as set out above. 12.5 Unless otherwise agreed in writing, Landlord ▇▇▇▇▇▇▇ shall perform be entitled to charge the additional work associated with Customer at ▇▇▇▇▇▇▇'s then current Rates for investigating, reporting on any Change Request and, if appropriate, implementing any Change Request requested by the approved Change Request(s)Customer. 12.6 For clarity, at Tenant's sole cost and expensesubject to clause 12.7 below, subjectno addition to, howevervariation of or other amendment or purported amendment to this Agreement or any Order Form shall be binding on the Parties unless expressly stated as such, to the following provisions made in writing and signed by a duly authorised Representative of this Section 11. Prior to commencing both Parties. 12.7 Notwithstanding any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement other provision of the cost Agreement, as long as there is no material adverse effect on the quality or performance of such additional work and a proposed tenant change order therefor the Services, Stridon can make any changes ("Change Order"without prior notice unless prohibited by applicable law) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related Forms which are required to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and conform with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitationapplicable safety, any architectural regulatory or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Workother statutory requirement.

Change Requests. No changes or revisions to the Approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's request 4.3.1 Verizon and submission by Tenant (at Tenant's sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s)Supplier may, at Tenant's sole cost and expenseany time, subjectagree to make additions, however, deletions or other modifications to a previously requested Service or Software through the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as Request Process set forth in Section 10 above4.3.2 below. The billing for such additional costs to Tenant Such requests may include one or more documents appended thereto, all of which collectively shall comprise the requests. Change Requests shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved form appended hereto as Exhibit B. The parties acknowledge and agree that Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated used when the work requested will involve creation of new Custom Software or Paid Work Product, the ownership of which has not been previously agreed upon in an Authorization Letter. 4.3.2 Upon receipt of any proposed Change Request from Verizon, Supplier will provide to do any additional Verizon (i) a written a description of the work related Supplier anticipates performing in order to effectuate requested change(s), (ii) a schedule for commencing and completing such approved Change Request(s) and/or Change Orderswork, and Landlord (iii) the costs to Verizon associated with such change(s) or services. If Verizon elects to have Supplier perform the changes requested, Verizon will have such Change Request signed by an authorized representative and Supplier shall then also have such Change Request signed by an authorized representative. A Change Request shall not be valid and neither Supplier nor Verizon will incur any liability thereunder until signed and approved by authorized representatives of both Parties (the “Change Request Process”). 4.3.3 Except as otherwise provided in a Change Request (or the underlying Authorization Letter), Verizon may proceed cancel or reschedule Change Requests for convenience, in whole or in part, by providing at least thirty (30) days written notice to perform only the Work, as specified Supplier. Supplier shall promptly curtail all activities in respect of such Services in the Approved Final DrawingsChange Request. Landlord Except as otherwise provided in the Change Request (or the underlying Authorization Letter), Verizon’s sole liability to Supplier under such cancelled Change Request will be the payment of all amounts due Supplier for work performed as supported by reasonable documentation through the effective date of cancellation. Where such work was to be paid on delivery of a Milestone or Deliverable, charges for such work shall equitably adjust be based on a time and materials basis calculated as number of hours worked at $150 per hour (no hours prior to the amount execution of such Change Request shall be included) for any work in progress, capped at 75% of the Tenant Improvement Costs payment due for any deletions such work in the scope applicable Change Request (or the underlying Authorization Letter) for such Milestone or Deliverable, unless other termination fees or charges are specified under such Authorization Letter (in which case such stated termination fees or charges shall be in lieu of the Workany other partial payments).

Change Requests. (i) No changes or revisions to the Approved Final Working Drawings requested by Tenant shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenantwithout Landlord's request and submission by Tenant (at Tenant's sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("Change Requests") and the approval by Landlord of such Change Request(s)prior approval, which approval Landlord agrees shall not be unreasonably withheld; provided, however, that no change request shall affect the structure of the Building. Any changes to the Approved Working Drawings shall be in writing and shall be signed by both Landlord and Tenant prior to the change being made. Tenant shall not instruct or direct Contractor workmen, subcontractors, material suppliers, or others performing the Fifth Floor Premises Improvements construction. Tenant shall direct all inquiries and requests relating to the construction work to Landlord or Landlord's designated agent. Tenant shall be responsible for any added costs or delays resulting from Tenant's actions which are contrary to this Paragraph 4. (a) Tenant shall pay Landlord in cash, within thirty (30) days after receipt of an itemized written ▇▇▇▇ from Landlord, any additional costs for changes requested by Tenant, including, without limitation, architectural fees and increases in construction costs caused by the delay; (b) a change request shall constitute an agreement by Tenant to any reasonable delay in substantial completion caused by reviewing, processing and implementing the change; and (c) the Fifth Floor Premises Commencement Date, at Landlord's option, shall be established on the date it would have otherwise occurred but for any such delays. (iii) As soon as reasonably possible after receipt of a written change request from Tenant, Landlord shall perform notify Tenant of Landlord's approval or disapproval of the additional work associated request; and, if the request is approved, of an estimated increase or decrease in costs and an estimate of the effect the change shall have on the projected date for substantial completion of the Fifth Floor Premises Improvements. (iv) Landlord shall have the. authority, without the consent of Tenant, to order minor changes in the Fifth Floor Premises Improvements not involving an increase in cost to Tenant or a delay in the Fifth Floor Premises Commencement Date and not inconsistent with the approved Change Request(s), at Tenant's sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement intent of the cost of such additional work and a proposed tenant change order therefor ("Change Order") in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's construction fee for overhead and profit, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's consultants, and the General Contractor's price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related thereto, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Working Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.

Change Requests. No changes or revisions to the Approved Final Drawings shall be made by either Landlord or Tenant unless approved in writing by both parties. Upon Tenant's ’s request and submission by Tenant (at Tenant's ’s sole cost and expense) of the necessary information and/or plans and specifications for any changes or revisions to the Approved Final Drawings and/or for any work other than the Work described in the Approved Final Drawings ("“Change Requests"”) and the approval by Landlord of such Change Request(s), which approval Landlord agrees shall not be unreasonably withheld, Landlord shall perform the additional work associated with the approved Change Request(s), at Tenant's ’s sole cost and expense, subject, however, to the following provisions of this Section 11. Prior to commencing any additional work related to the approved Change Request(s), Landlord shall submit to Tenant a written statement of the cost of such additional work and a proposed tenant change order therefor ("“Change Order"”) in the standard form then in use by Landlord. Tenant shall execute and deliver to Landlord such Change Order and shall pay the entire cost of such additional work in the following described manner, if and to the extent that such cost is Excess Tenant Improvement Costs. Any costs related to such approved Change Request(s), Change Order and any delays associated therewith, shall be added to the Tenant Improvement Costs and shall be paid for by Tenant as and with any Excess Tenant Improvement Costs as set forth in Section 10 above. The billing for such additional costs to Tenant shall be accompanied by evidence of the amounts billed as is customarily used in the business. Costs related to approved Change Requests and Change Orders shall include without limitation, any architectural or design fees, Landlord's ’s construction fee for overhead and profitprofit in the amount of two and one-half percent (2.5%) of the costs of the Change Requests and Change Orders, the cost of all on-site supervisory and administrative staff, office, equipment and temporary services rendered by Landlord and/or Landlord's ’s consultants, and the General Contractor's ’s price for effecting the change. If Tenant fails to execute or deliver such Change Order, or to pay the costs related theretothereto to the extent such costs are Excess Tenant Improvement Costs, then Landlord shall not be obligated to do any additional work related to such approved Change Request(s) and/or Change Orders, and Landlord may proceed to perform only the Work, as specified in the Approved Final Drawings. Landlord shall equitably adjust the amount of the Tenant Improvement Costs for any deletions in the scope of the Work.