Common use of Final Plans Clause in Contracts

Final Plans. No later than thirty (30) days following the approval of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.

Final Plans. No later than On or before thirty (30) days following the approval date of the Preliminary Plansfull execution of this Lease, Tenant Landlord shall submit to Landlord a Tenant two (2) sets of Landlord’s proposed set of Final Plans for approval space and construction plans and specifications prepared by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheldarchitect, conditioned or delayed, provided that (a) for the Tenant Improvements, as Within three (3) business days after receipt of Landlord’s plans and specifications Tenant shall either: (a) evidence its approval by endorsement on one (1) set forth on of said plans and specifications (and return such plans, comply with all applicable governmental laws, codes, rules, and regulations, and signed or initialed set to Landlord); or (b) such plans are sufficiently detailed to allow construction of indicate those revisions or corrections which Tenant requires and the Tenant Improvements in a good and workmanlike manner. reasons therefor; provided Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation obligated to accept any revisions which Landlord shall reasonably determine: (i) do not conform to the standards of design, motif and decor reasonably established or warranty of adopted by Landlord that such plans are adequate for the Building; (ii) would subject Landlord or the Premises to any useadditional cost, purposeexpense, liability, violation, fine, penalty, or forfeiture; would adversely affect the reputation, character, or nature of the Building; (iii) would provide for or require any installation of work which is or might be unlawful, create an unsound or dangerous condition, adversely affect the structural soundness of the Premises or that Building; (iv) interfere with or abridge the use and enjoyment of any adjoining or other space in the Building, or (v) is of a special use or nature with little or no residual value (unless Tenant agrees to pay for such improvements and the removal thereof upon the expiration or earlier termination of this Lease). Landlord shall, within five (5) days thereafter, submit four (4) sets of proposed plans comply and specifications, as so revised or corrected, to Tenant for its approval in accordance with any applicable law or codethis paragraph, but shall merely which plans will then be considered the consent of Landlord to final plans (the “Final Plans”). All changes in the The Final Plans must receive the may subsequently be amended by Tenant provided that significant changes will require Landlord’s prior written approval, which approval shall be given or reasonably refused within five (5) business days after receipt of Landlordsuch amended plans and specifications and, and provided further that if such change order will delay the anticipated Commencement Date specified in the event of any such approved change, Tenant shall, upon completion Section 1 of the Lease the change order shall be considered a Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” Delay (as hereinafter defined). The parties will work cooperatively to complete the plan of the Tenant Improvements as constructedapproval process expeditiously.

Final Plans. No later than thirty Within fifteen (3015) business days following the after Landlord and Tenant's approval of the preliminary budget for the Tenant Improvements, Tenant shall cause the Architect to deliver to Landlord, for Landlord's review and approval, complete plans, specifications and working drawings which incorporate and are consistent with Preliminary Plans and the preliminary budget, as previously approved by Landlord, and which show in detail the intended design, construction and finishing of all portions of Tenant Improvements, in sufficient detail for construction ("Final Plans"). Within ten (10) business days after Landlord's receipt of Final Plans, Landlord shall either approve or disapprove Final Plans, which approval shall not be unreasonably withheld. If Landlord disapproves Final Plans, then Landlord shall state in reasonable detail the changes which Landlord requires to be made thereto. If Landlord disapproves the Final Plans, then Landlord shall state in reasonable detail the changes which Landlord requires to be made thereto. Tenant shall submit to Landlord a proposed set of revised Final Plans for approval by within five (5) business days after Tenant's receipt of Landlord's disapproval notice. Following Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction 's receipt of the Tenant Improvements in a good revised Final Plans from Tenant, Landlord shall have the right to review and workmanlike mannerapprove the revised Final Plans pursuant to this Section 2.2.3. Landlord shall advise give Tenant written notice of Landlord’s its approval or disapproval of the proposed revised Final PlansPlans within five (5) business days after the date of Landlord's receipt thereof. If Landlord reasonably disapproves any aspect of the proposed revised Final Plans, Landlord then the following shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and occur: (i) Landlord and Tenant shall agree upon continue to follow the procedures set forth in this Section 2.2.3 until Landlord and sign the Tenant reasonably approve such Final Plans as soon as reasonably practicable. The proposed in accordance with this Section 2.2.3, and (ii) the period between the date which is ten (10) business after Landlord's reasonable disapproval (or such earlier date if Landlord approves or disapproves the first revised Final Plans will be deemed to be complete in a period less than the 5-business days provided Landlord above) and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon eventual mutual approval of such Final Plans shall be deemed to be constitute a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedDelay.

Final Plans. No The Final Plans and specifications for the Improvements and a Schedule therefor (the “Final Plans”) shall be prepared by Tenant at its sole cost and expense and shall comply with the Guidelines and the requirements of the TAA process as the same may be amended from time to time. Tenant shall submit, to Landlord for Landlord’s approval with the Tenant Alteration Application (as provided in Section 6.5 hereof) no later than sixty (60) days after the Term Commencement Date, plans and specifications for Tenant’s Improvements which are at least ninety percent (90%) complete and shall diligently complete any unfinished elements thereof as soon thereafter as possible. Landlord shall use reasonable efforts to review such submissions within the thirty (30) days day period following such submission, and shall notify Tenant in writing, from time to time, as soon as practicable, in what respects such plans and specifications are not in conformity with the approval requirements of the Preliminary Plans, Landlord or this Lease (“Landlord Disapproval Notice”). Tenant shall submit within five (5) days of its receipt of a Landlord Disapproval Notice revise such plans and specifications as required by Landlord or respond in such other manner as may be appropriate under the circumstances to satisfy Landlord. The resubmission of revised plans and specifications shall be subject to review and approval by Landlord a proposed set in accordance with the procedures provided herein for the original submission of Final Plans for approval plans and specifications until the plans and specifications have been finally approved in writing by Landlord. LandlordSuch plans and specifications approved by Landlord shall constitute the “Final Plans” for purposes hereof; and such written approval by Landlord shall constitute the “TAA Approval” of Tenant’s approval of such proposed Final plans Improvements for purposes hereof. Tenant shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed make any material modification to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicablewithout Landlord’s prior written consent. The proposed Final Plans will be deemed to be complete and become Upon approval, the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to attached hereto as Exhibit B. Tenant’s Initial Improvements shall be a part of this Lease compatible and incorporated into this Lease by reference. Approval by Landlord in harmony with physical and operational features of the Final Plans shall site and developed to achieve not be less than a representation or warranty LEED GOLD Certification (United States Green Building Council) as well as meeting the MA LEED PLUS standard as established by the Commonwealth of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedMassachusetts.

Final Plans. No later than thirty Tenant has submitted to Landlord Tenant’s specifications for the Tenant Improvements (30collectively, the “Tenant Improvement Specifications”) days following attached hereto as Exhibit B-1. The Architect will design a proposed floor plan of Tenant’s office space requirements as indicated in the approval of Tenant Improvement Specifications to be mutually acceptable to Landlord and Tenant. Landlord shall cause the Preliminary Architect to prepare final plans and specifications for the Tenant Improvements (the “Final Plans, Tenant ”) and shall submit the same to Landlord a proposed set of Final Plans Tenant for its approval by Landlord. Landlord’s on or before_______ (which approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules), and regulationsshall be deemed granted if within five (5) days following submittal, and (b) such plans are sufficiently detailed Tenant does not deliver written notice to allow construction of Landlord specifying in reasonable detail the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlordbasis for Xxxxxx’s approval or disapproval of the such proposed Final Plans. If Landlord Tenant so timely disapproves any aspect of the proposed such Final Plans, Landlord then the parties shall so notify Tenant promptly meet to resolve any open issues and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree reach agreement upon and sign the Final Plans as soon as reasonably practicablefor the Tenant Improvements. The proposed Included in the Final Plans will be deemed to be complete the civil, architectural and become structural plans for the Tenant Improvements. When the Final Plans upon execution thereof have been approved by Landlord Xxxxxx and TenantLandlord, and thereupon such Final Plans Landlord’s Architect shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of submit the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plansappropriate governmental agency for plan checking and the issuance of a building permit for the Tenant Improvements. All changes in If the Final Plans must receive have not been approved by_______ (the prior written approval of Landlord“Final Plans Target Date”), the Outside Date and in the event of any such approved change, Tenant shall, upon completion of the Tenant ImprovementsFixturing Commencement Date shall each be extended on a day to day basis to the same extent that the Final Plans Target Date is delayed, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.(b)

Final Plans. No later than thirty As soon as the Preliminary Plans are approved by Landlord, Tenant shall prepare final plans, specifications and working drawings for the Tenant Improvements (30the "Final Plans") days following the approval that are consistent with and logical evolutions of the approved Preliminary Plans and shall deliver the same to Landlord for approval. Concurrently with the delivery of the Final Plans, Tenant shall submit deliver to Landlord for Landlord's approval a proposed schedule of values ("Schedule of Values") allocating costs to the various portions of the work involved in the construction and installation of the Tenant Improvements and setting forth Tenant's reasonable, good faith estimate of the timing of Landlord's disbursements of the Tenant Improvement Allowance (as defined in Section 4.1 below) and the amount of each such disbursement. If Landlord disapproves the Final Plans and/or the Schedule of Values, Landlord shall deliver to Tenant, as soon as reasonably possible but within five (5) business days following receipt thereof, written notice of such disapproval. Such notice shall specify all changes that must be made to the Final Plans and/or the Schedule of Values as a condition of Landlord's approval thereof. Promptly following receipt of Landlord's notice of disapproval, Tenant shall deliver a revised set of Final Plans for approval and/or Schedule of Values to Landlord, which Final Plans and/or Schedule of Values shall incorporate all changes specified in Landlord's notice of disapproval. Landlord shall approve or disapprove revised Final Plans and/or the Schedule Values within two (2) business days after receipt thereof. As soon as Landlord approves the Final Plans and the Schedule of Values submitted by LandlordTenant, Landlord and Tenant shall each sign the same. Landlord’s approval of such proposed Except as otherwise specifically provided in this Work Letter, the term "Final plans Plans" as hereinafter used shall not be unreasonably withheld, conditioned or delayed, provided that (a) mean the Tenant Improvements, as set forth on such final plans, comply with all applicable governmental lawsspecifications, codes, rules, working drawings and regulations, and (b) such plans are sufficiently detailed to allow Schedule of Values approved by Landlord for the construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.

Final Plans. No later than thirty Landlord and Tenant will cooperate with each other in the development of final construction drawings and specifications for the Initial Improvements (30collectively, "Final Plans") days following consistent with the approval Preliminary Plans , with the goal of having Final Plans completed by April 2, 1997. When Landlord requests Tenant to specify details or layouts or approve any portion of the Preliminary Final Plans, Tenant shall submit promptly specify or approve or disapprove same within 3 business days thereafter so as not to delay completion of the Final Plans. Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheldobligated to agree to any refinement, conditioned substitution, change or delayedaddition to the Preliminary Plans and any plans subsequently approved by the parties if in the judgment of Landlord the requested refinement, provided that change, substitution or addition would have an adverse effect on the quality, useful life, value, functionality or costs of operating or maintaining the Initial Improvements or would result in failure to meet a date in the Schedule (adefined in Paragraph 1(c) below) or increase the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction cost of the Tenant Improvements in a good and workmanlike mannerInitial Improvements. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final PlansOtherwise, Landlord shall so notify Tenant and specify how not unreasonably disapprove any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenantrefinement, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation change, substitution or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord addition to the Final Plans. All changes in Tenant's right to disapprove the proposed Final Plans shall be limited to material inconsistencies with the Preliminary Plans and noncompliance with or violation of applicable laws, codes, ordinances or other legal requirements. Landlord may submit the Final Plans must receive the prior written approval of Landlord, in stages and in the event of any such approved change, Tenant shall, upon completion of separately for the Tenant Improvements, furnish Landlord with an accurateand Building and Sitework, reproducible “as-built” plan in which case the approval procedure shall apply to each stage or portion. Any delay in the completion of the Final Plans caused by any Tenant Improvements failure to respond within the required time to Landlord's requests shall be a Tenant Caused Delay (as constructedhereinafter defined).

Final Plans. No later than thirty (30) days following the approval of the Preliminary PlansOn or before October 1, 2008, Tenant shall submit to and its collaborating architect will provide Landlord a proposed set of Final Plans and Opus A&E with the preliminary plans and specifications for approval by Landlordthe Tenant’s Improvements. Landlord’s approval of such proposed Final Such plans shall not be unreasonably withheld, conditioned or delayed, provided that and specifications must (a) be compatible with the Tenant Improvements, as set forth Landlord’s Improvements described on such plans, comply with all applicable governmental laws, codes, rules, EXHIBIT “F” and regulations, and EXHIBIT “F-1” (b) such plans are sufficiently detailed to allow construction show, in reasonable detail, the design and appearance of the Tenant Improvements finishing material Landlord will use in a good connection with installing Tenant’s Improvements; and workmanlike manner(c) contain such other detail or description as may be necessary for Landlord to adequately define the scope of Tenant’s Improvements. Landlord will approve or disapprove the plans and specifications in writing within ten (10) Business Days after receiving the same (provided any delays in responding beyond such time period by Landlord shall advise not constitute a Tenant of Landlord’s approval or disapproval of Delay hereunder). Once the proposed Final Plans. If Landlord disapproves any aspect of preliminary plans and specifications are approved by the proposed Final Plansparties, Landlord and its architect Opus A&E shall so notify Tenant prepare the final plants and specify how any specifications based upon such disapproved item may be made acceptable to Landlordapproved preliminary plans and specifications. The proposed Final Plans shall then be revised final plans and re-submitted to Landlord and specifications mutually approved by Landlord and Tenant shall agree upon be referred to herein as the “Final Plans.” If Landlord and sign Tenant fail to mutually approve the Final Plans on or before October 23, 2008 (as soon as reasonably practicable. The proposed Final Plans will be deemed a result of Tenant’s failure to be complete and become timely comply with the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part terms of this Lease or due to any other Tenant Delay), then such delay is a Tenant Delay and incorporated into this Lease by reference. Approval will cause the Tenant’s Improvements to not be substantially completed by Landlord of the Final Plans shall not be by December 1, 2008. As provided above, a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes delay in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant ImprovementsLandlord’s Improvements and/or the Tenant’s Improvements will not delay the Commencement Date, furnish Landlord with an accuratewhich is fixed at December 1, reproducible “as-built” plan of the Tenant Improvements as constructed2008.

Final Plans. No later than thirty (30) days following the approval of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as As soon as reasonably practicablepracticable following the execution of the Lease by Lessor and Lessee, Lessor shall cause Lessor’s Architect to prepare and deliver to Lessee proposed final plans, specifications and construction drawings for the Improvements (the “Proposed Final Plans”). The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Proposed Final Plans shall be prepared in accordance with and based upon the Preliminary Plans. Lessee acknowledges that Lessor shall have the right to submit any component of the Final Plans (defined below) to the City of Commerce, County of Los Angeles or any other governmental or quasi governmental agency or authority having jurisdiction over the Project or the construction of the Improvements (collectively, and as applicable, the “Authorities”) for plan checking and the issuance of applicable permits prior to or after the submission of any other portion of the Final Plans, provided that Lessee has approved (or shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord have approved) the portion of the Final Plans submitted. If Lessor elects to process any portion of the Final Plans separately from the remainder of the Final Plans, then Lessor shall have the right to not incorporate into the Proposed Final Plans such plans, specifications and construction drawings to be separately processed and, with respect to such portion of the Proposed Final Plans, Lessor and Lessee shall follow the procedures in this Section 3 regarding approval and finalization thereof. Within five (5) business days of Lessee’s receipt of the Proposed Final Plans, Lessee shall either approve the same or specify proposed changes to Lessor in writing, however, Lessee shall work with Lessor and Lessor’s Architect to reconcile any such proposed changes, Lessee’s approval of the Proposed Final Plans shall not be a representation unreasonably withheld or warranty conditioned. Lessee’s failure to notify Lessor in writing within such five (5) business day period of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely changes Lessee desires to be the consent of Landlord made to the Proposed Final Plans will constitute Lessee’s unconditional and irrevocable approval thereof. Lessor shall review Lessee’s proposed changes to the Proposed Final Plans and endeavor to cause Lessor’s Architect to revise the Proposed Final Plans within ten (10) business days after Lessor’s receipt of Lessee’s requested changes. Lessor and Lessee shall continue the process above until Lessee has approved of all changes to the Proposed Final Plans. All The Proposed Final Plans, as approved or deemed approved by Lessee, or revised to incorporate Lessee’s requested changes in thereto, shall be referred to herein as the “Final Plans”. Lessor shall submit the Final Plans must receive (as approved or deemed approved by Lessee pursuant to this Section 3.3 or Section 3.4 below) to the prior written approval applicable Authorities for plan checking and the issuance of Landlord, a building permit and in other necessary permits for the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.

Final Plans. No The Final Plans and specifications for Tenant’s Improvements and a Schedule therefor (the “Final Plans”) shall comply with the requirements of Landlord’s Tenant Alteration Application Process (the “TAA Process”) as the same may be amended from time to time. Tenant shall submit, to Landlord for Landlord’s approval with the Tenant Alteration Application (as provided in Section 6.5 hereof) no later than sixty (60) days after the Term Commencement Date, plans and specifications for Tenant’s Improvements which are at least ninety percent (90%) complete and shall diligently complete any unfinished elements thereof as soon thereafter as possible. Landlord shall use reasonable efforts to review such submissions within the thirty (30) days day period following such submission, and shall notify Tenant in writing, from time to time, as soon as practicable, in what respects such plans and specifications are not in conformity with the approval requirements of the Preliminary Plans, Landlord or this Lease (“Landlord Disapproval Notice”). Tenant shall submit within five (5) days of its receipt of a Landlord Disapproval Notice revise such plans and specifications as required by Landlord or respond in such other manner as may be appropriate under the circumstances to satisfy Landlord. The resubmission of revised plans and specifications shall be subject to review and approval by Landlord a proposed set in accordance with the procedures provided herein for the original submission of Final Plans for approval plans and specifications until the plans and specifications have been finally approved in writing by Landlord. Such plans and specifications approved by Landlord shall constitute the “Final Plans” for purposes hereof; and such written approval by Landlord shall constitute the “TAA Approval” of Tenant’s Improvements for purposes hereof. Tenant shall not make any material modification to the Final Plans without Landlord’s approval prior written consent. Upon approval, the Final Plans shall be attached hereto as Exhibit B. Prior to commencement of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant construction of Tenant’s Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of have approved the proposed Final Plans. If Landlord disapproves Tenant fails to comply with the time lines herein provided, in addition to any aspect other remedy available to Landlord, for each day of the proposed Final Plansdelay by Tenant, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable elect to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign accelerate the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof Completion Date by Landlord and Tenant, and thereupon one such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedday.

Final Plans. No later than On or before thirty (30) days following the approval date of the Preliminary Plansfull execution of this First Amendment to Lease, Tenant Landlord shall submit to Landlord a Tenant two (2) sets of Landlord’s proposed space and construction plans and specifications prepared by Landlord’s architect, for the Tenant Improvements. Within three (3) business days after receipt of Landlord’s plans and specifications Tenant shall either: (i) evidence its approval by endorsement on one (1) set of Final Plans for approval by said plans and specifications (and return such signed or initialed set to Landlord. Landlord’s approval of such proposed Final plans ); or (ii) indicate those revisions or corrections which Tenant requires and the reasons therefor; provided Landlord shall not be unreasonably withheldobligated to accept any revisions which Landlord shall reasonably determine: (A) do not conform to the standards of design, conditioned motif and decor reasonably established or delayedadopted by Landlord for the Building; (B) would subject Landlord or the Premises to any additional cost, expense, liability, violation, fine, penalty, or forfeiture; would adversely affect the reputation, character, or nature of the Building; (C) would provide for or require any installation of work which is or might be unlawful, create an unsound or dangerous condition, adversely affect the structural soundness of the Premises or Building; (D) interfere with or abridge the use and enjoyment of any adjoining or other space in the Building, or (E) is of a special use or nature with little or no residual value (unless Tenant agrees to pay for such improvements and the removal thereof upon the expiration or earlier termination of this Lease). Landlord shall, within five (5) days thereafter, submit four (4) sets of proposed plans and specifications, as so revised or corrected, to Tenant for its approval in accordance with this paragraph, which plans will then be considered the final plans (the “Final Plans”). The Final Plans may subsequently be amended by Tenant provided that significant changes will require Landlord’s prior written approval, which approval shall be given or reasonably refused within five (5) business days after receipt of such amended plans and specifications. The parties will work cooperatively to complete the plan approval process expeditiously. 1st Amend - Diamedica CONFIDENTIAL TREATMENT REQUESTED BY DIAMEDICA THERAPEUTICS INC. PURSUANT TO 17 C.F.R. SECTION 200.83 (c) Work Commencement. Construction of the Tenant Improvements shall not commence unless and until: Landlord has (a) approved the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, Final Plans and (b) such plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any obtained all applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedbuilding permits.

Final Plans. No later than thirty Tenant shall cause Tenant's Architect, in consultation with any engineering consultants designated by Landlord, to prepare and submit for Landlord's approval complete and detailed construction plans and specifications, including a fully coordinated set of architectural, structural, mechanical, fire protection, electrical and plumbing working drawings for the Tenant Improvement Work, in a form which is sufficiently complete to permit subcontractors to bid on the work, obtain all required Permits (30as defined in Paragraph 4.2 below) and commence construction (the "FINAL PLANS"). The Final Plans shall identify materials and finishes by location and shall show telephone and telecommunications facilities, and computer and electronic data facilities. The Final Plans shall be consistent with the Space Plans as approved by Landlord. Landlord shall approve or disapprove of the Final Plans by giving written notice to Tenant within fourteen (14) business days following after receipt of the Final Plans. Landlord shall not unreasonably withhold its approval of the Preliminary Final Plans, Tenant provided that, without limiting the generality of the foregoing, Landlord shall submit be entitled to Landlord a proposed set of withhold its consent to the Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction any of the Tenant Improvements reasons specified in a Paragraph 3.1 above, or if, in Landlord's good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval faith judgment, the Final Plans are inconsistent with, or disapproval of do not conform to, the proposed Final Space Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign return the Final Plans as soon as reasonably practicableto Tenant with a statement of Landlord's reasons for disapproval and/or specifying any required corrections or revisions. The proposed Final Plans will be deemed Landlord shall approve or disapprove of any such revisions to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon within fourteen (14) business days after receipt of such Final Plans revisions. This procedure shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by repeated until Landlord of approves the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use(as so approved, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed"TENANT IMPROVEMENT PLANS").

Final Plans. No later On or before March 26, 1998, the parties shall agree ----------- upon final tenant layout drawings (the "TI Layout") which shall be consistent with the Base Building Specifications for the Shell and Core, except for the changes, if any, mutually agreed to be made thereto by the parties. On or before July 1, 1998, the parties shall agree upon final plans and specifications for the Tenant Improvements ("Final Tenant Plans") which shall be consistent with the Preliminary Plans and the TI Layout, except for the changes, if any, mutually agreed to be made thereto by the parties. Included in the Final Tenant Plans will be the architectural, mechanical, electrical, plumbing and structural plans for the Tenant Improvements. Notwithstanding anything to the contrary contained in this Work Letter or in the Lease, the Tenant Improvements shall include improvement of one hundred percent (100%) of the rentable square footage (as hereinafter defined) of the Building with heating, ventilation and air conditioning, electrical distribution, lighting, dropped ceilings and floor coverings with systems and materials which shall be of equal or greater quality than thirty comparable standard first class office space, and the Final Tenant Plans shall include civil, architectural and structural plans therefor. On or before July 1, 1998, the parties shall agree upon final plans and specifications for the Shell and Core (30"Final Landlord Plans") days following the approval of which shall be consistent with the Preliminary Plans, except for the changes, if any, mutually agreed to be made thereto by the parties. Included in the Final Landlord Plans shall be the civil, architectural and structural plans for the Shell and Core and the landscape plan for the Premises. The Final Tenant shall submit Plans and the Final Landlord Plans are hereinafter referred to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) as the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed "Final Plans. If ." When the Final Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Plans have been approved by Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans , Landlord's Architect shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign promptly submit the Final Landlord Plans as soon as reasonably practicableto the appropriate governmental agencies for plan checking and the issuance of a building permit for the Shell and Core. The proposed Final Plans will be deemed to be complete and become Likewise, when the Final Tenant Plans upon execution thereof have been approved by Landlord and Tenant, Tenant's Architect shall promptly submit the Final Tenant Plans to the appropriate governmental agencies for plan checking and thereupon the issuance of a building permit for the Tenant Improvements. Landlord acknowledges and agrees that Landlord's Architect shall be solely responsible for obtaining the building permit for the Shell and Core. Tenant acknowledges and agrees that Tenant's Architect shall be solely responsible for obtaining the building permit for the Tenant Improvements. Landlord's Architect shall perform its work, including obtaining the building permit for the Shell and Core, in a timely manner which does not cause any delay in the Substantial Completion of the Improvements in accordance with the Project Schedule. Tenant's Architect shall perform its work, including obtaining the building permit for the Tenant Improvements, in a timely manner which does not cause any delay in the Substantial Completion of the Improvements in accordance with the Project Schedule. Landlord shall make available to Tenant at the "Meetings," as that term is defined in Section 14 of this Work Letter, below, and upon reasonable prior notice to Landlord at such Final Plans other times as Tenant may reasonably request, and Tenant shall have the right to review, Landlord's Architect's invoices, provided that if Tenant fails to object to such Landlord's Architect's invoices prior to Landlord's payment of the same in the ordinary course of Landlord's business, then Tenant shall be deemed to be a part have approved payment of this Lease such Landlord's Architect's invoices. Landlord shall pay such invoices by direct payment to Landlord's Architect and incorporated into this Lease by reference. Approval the total amount of all such payments made by Landlord to Landlord's Architect shall be included in Total Construction Costs. Tenant's Architect shall submit its invoices to Tenant for review and approval, and Tenant shall thereafter submit such invoices to Landlord. Landlord shall pay such approved invoices by direct payment to Tenant's Architect and the total amount of the Final Plans shall not be a representation or warranty of Landlord that all such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of payments made by Landlord to Tenant's Architect shall be debited from the Final Plans. All changes Allowance in the Final Plans must receive the prior written approval of Landlordaccordance with Section 9, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedbelow.

Final Plans. No later than Upon completion of the Schematic Drawings as revised in accordance with Paragraph 2.1 above and Lessor’s approval of same, the Architect shall prepare final plans and specifications and working drawings (collectively the “Final Plans”) based upon and incorporating such Schematic Drawings as revised as provided hereinabove. Upon completion of the Final Plans, same shall be submitted to Lessor and Lessee for approval. If Lessor consents in writing thereto, such Final Plans may exclude certain finish specifications (such as, the color of paint or the color or design of wall or floor coverings) so long as such specifications are not needed in order to submit the Final Plans for Permits (as hereinafter defined) and so long as such specifications are delivered to Lessor for Lessor’s approval thereof within thirty (30) days following the approval after delivery to Lessor of the Preliminary Final Plans. Such finish specifications shall not be incorporated into the Lessee Improvements until same are approved by Lessor in writing. Within ten (10) days after Lessee’s receipt of the Final Plans, Tenant Lessee shall submit notify Lessor and the Architect of the changes, if any, which Lessee desires to Landlord make to such Final Plans, which notice shall be in writing and shall identify with specificity the changes which Lessee desires to make and shall attach a proposed set copy of the Final Plans for approval initialed by LandlordLessee and showing the desired changes (the “Lessee’s Final Notice”). LandlordWithout Lessor’s approval of such proposed Final plans prior consent, which shall not be unreasonably withheld, conditioned withheld or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction Lessee shall not change any portion of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans which incorporate the improvements depicted in the Schematic Drawings, as soon as reasonably practicablerevised in accordance with Paragraph 2.1 above, or which is a natural progression of such improvements. The proposed Final Plans will be deemed to be complete and become Within a reasonable time following Lessor’s receipt of the Final Plans upon execution and Lessee’s Final Notice (but Lessor shall not be obligated to respond earlier than five (5) days nor later than ten (10) days after Lessor’s receipt of such Final Plans and Lessee’s Final Notice), Lessor shall approve or disapprove thereof (which disapproval shall be limited to a Design Problem) by Landlord and Tenant, and thereupon such written notice which shall identify with specificity the Design Problems as noted by Lessor (“Lessor’s Final Notice”). The Final Plans shall be deemed revised by the Architect to be a part of this Lease reflect those changes described in Lessee’s Final Notice which are not disapproved by Lessor and incorporated into this Lease by referencethose items set forth in Lessor’s Final Notice. Approval by Landlord of In such event, the Architect shall revise the Final Plans and then return them to Lessor and Lessee, which Lessor and Lessee shall not approve within three (3) days after receipt of same. This procedure shall be a representation repeated until the Final Plans are finally approved by Lessor and Lessee. The Final Plans may be submitted by Lessee in one or warranty of Landlord that more stages and at one or more times and Lessor’s approval shall apply with respect to each such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to portion submitted. The improvements depicted on the Final Plans. All changes in , as so revised, shall constitute the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall“Lessee Improvements.” At Lessor’s request, upon completion of the Tenant Improvementsrevised Final Plans, furnish Landlord with an accurateLessor and Lessee shall initial same, reproducible “as-built” plan thereby acknowledging their approval of the Tenant Improvements as constructedform of such Final Plans.

Final Plans. No later than thirty Lessor shall prepare or cause to be prepared (30) days following the approval of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant ImprovementsDES Architects and Engineers, as set forth on such plans, comply with all applicable governmental laws, codes, rulesarchitect, and regulations, Xxx Xxxx. as structural engineer) final plans and (b) such specifications for the Lessee Improvements. “Plans” shall hereinafter mean final plans are sufficiently detailed to allow construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item as may be made acceptable changed from time to Landlordtime in accordance with Paragraph 7 below. The proposed Final All Plans shall then be revised and re-submitted delivered to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans Lessee as soon as reasonably practicablepossible from the date hereof, subject, however to periods of delay encountered by Lessor in the preparation of Plans resulting from requests by Lessee for changes in the Plans subsequent to the date hereof. Lessor and Lessee hereby agree to act with diligence to cause the Plans to be approved and signed by the parties, in duplicate, as soon as possible, but in no event more than 10 days, after delivery of the Plans to Lessee. Following such approval and execution of the Plans changes may be made only in accordance with Paragraph 7 below. In the event that Lessee fails to approve the Plans pursuant to the provisions of this Paragraph 2 and as a result of such failure this Lease is terminated, unless such failure is due to Lessor’s unreasonable act or omission, Lessee agrees to indemnify Lessor for any and all nonreimbursed expenses, including, but not limited to, architects’ fees, engineering fees, non-refundable good faith deposits and attorney’s fees incurred by Lessor in connection with the preparation of the Plans and construction of the Premises. 3. CONTRACTING PROCESS/IMPROVEMENT BUDGET: Lessor, acting through Xxxx Xxxxxxx, and Lessee, acting through Xxx Xxxxxxxxxx of Xxxxxxxx Xxxx Company (the “Lessor and Lessee Representatives”), will, as soon as reasonably possible after approval of the Plans by both parties, agree on a general contractor to build the Lessee Improvements under the terms of a guaranteed maximum price contract. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans general contractor shall be deemed chosen after the Lessee Improvements project is bid by at least three (3) general contractors chosen by Lessor and Lessee. The successful bid will not necessarily be the lowest in fee alone, but rather the one providing the best overall value in the judgment of the Lessor and Lessee Representatives. The bids shall include the use of the subcontractors chosen by the parties, as provided for in the following paragraph. Lessor shall enter into a guaranteed maximum price contract with the chosen general contractor for the construction of the Lessee Improvements in accordance with the approved budget attached to the contract (the “Improvement Budget”). The Improvement Budget shall be a part detailed estimate of the Costs of the Lessee Improvements, which “Costs” shall include, in addition to specific work, those elements described in the definition of “costs” set forth in Paragraph 4 below. In no event shall the final Improvement Budget exceed the Improvement Allowance (as hereinafter defined) without Lessee’s prior written consent. Changes to the final Improvement Budget may be made only in accordance with Paragraph 8 below. As soon as possible after execution of this Lease by both parties and incorporated into this Lease by reference. Approval by Landlord selection of a general contractor, the Lessor and Lessee Representatives shall submit bid specifications to not less than two (2) agreed upon design build subcontractors for each of the Final Plans mechanical, electrical and plumbing work requirements of the project and shall not be a representation or warranty choose one such contractor for each area of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Planswork. All changes in other subcontracted trades shall be competitively bid to at least three (3) qualified subcontractors by the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedchosen general contractor. 4.

Final Plans. No later than thirty (30) days following the Upon approval by Landlord of the Preliminary Plans, Tenant shall arrange for Tenant's Architect to prepare final plans and specifications (the "Final Plans") for the Tenant Improvements in the Building. The Final Plans shall consist of complete architectural plans and specifications necessary to allow Tenant's Contractor to obtain all necessary permits and build the Tenant Improvements in the Building. The Final Plans shall substantially conform with the Preliminary Plans, shall include working drawings for all mechanical, electrical and plumbing work, partitions and doors, complete fixturing information, and material selections and finishes, and shall conform in all respects to the Building Standards, except to the extent provided under PARAGRAPH 3(a) of this Work Letter. Tenant shall submit the Final Plans to Landlord a proposed set of Final Plans for its review and approval by Landlord. Landlord’s as soon as reasonably possible, which approval of such proposed Final plans shall not be unreasonably withheld, conditioned delayed or delayedconditioned, provided that (a) the Tenant Improvements, as set forth on and which approval shall be granted if such plans, Final Plans substantially comply with all applicable governmental laws, codes, rules, and regulations, and the Preliminary Plans approved by Landlord. Within ten (b10) such plans are sufficiently detailed to allow construction business days after receipt of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable approve or suggest modifications to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The and designate those Tenant Improvements proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans Tenant which Tenant shall be deemed required to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord remove at the expiration or earlier termination of the Final Plans shall not be a representation Lease in accordance with PARAGRAPH 7(d) of the Lease; provided that Landlord may have such additional time to respond to Tenant as needed for Landlord's architect and other consultants to review and approve or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to disapprove the Final Plans. All changes in Tenant shall incorporate Landlord's suggested modifications to the Final Plans must receive (to the prior written approval extent acceptable to Tenant) or otherwise revise the Final Plans and resubmit the Final Plans to Landlord for Landlord's review and approval, which shall be provided within ten (10) business days following submission of such revised Final Plans; provided, that Landlord may have such additional time to respond to Tenant as needed for Landlord, 's architect and in other consultants to review and approve or disapprove the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedrevised Final Plans.

Final Plans. No later than Upon completion of the Schematic Drawings as revised in accordance with Paragraph 2.1 above, the Architect shall prepare final plans and specifications and working drawings (collectively the “Final Plans”) based upon and incorporating such Schematic Drawings as revised as provided hereinabove. Upon completion of the Final Plans, same shall be submitted to Lessor and Lessee for approval. If Lessor consents in writing thereto, such Final Plans may exclude certain finish specifications (such as, the color of paint or the color or design of wall or floor coverings) so long as such specifications are not needed in order to submit the Final Plans for Permits (as hereinafter defined) and so long as such specifications are delivered to Lessor for Lessor’s approval thereof within thirty (30) days following the approval after delivery to Lessor of the Preliminary Final Plans. Such finish specifications shall not be incorporated into the Lessee Improvements until same are approved by Lessor in writing. Within ten (10) days after Lessee’s receipt of the Final Plans, Tenant Lessee shall submit notify Lessor and the Architect of the changes, if any, which Lessee desires to Landlord make to such Final Plans, which notice shall be in writing and shall identify with specificity the changes which Lessee desires to make and shall attach a proposed set copy of the Final Plans for approval initialed by LandlordLessee and showing the desired changes (the “Lessee’s Final Notice”). LandlordWithout Lessor’s approval of such proposed Final plans prior consent, which shall not be unreasonably withheld, conditioned withheld or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction Lessee shall not change any portion of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans which incorporate the improvements depicted in the Schematic Drawings, as soon as reasonably practicablerevised in accordance with Paragraph 2.1 above, or which is a natural progression of such improvements. The proposed Final Plans will be deemed to be complete and become Within a reasonable time following Lessor’s receipt of the Final Plans upon execution thereof by Landlord and TenantLessee’s Final Notice (but Lessor shall not be obligated to respond earlier than ten (10) days after Lessor’s receipt of such Final Plans and Lessee’s Final Notice), Lessor shall approve or disapprove thereof. If Lessor disapproves, Lessor shall identify in writing and with specificity the reason for Lessor’s disapproval, and thereupon such the Final Plans shall be deemed revised by the Architect to be a part of this Lease reflect those changes described in Lessee’s Final Notice which are not disapproved by Lessor and incorporated into this Lease by referencesuch other items needed to satisfy Lessor’s objections thereto. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to The improvements depicted on the Final Plans. All changes in , as so revised, shall constitute the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall“Lessee Improvements.” At Lessor’s request, upon completion of the Tenant Improvementsrevised Final Plans, furnish Landlord with an accurateLessor and Lessee shall initial same, reproducible “as-built” plan thereby acknowledging their approval of the Tenant Improvements as constructedform of such Final Plans.

Final Plans. No later than Prior to the Commencement Date, Tenant will prepare and deliver preliminary plans and specifications for the Project, substantially conforming with the preliminary Site Plan. The Port will review, inspect and approve the work related to the design at thirty percent (30) days following %), sixty percent (60%), and one hundred percent (100%). Tenant will prepare final plans and specifications substantially conforming with any preliminary plans previously approved by the Port and submit them to the Port for approval, which approval of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed. Any disapproval by the Port will be given by written notice to Tenant specifying the reasons for such disapproval. The Port will complete its review, provided that and provide notice of its approval or disapproval, within twentyten (2010) business days following its receipt of each phase of design submittals (plans and specifications) (30%, 60% and 100%) Tenant’s proposed final plans and specification, and the Port’s failure to timely respond shall be deemed the Port’s approval thereof. Notwithstanding the foregoing or anything to the contrary contained herein, (a) in no event shall the Tenant ImprovementsPort be permitted to disapprove any plans unless such plans materially deviate from the most recent previously approved plans (or Site Plan), as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulationsapplicable, and (b) such the Port hereby agrees that it may not disapprove any plans (or other instrument depicting the Project) based on a reduction of square footage, so long as the square footage does not decrease below the amount contemplated in the definition of Project set forth in Section 1.52. Notwithstanding the foregoing, the Port may require Tenant to modify any plans and specifications prepared for the Project to incorporate mitigation measures (if any) that are sufficiently detailed required by any Authority with jurisdiction over the Property or Project, in connection with the SEPA analysis for a Project permit or entitlement (including Master Plan approval) required by Tenant. Following approval by the Port, the final plans and specifications will be referred to allow construction as the “Final Plans.” In connection with the Port’s review and approval of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant the Parties shall agree upon a “Developable Square Footage” of the Property, which shall represent the area of the Property that, subject to regulations regarding setbacks, critical areas, wetlands, and sign applicable development regulations, can be used for development (the Final Plans as soon as reasonably practicableterms Developable Square Footage and “Developable Square Feet” shall be used interchangeably in this Agreement). In no event shall the Developable Square Footage be less than 862,488 square feet. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans Developable Square Footage shall be deemed used to be a part of calculate the Base Rent owed by Tenant pursuant to Article 4. The Parties shall execute an amendment to this Lease and incorporated into this Lease by reference. Approval by Landlord of Agreement memorializing the Final Plans Developable Square Footage, which amendment shall not be require Port of Seattle Commission approval if the process herein is followed. To the extent the Permit Plans, defined below in Section 7.3.3, indicate a representation Developable Square Footage or warranty of Landlord that such plans are adequate for any usecomparable figure, purpose, or condition, or that such plans comply with any applicable law or code, but it shall merely be the consent of Landlord same as the Developable Square Footage agreed to by the Final Plans. All changes Parties in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedthis Section 7.3.2.

Final Plans. No later than thirty As soon as the Preliminary Plans are approved by Landlord, Tenant shall prepare final plans, specifications and working drawings for the Tenant Improvements (30the "Final Plans") days following the approval that are consistent with and logical evolutions of the approved Preliminary Plans and shall deliver the same to Landlord for approval. Concurrently with the delivery of the Final Plans, Tenant shall submit deliver to Landlord for Landlord's approval a proposed schedule of values ("Schedule of Values") allocating costs to the various portions of the work involved in the construction and installation of the Tenant Improvements and setting forth Tenant's reasonable, good faith estimate of the timing of Landlord's disbursements of the Tenant Improvement Allowance (as defined in Section 4.1 below) and the amount of each such disbursement. If Landlord disapproves the Final Plans and/or the Schedule of Values, Landlord shall deliver to Tenant, as soon as reasonably possible but within five (5) business days following receipt thereof, written notice of such disapproval. Such notice shall specify all changes that must be made to the Final Plans and/or the Schedule of Values as a condition of Landlord's approval thereof. Within five (5) business days following receipt of Landlord's notice of disapproval, Tenant shall deliver a revised set of Final Plans for approval and/or Schedule of Values to Landlord, which Final Plans and/or Schedule of Values shall incorporate all changes specified in Landlord's notice of disapproval. As soon as Landlord approves the Final Plans and the Schedule of Values submitted by LandlordTenant, Landlord and Tenant shall each sign the same. Landlord’s approval of such proposed Except as otherwise specifically provided in this Work Letter, the term "Final plans Plans" as hereinafter used shall not be unreasonably withheld, conditioned or delayed, provided that (a) mean the Tenant Improvements, as set forth on such final plans, comply with all applicable governmental lawsspecifications, codes, rules, working drawings and regulations, and (b) such plans are sufficiently detailed to allow Schedule of Values approved by Landlord for the construction of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.

Final Plans. No later than Within thirty (30) days following the after any approval by both Landlord and Tenant of the Preliminary Expansion Plans, the Preliminary Budget and the Preliminary Schedule pursuant to Section 27.3, Landlord shall cause to be prepared: (i) final plans, drawings and specifications for the Expansion Premises (the "Final Expansion Plans") prepared, based on and in substantial accordance with the Preliminary Expansion Plans, and designating any items required to be constructed or installed by Tenant shall submit at its own cost and expense ("Tenant's Work"); (ii) a comprehensive budget for the construction of the Expansion Premises (the "Expansion Budget"); and (iii)a comprehensive schedule for the Construction of the Expansion Premises (the "Expansion Schedule"; the Final Expansion Plans, the Expansion Budget and the Expansion Schedule being referred to herein collectively as the "Expansion Documents"). Landlord a proposed set of Final Plans shall, within said thirty (30) day period, deliver the Expansion Documents to Tenant for its approval, which approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld. Tenant shall notify Landlord, conditioned in writing, of Tenant's approval or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction dixxxxxxval of the Expansion Documents within thirty (30) days after Tenant's receipt thereox. Xx Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval disapproves any of the proposed Final Plans. If Landlord disapproves Expansion Documents,or any aspect of the proposed Final Plansmodification thereof, Landlord shall so notify cause thesame to be modified in such respects as Landlord deems appropriate and resubmitted to Tenant within fifteen (15)days after receipt of Tenant's notice of disaxxxxxxl. In the event that Tenant,acting reasonably and specify how any such disapproved item may in good faith, fails to approve all of the Expansion Documents within one hundred eighty (180) days after delivery of the Expansion Notice, then the Expansion Notice shall automatically be made acceptable to Landlord. The proposed Final Plans shall then be revised deemed withdrawn,and re-submitted to Landlord rendered null and Landlord void and Tenant shall agree upon pay to Landlord as Additional Rent, promptly following demand, an amount equal to all costs and sign expenses reasonably paid or incurred by Landlord in connection with Tenant's exercise of the Final Plans as soon as reasonably practicableExpansion Option, including, without limitati on, fees of architects, engineers and consultants involved in Landlord's review and approval of the Preliminary Expansion Plans, preparation of the Expansion Documents,the costs associated with preparing and negotiating the Amendment Terms, and any option or similar fees; provided, however, that Tenant may later deliver an Expansion Notice if Tenant later desires to attempt to exercise the Expansion Option, in which case the terms and conditions of this Section shall again apply. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof Expansion Documents, if approved by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of will supercede the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Preliminary Expansion Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed.

Final Plans. No later than thirty Within twelve (3012) days following the after approval by Tenant of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans preliminary budget for approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned or delayed, provided that (a) the Tenant Improvements, as set forth on such Tenant shall cause Architect to commence preparing complete plans, comply specifications and working drawings which incorporate and are consistent with all applicable governmental laws, codes, rulesthe approved Preliminary Plans and preliminary budget, and regulationswhich show in detail the intended design, construction and (b) such plans are sufficiently detailed to allow construction finishing of all portions of the Tenant Improvements described in a good the Preliminary Plans (collectively, the "Final Plans"). Tenant shall cause Architect to deliver the Final Plans to Landlord, for Landlord's review and workmanlike mannerapproval. Within five (5) days after Landlord's receipt of the Final Plans, Landlord shall advise Tenant of Landlord’s approval either approve or disapproval of disapprove the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, then Landlord shall so notify Tenant and specify how any such disapproved item may state in reasonable detail the changes which Landlord requires to be made acceptable thereto. Tenant shall submit to Landlord. The proposed Landlord revised Final Plans within five (5) days after Tenant's receipt of Landlord's disapproval notice. Following Landlord's receipt of the revised Final Plans from Tenant, Landlord shall have the right to review and approve the revised Final Plans pursuant to this Paragraph 2.2.3. Landlord shall give Tenant written notice of its approval or disapproval of the revised Final Plans within five (5) days after the date of Landlord's receipt thereof. If Landlord disapproves the revised Final Plans, then be revised and re-submitted to Landlord and Landlord and Tenant shall continue to follow the procedures set forth in this Paragraph 2.2.3 until either (x) Landlord and Tenant approve such Final Plans in accordance with this Paragraph 2.2.3, or (y) the date that is thirty (30) days after submittal of the initial Final Plans, whichever shall first occur. If Landlord and Tenant do not mutually agree upon and sign the Final Plans on or before such date, then Landlord may in its sole discretion terminate this Lease upon written notice to Tenant. If Landlord neither approves nor disapproves the Final Plans within the applicable time periods provided above, Landlord shall be deemed to have disapproved the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedsubmitted.

Final Plans. No later than thirty (30) days following the Upon mutual approval of the Preliminary Space Plan, Tenant shall cause to be prepared such plans, drawings, and specifications (collectively, the “Plans”) as may be necessary to obtain a building permit for construction of the Extension Improvements. Upon completion thereof, the Plans shall be submitted to Landlord for approval. Landlord shall notify Tenant, in writing, within five (5) business days following receipt by Landlord of the Plans if Landlord approves the Plans or disapproves of any portion thereof. Such disapproval shall be communicated with sufficient specificity to enable Tenant to revise the Plans in a manner acceptable to Landlord. If Landlord objects to any portion of the Plans, Tenant shall submit cause the same to be revised, and shall resubmit the revised Plans to Landlord for approval. Landlord shall have two (2) days to approve or disapprove of the revised Plans. The foregoing process shall continue until the Plans are approved by Landlord; provided, however, that each time Landlord disapproves of any portion of the Plans, Landlord’s subsequent comments shall be limited solely to the revisions to, or any new elements of, the Plans. If Landlord fails to approve or respond to Tenant’s initial request for approval of the Plans or to Tenants’ revisions to the Plans within the respective five (5) business day or two (2) day periods provided above, then Tenant may, within five (5) business days following the expiration of such five (5) business day or two (2) day period described above, provide to Landlord a proposed set of Final Plans for approval by Landlordsecond written request (the “Second Request”) stating in large, bold and capped font the following: “THIS IS TENANT’S SECOND REQUEST TO LANDLORD. Landlord’s approval of such proposed Final plans shall not be unreasonably withheldLANDLORD FAILED TO TIMELY APPROVE OR RESPOND TO TENANT’S FIRST REQUEST FOR APPROVAL OF THE PLANS [or TENANT’S REVISIONS TO THE PLANS] IN ACCORDANCE WITH SECTION 1 OF EXHIBIT C-2 OF THE SECOND AMENDMENT TO LEASE. IF LANDLORD FAILS TO RESPOND TO THIS SECOND REQUEST FOR APPROVAL OF THE PLANS [OR TENANT’S REVISIONS TO THE PLANS] WITHIN FIVE (5) BUSINESS DAYS OF LANDLORD’S RECEIPT OF THIS SECOND REQUEST, conditioned or delayed, provided that TENANT’S PLANS [OR TENANT’S REVISIONS TO THE PLANS] SHALL BE DEEMED APPROVED BY LANDLORD.” If (a) Tenant’s Second Request strictly complies with the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulationsterms of this Section 1.2, and (b) such plans are sufficiently detailed Landlord fails to allow construction of the notify Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant within five (5) business days of Landlord’s approval or disapproval receipt of such Second Request, then the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign or the Final Plans revisions thereto, as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenantapplicable, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease approved by referenceLandlord. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible 1 - Exhibit “asC-2” 13016-built” plan of the Tenant Improvements as constructed.007 Fastly Second Amendment

Final Plans. No later than thirty (30) days following the approval of the Preliminary PlansMarch 24, 1997, Tenant shall submit cause Architect to Landlord a proposed set commence preparing complete plans, specifications and working drawings which incorporate and are consistent with the approved Preliminary Plans and preliminary budget, and which show in detail the intended design, construction and finishing of all portions of the Tenant Improvements described in the Preliminary Plans (collectively, the "FINAL PLANS"). Tenant shall cause Architect to deliver the Final Plans to Landlord, for Landlord's review and approval, no later than April 21, 1997. Within five (5) days after Landlord's receipt of the Final Plans, Landlord shall either approve or disapprove the Final Plans, which approval by Landlord. Landlord’s approval of such proposed Final plans shall not be unreasonably withheld, conditioned . Landlord's failure to approve or delayed, provided that (a) disapprove the Tenant Improvements, as set forth on Final Plans within such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed five-day period shall be deemed to allow construction constitute Landlord's approval of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, then Landlord shall so notify Tenant and specify how any such disapproved item may state in reasonable detail the changes which Landlord requires to be made acceptable thereto. Tenant shall submit to Landlord. The proposed Landlord revised Final Plans within five (5) days after Tenant's receipt of Landlord's disapproval notice. Following Landlord's receipt of the revised Final Plans from Tenant, Landlord shall have the right to review and approve the revised Final Plans pursuant to this PARAGRAPH 2.2.3. Landlord shall give Tenant written notice of its approval or disapproval of the revised Final Plans within five (5) days after the date of Landlord's receipt thereof. Landlord's failure to approve or disapprove the Final Plans within such five-day period shall be deemed to constitute Landlord's approval of the revised Final Plans. If Landlord disapproves the revised Final Plans, then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign continue to follow the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by procedures set forth in this PARAGRAPH 2.2.3 until Landlord and Tenant, and thereupon Tenant reasonably approve such Final Plans shall be deemed to be a part of in accordance with this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructedPARAGRAPH 2.2.3.

Final Plans. No later than thirty (30) days As soon as is commercially reasonable following the approval of the Preliminary Plans, Tenant shall submit to Landlord a proposed set of Final Plans for approval by Landlord. Landlord’s approval of such proposed Final plans Plans shall not be unreasonably withheld, conditioned or delayed, provided unless such are inconsistent with the approved Preliminary Plans or reveal a Design Problem, in which event Landlord may disapprove of the Final Plans in its sole discretion. As used herein, a “Design Problem” means a condition that results, or may result, from the Final Plans that are proposed that, if implemented: (a1) the Tenant Improvements, as set forth on such plans, does or would not comply with all applicable governmental laws; (2) does or would not meet or exceed Building Standard; (3) would exceed the capacity, codesadversely affects, rulesis incompatible with, and regulationsor impairs Landlord’s ability to maintain, and operate, alter, modify or improve the Building; (b4) such plans are sufficiently detailed to allow construction would affect the exterior appearance of the Building or Common Areas; (5) would affect the Base Building, (6) violates any agreement affecting the Building; (7) costs materially more to demolish than Building Standard materials (unless Tenant Improvements is required or agrees to pay the cost thereof); (8) violates any insurance regulations or standards for a fire-resistive office building; or (9) locates any equipment, wiring, cabling or conduit or Tenant’s Personal Property on the roof of the Building or in a good and workmanlike mannerCommon Areas (e.g., areas of the Building intended for the common benefit of all tenants thereof). Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans within seven (7) days after Landlord’s receipt of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans as soon as reasonably practicableon or before April 15, 2010. The proposed Final Plans will be deemed to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to the Final Plans. All changes in the Final Plans must receive the prior written approval of LandlordLandlord as indicated above, and in the event of any such approved change, Tenant shall, upon completion of the Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan accurate record drawings (in CADD file format) of the Tenant Improvements as constructed.

Final Plans. No later than thirty (30) days As soon as available following the approval of the Preliminary Final Space Plans, and in any event on or before April 30, 2001, Tenant shall submit furnish to Landlord a proposed set of Final Plans for Landlord's written approval by Landlord. Landlord’s (which approval of such proposed Final plans shall not be unreasonably withheld) working plans and specifications (the "Working Drawings") prepared by Xxxxxx's Architect for all of the improvements which Tenant desires to be constructed in the Premises; provided, conditioned however, that all mechanical, electrical and plumbing engineering drawings included in the Working Drawings shall be prepared by an engineer designated by Landlord, who shall be engaged by Xxxxxx ("Tenant's Engineer"). The Working Drawings shall show improvements that conform to the Final Space Plans (except to the extent specifically noted therein or delayedin accompanying specifications) and the Building Construction Standards, provided that (a) the Tenant Improvementsshall separately note any proposed structural work or extraordinary or supplemental electrical, as set forth on such plans, comply with all applicable governmental laws, codes, rulesplumbing or HVAC requirements, and regulations, and (b) such plans are sufficiently detailed shall be in sufficient detail as to allow enable the general contractor for the work to obtain all necessary governmental permits for construction of all of the Tenant Improvements improvements and to secure complete bids from qualified contractors to perform the work for all of the improvements to be constructed in a good and workmanlike mannerthe Premises. Landlord shall advise Tenant respond to the Working Drawings within ten (10) Business Days of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlordits receipt thereof. The proposed Final Plans Working Drawings shall identify any "long-lead" materials then be revised and re-submitted to Landlord and Landlord and known by Tenant or Xxxxxx's Architect. Tenant shall agree upon and sign the Final Plans as soon as reasonably practicable. The proposed Final Plans will be deemed respond promptly to be complete and become the Final Plans upon execution thereof by Landlord and Tenant, and thereupon such Final Plans shall be deemed to be a part of this Lease and incorporated into this Lease by reference. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent written objections of Landlord to the Working Drawings and shall resubmit appropriately revised Working Drawings prepared by Xxxxxx's Architect within five (5) Business Days of Tenant's receipt of Landlord's written objections, and such resubmitted plans shall clearly indicate which portions of the plans are revised and which portions of the plans remain unchanged from the previously submitted plans. Landlord shall respond to resubmitted Working Drawings promptly. This procedure shall be followed until all objections have been resolved and the Working Drawings approved; provided however, that if Tenant has not submitted acceptable Working Drawings to Landlord on or before June 1, 2001, as such date shall be extended as provided below (the "Final Plans. All changes in Plan Date"), then each day beyond the Final Plans must receive Plan Date that Tenant has not submitted acceptable Working Drawings to Landlord shall constitute a day of Tenant Delay under Paragraph 4.e. below. If Landlord fails to provide any required consent or disapproval within the prior written approval applicable time period set forth this Paragraph 4.a., then the Final Plan Date shall be extended by one day for each day of Landlord, 's net delinquency (and in determining "net delinquency" each day of Landlord's delinquency in providing a required consent or disapproval under this Paragraph 4.a. shall be offset by each day, if any, prior to the event of applicable deadline that Landlord delivers any such other consent or disapproval required under this Paragraph 4.a.). The Working Drawings, as approved changein writing by Landlord, Tenant shall, upon completion of are hereinafter called the "Plans," and the work shown on the Plans is hereinafter called the "Tenant Improvements, furnish Landlord with an accurate, reproducible “as-built” plan of the Tenant Improvements as constructed."

Final Plans. No later than Upon completion of the Schematic Drawings as revised in accordance with Section 2.1 above, the Architect shall prepare final plans and specifications and working drawings, including engineered Mechanical, Electrical and Plumbing drawings (collectively the "Final Plans") based upon and incorporating such Schematic Drawings as revised as provided hereinabove. Upon completion of the Final Plans, same shall be submitted to Lessor and Lessee for approval. If Lessor consents in writing thereto, such Final Plans may exclude certain finish specifications (such as, the color of paint or the color or design of wall or floor coverings) so long as such specifications are not needed in order to submit the Final Plans for Permits (as hereinafter defined) and so long as such specifications are delivered to Lessor for Lessor's approval thereof within thirty (30) days following the approval after delivery to Lessor of the Preliminary Final Plans. Such finish specifications shall not be incorporated into the Lessee Improvements until same are approved by Lessor in writing. Within ten (10) days after Lessee's receipt of the Final Plans, Tenant Lessee shall submit notify Lessor and the Architect of the changes, if any, which Lessee desires to Landlord make to such Final Plans, which notice shall be in writing and shall identify with specificity the changes which Lessee desires to make and shall attach a proposed set copy of the Final Plans for approval initialed by LandlordLessee and showing the desired changes (the "Lessee's Final Notice"). Landlord’s approval of such proposed Final plans Without Lessor's prior consent, which shall not be unreasonably withheld, conditioned withheld or delayed, provided that (a) the Tenant Improvements, as set forth on such plans, comply with all applicable governmental laws, codes, rules, and regulations, and (b) such plans are sufficiently detailed to allow construction Lessee shall not change any portion of the Tenant Improvements in a good and workmanlike manner. Landlord shall advise Tenant of Landlord’s approval or disapproval of the proposed Final Plans. If Landlord disapproves any aspect of the proposed Final Plans, Landlord shall so notify Tenant and specify how any such disapproved item may be made acceptable to Landlord. The proposed Final Plans shall then be revised and re-submitted to Landlord and Landlord and Tenant shall agree upon and sign the Final Plans which incorporate the improvements depicted in the Schematic Drawings, as soon as reasonably practicablerevised in accordance with Section 2.1 above, or which is a natural progression of such improvements. The proposed Final Plans will be deemed to be complete Within ten (10) business days, Lessor shall approve or disapprove thereof. If Lessor disapproves, Lessor shall identify in writing and become with specificity the Final Plans upon execution thereof by Landlord and Tenantreason for Lessor's disapproval, and thereupon such the Final Plans shall be deemed revised by the Architect to reflect those changes described in Lessee's Final Notice which are not disapproved by Lessor and such other items needed to satisfy Lessor's objections thereto, all of which must also be a part of this Lease and incorporated into this Lease approved by referencethe Lessee. Approval by Landlord of the Final Plans shall not be a representation or warranty of Landlord that such plans are adequate for any use, purpose, or condition, or that such plans comply with any applicable law or code, but shall merely be the consent of Landlord to The improvements depicted on the Final Plans. All changes in , as so revised, shall constitute the Final Plans must receive the prior written approval of Landlord, and in the event of any such approved change, Tenant shall"Lessee Improvements." At Lessor's request, upon completion of the Tenant Improvementsrevised Final Plans, furnish Landlord with an accurateLessor and Lessee shall initial same, reproducible “as-built” plan thereby acknowledging their approval of the Tenant Improvements as constructedform of such Final Plans.