Common use of Construction Contract Clause in Contracts

Construction Contract. Tenant shall engage the Contractor pursuant to a mutually approved contract form (collectively, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained therein.

Construction Contract. Tenant After the Final Plans and Specifications are completed and approved, Landlord promptly shall engage obtain bids from at least three (3) qualified general contractors (in Landlord’s sole discretion, but as of the Contractor pursuant date hereof anticipated and agreed to a mutually approved contract form (collectivelybe Ideal Builders, Harmony Construction, and Bachmann Construction) to perform the "Contract")Landlord’s Work, including identification of the costs of alternative items identified in the Final Plans and Specifications. Landlord shall advise provide Tenant within five with either a copy of the bids or the ability to review the bids as they relate to the Tenant Improvements, at Landlord’s offices; if necessary, Tenant will provide the contractors with an appropriate confidentiality agreement. Within seven (57) business days after bids are received, Landlord and Tenant shall meet to review the bids and pricing for alternatives listed in the Final Plans and Specifications. Tenant, with Landlord's receipt of ’s consent which shall not be unreasonably withheld or delayed, may request the final form of Architect to modify the Final Plans and Specifications and thereafter Landlord to submit to the general contractors for another bid, but any delay resulting from such request shall be deemed to be a Tenant Delay (as such term is further defined in the Lease and in this Work Letter). When a bid is acceptable to both parties, Landlord shall promptly endeavor to enter a binding construction agreement (the “Construction Contract, ”) with that it is either bidder (“Contractor”) to perform Landlord’s Work. Landlord shall (i) approving have complete control over the ContractLandlord’s Work, (ii) approving coordinate all construction means, methods, techniques, sequences, and procedures relating to the Contract subject to specified conditionsLandlord’s Word, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving coordinate all contractors’ work and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, all other contractors and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail subcontractors relating to the Landlord's representative set forth in Section 5.2 below). If Landlord fails ’s Work, and (iv) have the exclusive right to respond to Tenant regarding direct and supervise the Contract within three (3) business days after its receipt of working forces, including subcontractors, performing the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained therein’s Work.

Construction Contract. Landlord and Tenant shall engage cooperate --------------------- to cause the Contractor Interior Improvements to be constructed by a general contractor who is engaged by Landlord in accordance with the procedures set forth in subparagraph 4D (1) hereof. (1) The Interior Improvements will be constructed pursuant to a mutually "fixed price" construction contract awarded to a general contractor selected by Landlord and approved contract form (collectively, by Tenant. Landlord has submitted to Tenant Landlord's recommendation of the "Contract")general contractor --▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Inc. -- which Tenant has approved. Landlord shall advise submit to Tenant within five (5) business days after Landlord's receipt the terms of the final form of "fixed price" construction contract for the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditionsInterior Improvements for Tenant's approval, which conditions must shall be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to deemed given if objection is not made by Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after receipt of such proposal from landlord. Subject to mutual agreement of Landlord receives such resubmitted Contract. Such procedure and Tenant, the general construction contract will provide that major subcontractors for electrical, plumbing, mechanical and HVAC, (as well as all other subcontractors as to which Landlord and Tenant agree) for the Interior Improvements shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, engaged on a "design-build" basis where Tenant shall have the right to send a "reminder notice" reasonably approve such subcontractors. Tenant shall have the right to approve the total Interior Improvement Costs. After all such costs are known, in the event that Tenant does not approve the total Interior Improvement Costs, Tenant may request that changes be made to the Final Interior Plans (subject to Landlord's approval which shall not be unreasonably withheld or delayed) for the purpose of lowering the total Interior Improvement Costs. Other major subcontracts shall go through the bid process, which conspicuously indicates that Landlord's continued failure wherein Tenant shall have the right to respond may result in reasonably approve such subcontractors and to have major subcontracts rebid if Tenant does not approve the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant bid. Delays caused by any modifications to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Final Interior Plans and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to rebidding or re-pricing requested by Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed delays caused by Tenant for purposes of Paragraph 7 hereof. (2) Landlord and Tenant shall use their best efforts to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to approve the extent subcontractors so that the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinconstruction contract may be executed as soon as possible.

Construction Contract. Tenant Lessor will enter into a construction contract for construction of the Building and the Leasehold Improvements with a contractor or contractors who shall engage the Contractor pursuant to be from a mutually list of contractors approved contract form (collectivelyby Lessee, which approval shall not be unreasonably withheld, delayed, or conditioned. If required by Tenant, the final plans and specifications for the Leasehold Improvements shall be submitted for bid to at least three contractors from the approved list of contractors. Lessor shall provide copies of the bids to Lessee and Lessee may discuss the bids with such contractors so long as Lessee acts reasonably. Lessor will keep Lessee informed as to the bidding and contracting process. Lessor will award the construction contract for the Leasehold Improvements to the lowest bidder unless directed otherwise by Lessee. Each construction contract shall identify by line item breakdown, the entire construction cost of the Building and the Leasehold Improvements, separately designated and identified including the additional cost attributable to more than 400 feet in skylights. Each construction contract shall include a guaranteed maximum price, subject to increases only for the matters recited in the AIA form general construction contract and change orders initiated or approved by Lessee. If the construction cost of the Leasehold Improvements, as set out in the construction contract, including any increases resulting from change orders initiated or approved by Lessee in writing, exceeds Lessee's Improvement Allowance, Lessor shall pay the excess to the contractor as and when due and Lessee shall be responsible for reimbursement to Lessor of the excess [Graphics Omitted of: Network/Evan▇ ▇▇▇ceptual Site Grading and Utility Plan Redmond East Business Campus (Evan▇ ▇▇▇perty) Redmond East (Evan▇ ▇▇▇perty) Redmond East Business Campus (Evan▇ ▇▇▇perty)] (herein "ContractLessee's Share"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant Lessee shall have the right option to send pay all or a "reminder notice" portion of Lessee's Share in cash on the Commencement Date or to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in increase the deemed approval Basic Rental payable under this Lease by $0.008 per square foot for each $0.50 per square foot of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms cost of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Leasehold Improvements above Lessee's Improvement Allowance if and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent not paid in cash on the parties are Commencement Date. If the construction cost for the Leasehold Improvements as set out in discussions regarding the Contractconstruction contract, including any increases for change orders initiated or approved by Lessee, is less than Lessee's Improvement Allowance, the provisions thereof difference will be paid by Lessor to Lessee in cash on the Commencement Date (or as soon thereafter as the details contained thereinamount due can be calculated with certainty).

Construction Contract. Tenant's construction contract for Tenant's Work will provide (and Tenant shall engage will deliver a copy of it to Landlord so that Landlord may confirm it provides) that: (a) Intentionally Deleted (b) construction of Tenant's Work will not interfere with Landlord's or Landlord's tenants' activities in, or use or enjoyment of, the Building; (c) Contractor pursuant will cooperate with other contractors in the Building to insure harmonious working relationships, including, without limitation, coordinating with other contractors in the Building concerning use of elevators, trash removal and water and utility usage; (d) Contractor will leave all Common Areas in neat, clean, orderly and safe condition at the end of each day during construction of Tenant's Work; (e) Contractor will procure and maintain and cause its subcontractor(s) to procure and maintain the insurance described in Paragraph 12 below; (f) upon completion of Tenant's Work, Contractor will provide to Landlord and Tenant as-built drawings together with mechanical balance reports and any maintenance manuals on equipment installed in the Premises as part of Tenant `s Work;; and g) all labor and material supplied according to the contract will be fully warranted by Contractor for a mutually approved period of not less than one year from substantial completion of Tenant's Work and such warranty will provide that it is for the benefit of both Landlord and Tenant and may be enforced by either. The construction contract form will also contain the following indemnification and defense provisions: "Contractor will protect, defend, hold harmless, and indemnify [Landlord's name to be inserted] and its successors, assigns, directors, officers and employees (collectively, "Indemnitees") from and against all claims, actions, liabilities, damages, losses, cost and expense (including attorney's fees) arising out of or resulting from the "Contract")performance of the work contemplated by this contract by Contractor or any of its subcontractors, provided that any such claims, action, liabilities, damages, losses, cost or expense (1) are attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (other than the work contemplated by this contract itself) including the loss of use resulting therefrom and (2) are caused in whole or in part by the negligent act or omission of Contractor, any subcontractor, or any of them may, directly or indirectly, be liable. Landlord shall advise Tenant within five Such obligations will not be construed to negate, abridge or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this paragraph. Contractor agrees to protect, defend, hold harmless and indemnify the Indemnitees from and against any and all claims, actions, liabilities, damages, losses, costs, and expenses (5including attorneys' fees) business days after arising out of or resulting from Contractor's failure to purchase all insurance required under Paragraph 11 of the Possession and Leasehold Improvements Agreement attached to and made a part of the Lease Agreement dated [Date of Lease to be inserted] between [Landlord's receipt name to be inserted] and [Tenant's name to be inserted], and Contractor's failure to require and obtain proper insurance coverage from its subcontractors. In any and all claims against the Indemnitees or any employee of Contractor or any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligation under this provision will not be limited in any way by any limitation of the final form amount or type of damages, compensation or benefits payable by or for Contractor or any subcontractor under Worker's' or Workmen's Compensation Acts, disability benefit acts, or other employee benefit acts. The indemnification and defense obligations stated above will not apply to any claims, actions, liabilities, damages, losses, cost or expenses caused directly and solely by the affirmative gross negligence or intentional tortious act of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a Indemnities."reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained therein.

Construction Contract. Tenant shall engage enter into a construction contract for the Contractor pursuant Tenant Improvement Work directly with the Tenant’s Contractor, subject however to a mutually approved the following terms and conditions: a. All construction contract form (collectivelydocuments, the "Contract"). Landlord including specifications and all change orders, shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract be subject to specified conditionsthe approval of Landlord, which conditions must approval shall not be stated unreasonably withheld, conditioned or delayed. b. The Tenant’s Contractor (or Tenant) shall specifically be required to carry all such insurance as Landlord may reasonably require in a reasonably clear connection with such construction, for the benefit of Tenant, Landlord, Landlord’s Agents and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any timeTenant’s Contractor, and Landlord shall approve or disapprove be named a third party beneficiary of the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until Tenant’s contract with the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant Tenant’s Contractor and shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result enforce compliance with such contract in its own name or in the deemed approval name of Tenant. c. Neither Tenant’s Contractor, nor any of its subcontractors, shall be permitted to interfere with the work of, or cause labor problems with, Landlord’s contractors or subcontractors otherwise performing work within the Building. Tenant shall be responsible for any damage to the Premises or the Building (including the premises of other tenants) caused by Tenant’s Contractor, or any of its subcontractors. Tenant and/or Tenant’s Contractor shall comply with the pertinent Section 13.3 of the Contract most recently delivered Lease with respect to Landlord (which notice shall be delivered to Landlord pursuant to the terms liens or claims for liens arising out of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to any Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed Improvement Work or any other work alleged to have been approved by Landlord; providedperformed by, howeveror at the direction of, or on behalf of Tenant. d. Tenant shall cause the Tenant’s Contractor to diligently proceed with the completion of construction of the Tenant Improvement Work after commencement thereof, in no event accordance with the Plans and Specifications. Landlord shall such "deemed approval" occur not be responsible to Tenant for any defects in the extent Tenant Improvement Work; Tenant shall be primarily responsible for resolving any claims of defects with Tenant’s Contractor or Tenant’s Architect, but Landlord and Tenant agree to cooperate in this regard. e. Landlord may submit a list of approved subcontractors for consideration by Tenant’s Contractor. Landlord will have the parties are in discussions regarding right to review and approve the Contract, subcontractor list once the provisions thereof or the details contained thereinproject has been awarded to Tenant’s Contractor.

Construction Contract. Tenant Each of Seller and ▇▇▇▇▇▇▇▇▇ confirms, acknowledges, covenants and agrees as follows: (a) The Land is presently under development and construction and that Seller has entered into a CCDC 14 Design-Build Stipulated Price Contract (2013) dated April 18, 2022 between NYX ▇▇▇ ▇▇▇▇▇ Storage LP and Rossclair Contractors Inc. (the Construction Contract); (b) Subject to the other provisions of this Section 4.4, the Construction Contract to the extent assumable by Purchaser, shall engage be assumed by and be the Contractor responsibility of the Purchaser from and after the Closing Date pursuant to a mutually approved contract form an assignment and assumption agreement (collectivelythe Construction Assumption Agreement) entered into on Closing. All costs and expenses relating to the assignment and assumption of such Construction Contract, including in respect of obtaining the "Contract"consent of Rossclair Contractors Inc. in respect thereof (the Consent). Landlord , shall advise Tenant within five be for the sole cost and expense of Seller. (5c) business days after Landlord's receipt Seller shall be responsible for the performance of all covenants and obligations of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord “Owner” pursuant to the terms Construction Contract up to (but not including) the Closing Date and all payments accruing pursuant thereto as at the Closing Date. (d) Purchaser shall receive a credit on the Statement of Adjustments in an amount equivalent to the requisite holdback to be maintained by Seller in respect of the Lease, shall clearly state Construction Contract pursuant to and in compliance with the following Construction Act (Ontario). (e) Any adjustments and/or payments to be made and/or accruing in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt respect of the reminder notice identified in the preceding sentence, then the Construction Contract shall be deemed quantified and certified by the quantity surveyors or other consultant retained pursuant to have been approved by Landlord; providedthe Construction Contract, howeverwhich quantifications and certifications, absent manifest error, shall be final and binding on Seller and Purchaser. (f) Notwithstanding any other provision in this Agreement, in no the event shall such "deemed approval" occur that the Seller is unable to obtain consent for the assignment and assumption of the Construction Agreement to the extent the parties are in discussions regarding the ContractPurchaser on Closing, the provisions thereof or Seller may terminate the details contained thereinConstruction Agreement, at its sole cost and expense, and shall thereafter be relieved of the obligation to assign the Construction Agreement to the Purchaser on Closing. (g) This Section 4.4 shall survive Closing.

Construction Contract. Landlord and Tenant shall engage cooperate to --------------------- cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with whichever of the procedures set forth in either subparagraph 4D (1) or 4D (2) hereof that is approved by Landlord and Tenant; provided, however, that if Landlord and Tenant do not agree on which method to use for selecting the general contractor and awarding the construction contact within five (5) days after either party requests the other to approve one of the two methods set forth herein, then the general contractor shall be selected and the general construction contract form awarded in accordance within the provisions of subparagraph 4D (collectively1) hereof. (1) The job of constructing the Interior Improvements shall be offered for "competitive bid", on a fixed price basis, to three (3) general contractors selected by Landlord and approved by Tenant. The construction contract shall be awarded to the "Contract")bidder submitting the lowest bid for the job. Landlord shall advise submit to Tenant a list of general contractors acceptable to Landlord to whom the job may be bid, and Tenant shall notify Landlord within three (3) business clays after receipt of such list of its objection to any proposed contractor. days failure to object within such period of time shall be deemed to be its approval of all bidders on the list so submitted by Landlord. If the lowest bid resulting from such competitive bidding process indicates that the Interior Improvement Costs will exceed $70,000.00 Dollars ($10.00 per gross leasable square foot of the Expansion Space), Landlord shall promptly notify Tenant, in writing, to that effect, and Tenant shall have the right to propose modifications to the Final Interior Plans within five (5) business days after LandlordTenant's receipt of Landlord's notice, subject to Landlord's approval of such changes, for the purpose of reducing the Interior Improvement costs. Such revision of the final form of the ContractInterior Plans shall be completed as expeditiously as possible; provided, however, that it is either (i) approving the Contract, job shall nonetheless be awarded to the low bidder whose price shall be adjusted based upon the changes requested by Tenant and approved by Landlord made to the Final Interior Plans; and (ii) approving if Tenant should choose to exercise its right to modify the Contract subject final Interior Plans for the purpose of reducing the Interior Improvement costs, any delay resulting from the failure by Tenant to specified conditionstimely exercise its right to do so shall be a delay caused by Tenant for purposes of paragraph 7 hereof. (2) The Interior Improvements may be constructed pursuant to a "cost plus" construction contract awarded to a general contractor selected by Landlord and approved by Tenant. Landlord shall submit to Tenant Landlord's recommendation of the general contractor and the terms of the "cost plus" construction contract for the Interior Improvements for Tenant's approval, which conditions must shall be stated in a reasonably clear and complete manner, or deemed given if objection is not made by Tenant within two (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (32) business days after Landlord receives receipt of such resubmitted Contractproposal from Landlord. Such procedure If this method of awarding the construction contract is selected, the general construction contract shall provide that all major subcontractors for the Interior Improvements shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, chosen by a competitive bid process where (i) Tenant shall have the right to send approve subcontractors who bid on specific parts of the job, and (ii) Tenant shall have the right to cause a "reminder notice" major subcontract to rebid if Tenant does not approve the low bid, if such low bid would cause the total Interior Improvement Costs to exceed $70,000.00 Dollars ($10.00 per square foot of gross leasable area within buildings that are part of the Expansion Space), and requests that changes be made to the Final Interior Plans (subject to Landlord, which conspicuously indicates 's approval) for the purpose of lowering the total Interior Improvement Costs to a level that Landlord's continued failure to respond may result in does not exceed $70,000.00 Dollars ($10.00 per square foot of gross leasable area within the deemed approval buildings that are part of the Contract most recently delivered Expansion Space). Delays caused by any modifications to Landlord (which notice the Final Interior Plans and rebidding requested by Tenant shall be delivered to Landlord pursuant to the terms deemed delays caused by Tenant for purposes of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE paragraph 7 hereof. (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Landlord and Tenant shall also use their best efforts to approve the general contractor and all subcontractors so that the construction contract may be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinexecuted as soon as possible.

Construction Contract. Tenant’s construction contract and general conditions with Contractor (the “Contract”) shall comply with all relevant provisions of this Work Agreement. Prior to the commencement of the construction of the Tenant Improvements, Tenant shall engage the Contractor pursuant to provide Landlord with a mutually approved contract form (collectivelyschedule of values consisting of a detailed breakdown, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt by trade, of the final form costs to be incurred or which have been incurred, for all Allowance Items in connection with the design and construction of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditionsTenant Improvements, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning costs form the Contract to Tenant with requested revisions. If Landlord disapproves basis for the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval amount of the Contract most recently delivered (“Final Costs”). Prior to the commencement of construction of the Tenant Improvements, Landlord and Tenant shall identify the amount (the “Over-Allowance Amount”) equal to the difference between the amount of the Final Costs and the amount of the Allowance (less any portion thereof already disbursed by Landlord, or in the process of being disbursed by Landlord, on or before the commencement of construction of the Tenant Improvements). In the event that the Final Costs are greater than the Allowance (such excess, the “Over-Allowance Amount”), then Landlord will reimburse Tenant on a monthly basis, as described in Section 1.2(b)(ii) above, for a percentage of each amount requested by the Contractor or otherwise to be disbursed under this Work Agreement, which notice percentage shall be delivered equal to Landlord pursuant the Allowance divided by the amount of the Final Costs (after deducting from the Final Costs any amounts expended in connection with the preparation of the Construction Drawings, and the cost of all other Allowance Items incurred prior to the commencement of construction of the Tenant Improvements), and Tenant shall be solely responsible for any Over-Allowance Amount. If, after the Final Costs have been initially determined, the costs relating to the design and construction of the Tenant Improvements shall change, any additional costs for such design and construction in excess of the Final Costs shall be added to the Over-Allowance Amount and the Final Costs, and Landlord’s reimbursement percentage, shall be recalculated in accordance with the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail immediately preceding sentence. Notwithstanding anything set forth herein to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt contrary, construction of the reminder notice identified in Tenant Improvements shall not commence until Tenant has procured and delivered to Landlord a copy of all Permits for the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinapplicable Tenant Improvements.

Construction Contract. Prior to Tenant’s execution of the construction contract and general conditions with Contractor (the “Contract”), Tenant shall engage the Contractor pursuant to a mutually approved contract form (collectively, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit submit the Contract to Landlord at for its approval, which approval shall not be unreasonably withheld or delayed. Prior to the commencement of the construction of the Tenant Improvements, Tenant shall provide Landlord with a schedule of values consisting of a detailed breakdown, by trade, of the final costs to be incurred or which have been incurred, for all Tenant Improvement Allowance Items in connection with the design and construction of the Tenant Improvements, which costs form the basis for the amount of the Contract (“Final Costs”). Prior to the commencement of construction of the Tenant Improvements, Landlord and Tenant shall identify the amount equal to the difference between the amount of the Final Costs and the amount of the Tenant Improvement Allowance (less any timeportion thereof already disbursed by Landlord, or in the process of being disbursed by Landlord, on or before the commencement of construction of the Tenant Improvements), the "Over-Allowance Amount", and Landlord shall approve will reimburse Tenant on a monthly basis, as described in Section 1.2(b)(ii) above, for a percentage of each amount requested by the Contractor or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure otherwise to be disbursed under this Work Agreement, which percentage shall be repeated until equal to the Contract is approved. If Landlord has not timely approved Tenant Improvement Allowance divided by the Contract within amount of the applicable time period set forth aboveFinal Costs (after deducting from the Final Costs any amounts expended in connection with the preparation of the Construction Drawings, and the cost of all other Tenant Improvement Allowance Items incurred prior to the commencement of construction of the Tenant Improvements), and Tenant shall be solely responsible for any Over-Allowance Amount. If, after the Final Costs have been initially determined, the right costs relating to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval design and construction of the Contract most recently delivered to Landlord (which notice Tenant Improvements shall change, any additional costs for such design and construction in excess of the Final Costs shall be delivered added to Landlord pursuant to the Over-Allowance Amount and the Final Costs, and Landlord’s reimbursement percentage, shall be recalculated in accordance with the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail immediately preceding sentence. Notwithstanding anything set forth herein to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt contrary, construction of the reminder notice identified in Tenant Improvements shall not commence until Tenant has procured and delivered to Landlord a copy of all Permits for the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinapplicable Tenant Improvements.

Construction Contract. Prior to Tenant’s execution of the construction contract and general conditions with Contractor (the “Contract”), but subject to Section 2 of this Workletter Agreement, Tenant shall engage the Contractor pursuant to a mutually approved contract form (collectively, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit submit the Contract to Landlord at for its approval, which approval shall not be unreasonably withheld or delayed. Prior to the commencement of the construction of the Tenant Work, Tenant shall provide Landlord with a schedule of values consisting of a detailed breakdown, by trade, of the final costs to be incurred or which have been incurred, for all Tenant Work Allowance Items in connection with the design and construction of the Tenant Work, which costs form the basis for the amount of the Contract (“Final Costs”). Prior to the commencement of construction of the Tenant Work, Landlord and Tenant shall identify the amount (the “Over-Allowance Amount”) equal to the difference between the amount of the Final Costs and the amount of the Tenant Work Allowance (less any timeportion thereof already disbursed by Landlord, or in the process of being disbursed by Landlord, on or before the commencement of construction of the Tenant Work), and Landlord shall approve will reimburse Tenant on a monthly basis, as described in Section 1.2(b)(ii) above, for a percentage of each amount requested by the Contractor or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure otherwise to be disbursed under this Workletter Agreement, which percentage shall be repeated until equal to the Contract is approved. If Landlord has not timely approved Tenant Work Allowance divided by the Contract within amount of the applicable time period set forth aboveFinal Costs (after deducting from the Final Costs any amounts expended in connection with the preparation of the Construction Drawings, and the cost of all other Tenant Work Allowance Items incurred prior to the commencement of construction of the Tenant Work), and Tenant shall be solely responsible for any Over-Allowance Amount. If, after the Final Costs have been initially determined, the right costs relating to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval design and construction of the Contract most recently delivered to Landlord (which notice Tenant Work shall change, any additional costs for such design and construction in excess of the Final Costs shall be delivered added to Landlord pursuant to the Over-Allowance Amount and the Final Costs, and Landlord’s reimbursement percentage, shall be recalculated in accordance with the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail immediately preceding sentence. Notwithstanding anything set forth herein to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt contrary, construction of the reminder notice identified in Tenant Work shall not commence until Tenant has procured and delivered to Landlord a copy of all Permits for the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinapplicable Tenant Work.

Construction Contract. Tenant shall engage enter into a construction contract for the New Premises Improvements directly with the Tenant’s Contractor, subject however to the following terms and conditions: a. All Material Change Orders shall be subject to the approval of Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. b. Tenant’s Contractor pursuant (or Tenant) shall specifically be required to a mutually approved contract form carry insurance in the types and amounts set forth on Exhibit C-1 attached hereto in connection with such construction, for the benefit of Tenant, Landlord, and Tenant’s Contractor. c. Neither Tenant’s Contractor, nor any of its subcontractors, shall be permitted to unreasonably interfere with the work of Landlord’s contractors or subcontractors otherwise performing work within the Building. Tenant shall be responsible for any damage to the New Premises or the Building (collectivelyincluding the premises of other tenants) directly caused by Tenant’s Contractor, or any of its subcontractors. d. Tenant shall cause the "Contract")Tenant’s Contractor to diligently proceed with the completion of construction of the New Premises Tenant Improvements after commencement thereof, in accordance with the Construction Plans. Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must not be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract responsible to Tenant with requested revisions. If Landlord disapproves for any defects in the Contract, New Premises Tenant may resubmit Improvements caused by the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure construction; Tenant shall be repeated until the Contract is approvedprimarily responsible for resolving any claims of construction defects with Tenant’s Contractor or Tenant’s Architect (as hereinafter defined), but Landlord and Tenant agree to cooperate in this regard. e. Landlord may submit a list of approved subcontractors for consideration by Tenant’s Contractor. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall will have the right to send a "reminder notice" review and reasonably approve Tenant’s subcontractor list once the construction contract has been awarded to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinTenant’s Contractor.

Construction Contract. Landlord and Tenant shall engage cooperate to cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with the procedures set forth in subparagraph 4D(1) hereof. (1) The job of constructing the Interior Improvements shall be offered for "competitive bid", on a fixed price basis, to three (3) general contractors selected by Landlord and approved by Tenant. The construction contract in form (collectively, reasonably acceptable to Tenant shall be awarded to the "Contract")bidder submitting the lowest bid for the job. Landlord shall advise submit to Tenant a list of general contractors acceptable to Landlord to whom the job may be bid, and Tenant shall notify Landlord within three (3) business days after receipt of such list of its objection to any proposed contractor. Tenant's failure to object within such period of time shall be deemed to be its approval of all bidders on the list so submitted by Landlord. If the lowest bid resulting from such competitive bidding process indicates that the Interior Improvement Costs will exceed $1,020,705.00 Dollars ($7.00 per gross leasable square foot of the Premises), Landlord shall promptly notify Tenant, in writing, to that effect, and Tenant shall have the right to propose modifications to the Final Interior Plans within five (5) business days after LandlordTenant's receipt of Landlord's notice, subject to Landlord's approval of such changes, for the purpose of reducing the Interior Improvement Costs. Such revision of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure Interior Plans shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlordcompleted as expeditiously as possible; provided, however, in no event that (i) the job shall such "deemed approval" occur nonetheless be awarded to the extent low bidder whose price shall be adjusted based upon the changes requested by Tenant and approved by Landlord made to the Final Interior Plans; and (ii) if Tenant should choose to exercise its right to modify the final Interior Plans for the purpose of reducing the Interior Improvement costs, any delay resulting from the failure by Tenant to timely exercise its right to do so shall be a delay caused by Tenant for purposes of paragraph 7 hereof. (2) Landlord and Tenant shall use their best efforts to approve the general contractor and all subcontractors all major material suppliers and the form of contract for such parties are in discussions regarding so that the Contract, the provisions thereof or the details contained thereinconstruction contract may be executed as soon as possible.

Construction Contract. Landlord and Tenant shall engage cooperate to cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with whichever of the procedures set forth in either subparagraph 4D (1) or 4D (2) hereof that is approved contract form (collectivelyby Landlord and Tenant; provided, however, that if Landlord and Tenant do not agree on which method to use for selecting the "Contract"). Landlord shall advise Tenant general contractor and awarding the construction contact within five (5) business days after Landlord's receipt either party requests the other to approve one of the final form two methods set forth herein, then the general contractor shall be selected and the general construction contract awarded in accordance within the provisions of subparagraph 4D (1) hereof (1) The job of constructing the ContractInterior Improvements shall be offered for "competitive bid", that it is either on a fixed price basis, to at few three (i3) approving but no more than five (5) general contractors reasonably approved by Landlord and Tenant. The construction contract shall be awarded to the Contractbidder selected by Tenant and reasonably approved by Landlord, (ii) approving who may or may not be the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning bidder submitting the Contract lowest bid for the job. Landlord shall submit to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract a list of general contractors acceptable to Landlord at any timeto whom the job may be bid, and Tenant shall notify Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives receipt of such resubmitted Contractfist of its objection to any proposed contractor. Such procedure Tenant's failure to object within such period of time shall be repeated until deemed to be its approval of all bidders on the Contract list so submitted by Landlord. (2) The Interior Improvements may be constructed pursuant to a "cost plus" construction contract awarded to a general contractor selected by Landlord and approved by Tenant. Landlord shall submit to Tenant Landlords recommendation of the general contractor and the terms of the *cost plus" construction contract for the Interior Improvements for Tenant's approval, which shall be deemed given if objection is approvednot made by Tenant within two (2) business days after receipt of such proposal from Landlord. If Landlord has not timely approved this method of awarding the Contract within construction contract is selected, the applicable time period set forth above, general construction contract shall provide that all major subcontractors for the Interior Improvements shall be chosen by a competitive bid process where (i) Tenant shall have the right to send approve subcontractors who bid on specific parts of the job, and (ii) Tenant shall have the right to cause a "reminder notice" major subcontract to rebid if Tenant does not approve the low bid, if such low bid would cause the total Interior Improvement. Costs to exceed the amount stated in Paragraph 2 of the First Addendum to Lease and requests that changes be made to the Final Interior Plans (subject to Landlord, which conspicuously indicates 's approval) for the purpose of lowering the total Interior Improvement Costs to a level that Landlord's continued failure to respond may result does not exceed the amount stated in the deemed approval Paragraph 2 of the Contract most recently delivered First Addendum to Landlord (which notice Lease. Delays caused by any modifications to the Final Interior Plans and rebidding requested by Tenant shall be delivered to Landlord pursuant to the terms deemed delays caused by Tenant for Purposes of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE paragraph 7 hereof. (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Landlord and Tenant shall also use their best efforts to approve the general contractor and all subcontractors so that the construction contract may be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below)executed as soon as possible. If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained therein4.

Construction Contract. Landlord and Tenant shall engage cooperate to cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with the procedures set forth in subparagraph 4D (1) hereof. (1) The job of constructing the Interior Improvements shall be offered for "competitive bid", on a fixed price basis, to three (3) general contractors selected by Landlord and approved by Tenant. The construction contract form (collectively, shall be awarded to the "Contract")bidder submitting the lowest bid for the job. Landlord shall advise submit to Tenant a list of general contractors acceptable to Landlord to whom the job may be bid, and Tenant shall notify Landlord within three (3) business days after receipt of such list of its objection to any proposed contractor. Tenant's failure to object within such period of time shall be deemed to be its approval of all bidders on the list so submitted by Landlord. Landlord shall promptly notify Tenant, in writing, of the amount of the lowest bid, including a comprehensive, detailed line-item budget, and Tenant shall have the right to propose modifications to the Final Interior Plans within five (5) business days after LandlordTenant's receipt of Landlord's notice, subject to Landlord's approval of such changes. Landlord shall not exceed the approved bid for any line item without Tenant's prior written approval. Such revision of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure Interior Plans shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlordcompleted as expeditiously as possible; provided, however, in no event that the job shall such "deemed approval" occur nonetheless be awarded to the extent low bidder whose price shall be adjusted based upon the parties are in discussions regarding changes requested by Tenant and approved by Landlord made to the Contract, Final Interior Plans. (2) Landlord and Tenant shall use their best efforts to approve the provisions thereof or general contractor and all subcontractors so that the details contained thereinconstruction contract may be executed as soon as possible.

Construction Contract. Tenant shall engage the Contractor pursuant to a mutually approved contract form (collectively, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving Tenant shall enter into a construction contract with a duly licensed contractor reasonably acceptable to Landlord for completion of Tenant's Improvements on the ContractPremises. Landlord may require that any contractor is bondable with a surety satisfactory to Landlord in an amount sufficient to insure complete and timely construction of the Tenant Improvements and prompt payment of all labor and materials. No bond, however, shall be required. (ii) approving Tenant shall coordinate its construction on the Contract Pad with other construction work being performed or to be performed by the Landlord on the Premises or elsewhere in the Shopping Center. Tenant shall ensure that its contractor will agree to cooperate with Landlord in coordinating all construction on the Premises and the Shopping Center. Tenant acknowledges that the Shopping Center may be in operation at the time of Tenant's construction and that Tenant may not interfere with the operation of the Shopping Center or of any of its tenants. Tenant's construction areas shall be limited to those areas on Tenant's Premises delineated on EXHIBIT "D-1" to the Lease (the "Construction Areas") and shall be fenced in. Tenant shall endeavor to the greatest extent possible to minimize the impact of its construction on the operation of the Shopping Center. Tenant agrees to comply with the Construction Areas made available to Tenant for the staging, storage, parking of construction vehicles, and the routes of access for all construction traffic, as well as for location of any field office or other facilities for contractor's personnel, all as delineated on EXHIBIT "D-1" to the Lease. Any areas which Tenant desires to use outside of the Construction Areas are subject to specified conditionsLandlord's prior written approval, which conditions must may be stated withheld in a reasonably clear Landlord's sole and complete mannerablsolute discretion. Once Landlord has commenced its Site Improvements within the Common Areas, or upon any tenant's opening for business in the Shopping Center, Tenant agrees to comply with the re-routing of construction traffic and relocation of staging areas as designated by Landlord and any other measures reasonably designated by Landlord to minimize impact on the operations at the Shopping Center or on any finished improvements. (iii) disapproving Tenants contractor and returning all subcontractors shall be licensed by the Contract State of California and in the County of Los Angeles for the work to Tenant be performed by such contractor or subcontractors and shall be required to perform all work in a thoroughly first class and workerlike manner in strict conformance with requested revisionsthe Working Drawings and Specifications. If Tenant's contractor and all subcontractors shall be required to obtain approval (as set forth in Paragraph 6a(ii), above) from Landlord disapproves for any space outside of the Contractfenced Construction Areas but in the Shopping Center generally, Tenant may resubmit which is needed for storage, handling and moving of materials and equipment, as well as for location of any field office or other facilities for contractor's personnel (which approval, except as set forth in Paragraph 6a(ii) as to the Contract to Landlord at any timestaging, storage, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a access routes delineated on EXHIBIT "reminder noticeD-I" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, may be withheld in Landlord's sole discretion). Parking of construction vehicles within the Shopping Center other than within the Construction Areas shall clearly state be strictly prohibited, and access of such vehicles over the following Shopping Center to and from the Construction Areas shall be as directed by Landlord on EXHIBIT "D-1". Tenant's contractor or subcontractors shall be required to make appropriate arrangements with Landlord for temporary utility connections as may be available within the Shopping Center generally, and shall pay the cost of such connections, including the cost of maintenance and removal thereof, and shall pay all utility charges incurred. The construction contract shall also provide that the contractor and all subcontractors shall work in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE a cooperative spirit with Landlord's site work superintendent. (3iv) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Tenant's contractor and all subcontractors shall carry Workers Compensation Insurance covering all of their respective employees, as well as Commercial Liability Insurance, including replacement coverage property damage, and Comprehensive Automobile Liability Insurance. Tenant's contractor shall also carry Builder's All-Risk Insurance. All such liability insurance shall provide single limit coverage of at least Two Million Dollars ($2,000,000) for Tenant's contractor (except for Workers' Compensation, which shall have limits as provided by law), and shall be in a form, and carried by companies, approved by Landlord. All insurance shall contain provisions prohibiting cancellation or reduction in coverage prior to the giving of at least thirty (30) days prior written notice to Landlord. All insurance shall name Tenant as the named insured and shall also be sent via electronic mail to the name Landlord and Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three Lender (3if any) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinas an additional insureds.

Construction Contract. Construction of the Tenant Improvements shall engage be accomplished by Landlord in accordance with the Contractor pursuant to approved Bid Documents under the terms of a mutually approved single construction contract form (collectively, the "Construction Contract"). Landlord shall advise Tenant within five The Construction Contract shall: (5a) business days after Landlord's receipt Provide for a lump-sum price or a price equal to the cost of the final form work plus a fee in either case not to exceed a guaranteed maximum price which shall be the price bid by the Tenant Contractor and all subcontractors selected by Landlord and Tenant pursuant to Paragraph 8 above. (b) Separately state and account for the costs and any associated fee for installation or construction of those improvements identified in the Contract, that it is either Lease as being (i) approving Tenant Improvements (which shall be paid by Tenant but subject to reimbursement through the ContractImprovements Allowance), and (ii) approving Base Building Improvements (the Contract subject to specified conditions, cost of which conditions must shall be stated included in a Project Costs). (c) Require insurance coverage in amounts and types mutually and reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract acceptable to Landlord at any time, and Tenant. (d) Provide that both Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, and Tenant shall have the right to send a "reminder notice" approve the identity of any subcontractor (except that Landlord will have the right to Landlord, which conspicuously indicates that Landlord's continued failure unilaterally choose subcontractors so long as each such subcontractor is reasonably acceptable to respond may result in Tenant and Landlord pays the deemed approval difference between the cost of such subcontractor and the cost of the Contract most recently delivered lowest responsible bidder (previously approved by both Tenant and Landlord) otherwise complying with pre-approved bid specifications that is not disapproved by Landlord for good cause (such as change of circumstances between a prior approval and subsequent disapproval). (e) Provide for a schedule and sequence of construction activities and completion reasonably acceptable to Tenant and Landlord (which notice shall be delivered to Landlord pursuant to in accordance with the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative requirements set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt Article V of the reminder notice identified in Lease and so that the preceding sentenceTenant Improvements will be complete as to each Major Portion prior to the Scheduled Completion Date for such Major Portion (not taking into account extensions for Tenant Delays, then Tenant Improvement Delays and Force Majeure Delays); provided that the Tenant Contractor must commence construction of the Tenant Improvements on the instruction of Landlord. (f) Provide for elevator operator costs to be paid by Tenant under the Construction Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are Tenant Improvement work requires the use of an elevator operator. (g) Otherwise be in discussions regarding the Contract, the provisions thereof or the details contained thereina form mutually and reasonably acceptable to Landlord and Tenant.

Construction Contract. Tenant shall engage the Contractor pursuant to a mutually approved contract form (collectively, the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlord's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained therein.

Construction Contract. Tenant shall engage (a) No later than the Contractor pursuant date set forth in the Development Schedule, the Affordable Developer must submit to the Commission for its limited approval the proposed general construction contract for the Affordable Development Improvements. The Commission's review and approval of such construction contract will be limited exclusively to a mutually determination whether: (1) the guaranteed maximum construction cost set forth in the construction contract is consistent with the approved Project Documents and Financing Plan for the Affordable Development Improvements; (2) the construction contract form is with a licensed contractor reasonably acceptable to the Commission; (collectively3) the construction contract contains provisions consistent with Article 12 of this Agreement; and (4) the construction contract for the Affordable Development Improvements requires a retention of ten percent (10%) of costs until completion of the applicable Development Improvements (except for specific Subcontractors performing early work on the Development Improvements following the Commission's prior written approval for each specific Subcontractor or line items specifically approved by the Commission in the schedule of values attached to the construction contract and consistent with Commission policy). (b) The Commission's approval of the applicable construction contract may in no way be deemed to constitute approval of, or concurrence with, any other term or condition of the construction contract, and the Affordable Developer may not rely on the Commission's approval of the construction contract as a representation regarding the enforceability or business advantage of the construction contract. Commission approval merely constitutes satisfaction of the conditions set forth in this Section. (c) Upon receipt by the Commission of the proposed construction contract for the Affordable Development Improvements, the "Contract"). Landlord shall advise Tenant Commission will promptly review same and approve it within five (5) business days after Landlord's receipt of if it satisfies the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period limited criteria set forth above. If the construction contract is not approved by the Commission, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative Commission must set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding writing and notify the Contract within three (3) business days after its receipt Affordable Developer of the reminder notice identified Commission's reasons for withholding such approval. The Affordable Developer will thereafter submit a revised construction contract for Commission approval, which approval may be granted or denied in five (5) days in accordance with the preceding sentence, then criteria and procedures set forth above. The construction contract for the Contract shall Affordable Development Improvements executed by the Affordable Developer for the Affordable Development Improvements must be deemed to have been in a form approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinCommission.

Construction Contract. Tenant shall engage Brookdale agrees that, in addition to the Contractor pursuant cash --------------------- consideration being paid to a mutually approved contract form NDEA under this Agreement, and as additional consideration for NDEA agreeing to assign the ▇▇▇▇▇▇▇ Agreement to Brookdale, Brookdale hereby grants to NDEA and its affiliated construction company (collectively, the "ContractGeneral Contractor") the first opportunity to serve as the General Contractor for the construction of the Project provided that said General Contractor is able to satisfactorily bond its obligations under the construction contract and is acceptable to Brookdale's construction lender. This exclusive right of first opportunity shall be implemented as follows: (A) Based upon the construction records and data from the Detroit, Michigan-area, Raleigh, North Carolina-area and Austin, Texas-area projects currently underway by Brookdale, which are similar in design to the proposed Project, Brookdale shall, within forty-five (45) days following the expiration of the Feasibility Period provide to General Contractor a reasonable estimate of the total building construction cost for the Project, inclusive of all contractor general conditions and fees (the "Target Cost"). Landlord Brookdale shall advise Tenant within five take into account in making such determination, differing site conditions at the Real Estate and construction cost adjustment factors applicable in the Pittsburgh market as compared to Detroit, Raleigh and Austin, as necessary. (5B) business days after Landlord's receipt Brookdale shall authorize the completion of construction documents, plans and specifications for the Project by its architect when Brookdale reasonably believes that all permits and approvals from the Town of ▇▇▇▇▇▇▇▇▇▇ for the start of construction of the final form project are likely to issue in due course. (C) Upon completion of the Contractconstruction documents, plans and specifications by Brookdale's architect, or at such other time as sufficient information is available, in the General Contractor's reasonable judgement to allow for bidding the General Contractor shall have the exclusive right to price the Project; put the Project out to bid to the subcontractor market; and represent to the subcontractor market that it is either (i) approving the Contract, (ii) approving Project has been awarded to the Contract General Contractor subject to specified conditionsthe Target Price being met. (D) If the General Contractor agrees to commit to constructing the Project for a Guaranteed Maximum Price which is equal to or less than the Target Price, Brookdale and General Contractor shall enter into a construction contract (on AIA form A111 with such revisions as are mutually acceptable to Brookdale and General Contractor) which conditions must be stated in shall provide for said Guaranteed Maximum Price and a reasonably clear and complete mannersavings split as follows: 75% to Brookdale, 25% to the General Contractor. (E) If the General Contractor can not agree to a Guaranteed Maximum Price which is equal to or (iii) disapproving and returning less than the Contract to Tenant with requested revisions. If Landlord disapproves the ContractTarget Price, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant Brookdale shall have the right thereafter to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in deal with any other general contractor or otherwise pursue the deemed approval construction of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following Project in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereinany manner that Brookdale deems appropriate.

Construction Contract. Landlord and Tenant shall engage cooperate to ---------------------- cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with the procedures set forth in subparagraph 4D (1) hereof. (1) The job of constructing the Interior Improvements shall be offered for "competitive bid", on a fixed price basis, to three (3) general contractors selected by Landlord and approved by Tenant. The construction contract form (collectively, shall be awarded to the "Contract")bidder submitting the lowest responsive bid for the job. Landlord shall advise submit to Tenant a list of general contractors acceptable to Landlord to whom the job may be bid, and Tenant shall notify Landlord within three (3) business days after receipt of such list of its objection to any proposed contractor. Tenant's failure to object within such period of time shall be deemed to be its approval of all bidders on the list so submitted by Landlord. If the lowest responsive bid resulting from such competitive bidding process indicates that the Interior Improvement Costs will exceed $511,488.00 Dollars ($12.00 per gross leasable square foot of the Premises), Landlord shall promptly notify Tenant, in writing, to that effect, and Tenant shall have the right to propose modifications to the Final Interior Plans within five (5) business days after LandlordTenant's receipt of Landlord's notice, subject to Landlord's approval of such changes, for the purpose of reducing the Interior Improvement costs. Such revision of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure Interior Plans shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlordcompleted as expeditiously as possible; provided, however, in no event that (i) the job shall such "deemed approval" occur nonetheless be awarded to the extent lowest responsive bidder whose price shall be adjusted based upon the parties are in discussions regarding changes requested by Page Four Tenant and approved by Landlord made to the ContractFinal Interior Plans; and (ii) if Tenant should choose to exercise its right to modify the final Interior Plans for the purpose of reducing the Interior Improvement costs, any delay resulting from the provisions thereof or failure by Tenant to timely exercise its right to do so shall be a delay caused by Tenant for purposes of paragraph 7 hereof. (2) Landlord and Tenant shall use their best efforts to approve the details contained thereingeneral contractor and all subcontractors so that the construction contract may be executed as soon as possible.

Construction Contract. Tenant The City shall engage have the Contractor pursuant right, but not the obligation, to cure defaults under the Construction Contract and to assume Borrower’s obligations and rights under the Construction Contract; provided that, such right to cure and assume the Construction Contract shall be subject to the rights, if any, of any Senior Lender with respect to such Construction Contract. Further, the Construction Contract shall set forth a reasonably detailed schedule for completion of each stage of construction. The City approval of the Construction Contract shall not constitute a waiver by the City of any breach or violation of this Agreement that is a result of acts that are or purport to be in compliance with or in furtherance of said Construction Contract. Any amendments to the Construction Contract subsequent to the closing of the City Loan not evidenced by a Change Order shall be approved in writing by the City prior to taking effect. In the event of any disapproval, the City shall, concurrently with delivery of the notice of such disapproval to Borrower, inform Borrower in writing of the reasons for disapproval. Borrower and the general contractor shall have twenty (20) Business Days from receipt of any notice from the City specifying required changes (“Construction Contract Disapproval Notice”), within which to notify the City that Borrower agrees to negotiate with the general contractor to make such changes or that Borrower objects to any such requested changes. If Borrower notifies the City within said twenty (20) Business Day period of its objections to any such requested changes, then the City and Borrower shall meet at a mutually approved contract form acceptable time to discuss their differences within ten (collectively10) Business Days after the Borrower gives such notice. Following such meeting, Borrower shall use commercially reasonable efforts to cause the "Contract"). Landlord shall advise Tenant within five general contractor to revise the Construction Contract and resubmit it for approval to the City as required by this Agreement by the later of (5i) business thirty (30) calendar days after Landlord's receipt of the final form of the ContractConstruction Contract Disapproval Notice, that it is either (i) approving the Contract, or (ii) approving ten (10) Business Days after such meeting, unless the Contract subject to specified conditions, which conditions must be stated in nature of such changes requires a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any longer period of time, and Landlord in which case Borrower shall approve or disapprove the resubmitted resubmit said revised Construction Contract within three as soon as possible, and, in any case, no later than forty five (345) business calendar days after Landlord receives such resubmitted Contract. Such procedure shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Construction Contract Disapproval Notice. Any such resubmissions shall be deemed to have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur or disapproved and revised within the times set forth herein with respect to the extent the parties are in discussions regarding the Contract, the provisions thereof or the details contained thereininitial submission.

Construction Contract. Landlord and Tenant shall engage cooperate to cause the Contractor Interior Improvements to be constructed by a general contractor who is engaged by Landlord in accordance with the procedures set forth in subparagraph 4D(1) hereof (1) The Interior Improvements will be constructed pursuant to a mutually "fixed price" construction contract awarded to a general contractor selected by Landlord and approved contract form (collectively, by Tenant. Landlord has submitted to Tenant Landlord's recommendation of the general contractor--Hollander Smith Inc.-- which Tenant ha▇ ▇▇▇▇▇▇▇d. ▇▇ndlord shall submit to Tenant the terms of the "Contract"). Landlord shall advise Tenant within five (5) business days after Landlordfixed price" construction contract for the Interior Improvements for Tenant's receipt of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditionsapproval, which conditions must shall be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to deemed given if objection is not made by Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after receipt of such proposal from landlord. Subject to mutual agreement of Landlord receives such resubmitted Contract. Such procedure and Tenant, the general construction contract will provide that major subcontractors for electrical, plumbing, mechanical and HVAC, and elevator work (as well as all other subcontractors as to which Landlord and Tenant agree) for the Interior Improvements shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, engaged on a "design-build" basis where Tenant shall have the right to send a "reminder notice" reasonably approve such subcontractors. Tenant and Landlord acknowledge that the total Interior Improvement Costs are likely to exceed the amount stated in Paragraph 5 of the First Addendum to Lease. Tenant shall have the right to approve the total Interior Improvement Costs. After all such costs are known, in the event that Tenant does not approve the total Interior Improvement Costs, Tenant may request that changes be made to the Final Interior Plans (subject to Landlord's approval which shall not be unreasonably withheld or delayed) for the purpose of lowering the total Interior Improvement Costs. Other major subcontracts shall go through the bid process, which conspicuously indicates that Landlord's continued failure wherein Tenant shall have the right to respond may result in reasonably approve such subcontractors and to have major subcontracts rebid if Tenant does not approve the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant bid. Delays caused by any modifications to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," Final Interior Plans and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to rebidding or re-pricing requested by Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed delays caused by Tenant for purposes of Paragraph 7 hereof. (2) Landlord and Tenant shall use their best efforts to approve the general contractor and all subcontractors so that the construction contract may be executed as soon as possible. Tenant shall have been approved by Landlord; provided, however, in no event shall such "deemed approval" occur liability to the extent general contractor or to any subcontractor under the parties are in discussions regarding construction contract and/or any subcontractor otherwise with respect to the Contract, the provisions thereof or the details contained thereinInterior Improvements.

Construction Contract. Landlord and Tenant shall engage cooperate to cause the Contractor pursuant Interior Improvements to be constructed by a mutually general contractor who is engaged by Landlord in accordance with subparagraph 4D(1) hereof. (1) The job of constructing the Interior Improvements shall be offered for "competitive bid", on a fixed price basis, to three (3) general contractors selected by Landlord and approved by Tenant. The construction contract form (collectively, shall be awarded to the "Contract")bidder submitting the lowest bid for the job. Landlord shall advise submit to Tenant a list of general contractors acceptable to Landlord to whom the job may be bid, and Tenant shall notify Landlord within three (3) business days after receipt of such list of its objection to any proposed contractor. Tenant's failure to object within such period of time shall be deemed to be its approval of all bidders on the list so submitted by Landlord. If the lowest bid resulting from such competitive bidding process indicates that the Interior Improvement Costs will exceed $260,000.000 Dollars ($6.50 per gross leasable square foot of the Premises), Landlord shall promptly notify Tenant, in writing, to that effect, and Tenant shall have the right to propose modifications to the Final Interior Plans within five (5) business days after LandlordTenant's receipt of Landlord's notice, subject to Landlord's approval of such changes, for the purpose of reducing the Interior Improvement costs. Such revision of the final form of the Contract, that it is either (i) approving the Contract, (ii) approving the Contract subject to specified conditions, which conditions must be stated in a reasonably clear and complete manner, or (iii) disapproving and returning the Contract to Tenant with requested revisions. If Landlord disapproves the Contract, Tenant may resubmit the Contract to Landlord at any time, and Landlord shall approve or disapprove the resubmitted Contract within three (3) business days after Landlord receives such resubmitted Contract. Such procedure Interior Plans shall be repeated until the Contract is approved. If Landlord has not timely approved the Contract within the applicable time period set forth above, Tenant shall have the right to send a "reminder notice" to Landlord, which conspicuously indicates that Landlord's continued failure to respond may result in the deemed approval of the Contract most recently delivered to Landlord (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE CONTRACT," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant regarding the Contract within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, then the Contract shall be deemed to have been approved by Landlordcompleted as expeditiously as possible; provided, however, in no event that (i) the job shall such "deemed approval" occur nonetheless be awarded to the extent low bidder whose price shall be adjusted based upon the parties are in discussions regarding changes requested by Tenant and approved by Landlord made to the ContractFinal Interior Plans; and (ii) if Tenant should choose to exercise its right to modify the final Interior Plans for the purpose of reducing the Interior Improvement costs, any delay resulting from the provisions thereof or failure by Tenant to timely exercise its right to do so shall be a delay caused by Tenant for purposes of paragraph 7 hereof. (2) Landlord and Tenant shall use their best efforts to approve the details contained thereingeneral contractor and all subcontractors so that the construction contract may be executed as soon as possible.