Common use of Initial Tenant Work Clause in Contracts

Initial Tenant Work. As used herein, the “Initial Tenant Work” shall mean all alterations, additions or improvements performed, or to be performed, in or about the Premises that are required initially to put the Premises in condition suitable for Tenant’s use and occupancy for the Permitted Use, as and to the extent described in Exhibit C attached hereto, excluding the Shell Condition Work (as defined in Exhibit C attached hereto). The Initial Tenant Work shall include, without limitation, the Dedicated Venting System, the installation of a separate HVAC system for the 16th Floor Premises, and the installation of the Back-Up Power And Supplemental Components referenced in Exhibit F attached hereto. The Initial Tenant Work shall be performed by Landlord in accordance with, and subject to, the provisions of Exhibit C attached hereto. Landlord shall also deliver the Premises on the Term Commencement Date with all base building systems serving the Premises in good working order. Notwithstanding anything to the contrary, to the extent that any changes to the Base Building (as defined in Section 5 below) are specifically required solely because of Tenant’s research and development use, lab use or the lab specifications for the Initial Tenant Work (“Base Building Modifications”, which shall not include any modifications to the Base Building required by the Initial Tenant Work for general office use), Landlord shall perform such Base Building Modifications and Tenant shall pay for all costs of such Base Building Modifications as a part of the Excess Tenant Work Costs (as defined in Exhibit C attached hereto). Landlord represents to Tenant that, to Landlord’s knowledge, there are no actionable levels of Hazardous Materials (as defined in Exhibit F attached hereto) existing at the Premises as of the Effective Date. Landlord shall protect, defend, indemnify and hold Tenant harmless from any and all costs for any removal, encapsulation or remediation required by applicable Environmental, Health and Safety Laws for any actionable levels of Hazardous Materials existing at the Premises as of the Term Commencement Date, except to the extent such Hazardous Materials were brought onto the Premises or the Property by Tenant, its employees, agents, or contractors. Except as expressly provided in this Section 3.02, and subject to Landlord’s obligations as expressly provided in Exhibit C and its other obligations under this Lease, the Premises shall be leased by Tenant in their current “as is” condition and configuration without any representations or warranties by Landlord.

Initial Tenant Work. As used hereinLandlord, the “Initial Tenant Work” shall mean all alterations, additions or improvements performed, or to be performed, in or about the Premises that are required initially to put the Premises in condition suitable for Tenant’s use and occupancy for the Permitted Use, as and to the extent described in Exhibit C attached hereto, excluding the Shell Condition Work (as defined in Exhibit C attached hereto). The Initial Tenant Work shall include, without limitation, the Dedicated Venting System, the installation of a separate HVAC system for the 16th Floor Premises, and the installation of the Back-Up Power And Supplemental Components referenced in Exhibit F attached hereto. The Initial Tenant Work shall be performed by Landlord in accordance with, and subject to, upon and in accordance with the following provisions of Exhibit C attached hereto. Landlord this Section 1.5, shall also deliver perform the work needed to prepare the Premises for Tenant's initial occupancy thereof (such work being herein called the "INITIAL TENANT WORK"): 1.5.1. Tenant, on the Term Commencement Date with all base building systems serving the Premises in good working order. Notwithstanding anything or before June 30, 2000, shall submit to the contraryLandlord, to the extent that any changes to the Base Building (as defined in Section 5 below) are specifically required solely because for Landlord's approval, a complete and coordinated set of Tenant’s research working, finished and development use, lab use or the lab detailed construction drawings and specifications for the Initial Tenant Work (“Base such drawings and specifications are herein called the ("INITIAL TENANT WORK PLANS"), which Initial Tenant Work Plans shall (i) comply with all Legal Requirements (as defined in Article 13 hereof) and Building Modifications”standards, and (ii) be sealed by a licensed architect and suitable for the issuance of any required building permit. Landlord's approval of the Initial Tenant Work Plans shall not be unreasonably withheld, unless the work described thereon either (x) affects the exterior (including the appearance) of the Building or any other portion of the Building outside of the Premises, (y) is structural or affects the structural elements of the Building, or (z) affects the usage or the proper functioning of the Building Systems (as defined in Article 13 hereof) or any part thereof. 1.5.2. Landlord makes no representations or warranties regarding the compliance of the Premises with the Americans with Disabilities Act of 1990 (the "ADA"). With respect to the current condition of the Premises and any alterations or improvements that Tenant makes to the interior of the Premises (or which are made on Tenant's behalf), regardless of whether Tenant has obtained Landlord's consent to such alterations or improvements, Tenant shall be fully responsible for complying with and paying any costs associated with any and all requirements of the ADA. In addition, if any alterations are required to be made to the Premises due to changes in or regulations under the ADA or judicial interpretations of the requirements of the ADA coming into existence following the Commencement Date, or due to changes in Tenant's use of the Premises or in the nature of Tenant's conduct of its business in the Premises (including but not limited to any changes in use or business conduct arising out of a sublease or assignment, or resulting in the Premises being deemed a "PLACE OF PUBLIC ACCOMMODATION" under the ADA), Tenant shall be fully responsible for complying with and paying any costs associated with any and all requirements of the ADA arising in connection therewith. 1.5.3. Landlord, promptly after its approval of the Initial Tenant Work Plans, shall apply to the appropriate Governmental Authorities (as defined in Article 13 hereof) for any building permit(s) which shall be required in connection with Landlord's performance of the Initial Tenant Work. 1.5.4. Landlord, promptly after the date on which any required building permit(s) are issued, of if no building permit is required, the date on which Landlord shall have approved the Initial Tenant Work Plans, shall commence to perform the Initial Tenant Work, and thereafter diligently prosecute the Initial Tenant Work to completion. Landlord shall solicit competitive bids from at least three (3) subcontractors designated by Landlord (subject to Tenant's approval, which shall not include any modifications be unreasonably withheld or delayed) for each trade required in connection with the Initial Tenant Work, and work for each trade shall, unless otherwise instructed by Tenant, be awarded to the Base Building required by subcontractor for such trade submitting the lowest bid in accordance with the applicable bid documents. Landlord shall perform the Initial Tenant Work for general office use), Landlord shall perform such Base Building Modifications and Tenant shall pay for all costs of such Base Building Modifications as a part of in accordance with the Excess approved Initial Tenant Work Costs (as defined Plans, in Exhibit C attached hereto). Landlord represents to Tenant thatcompliance with all Legal Requirements, to Landlord’s knowledge, there are no actionable levels of Hazardous Materials (as defined and otherwise in Exhibit F attached hereto) existing at the Premises as of the Effective Datea good and workmanlike manner. 1.5.5. Landlord shall protect, defend, indemnify and hold Tenant harmless from any and all costs arrange for any removalinspections, encapsulation or remediation and shall apply for and obtain any certificate of occupancy, required by applicable Environmentalany Governmental Authority. 1.5.6. Tenant, Health and Safety Laws for any actionable levels of Hazardous Materials existing at the Premises as in respect of the Term Commencement DateInitial Tenant Work, except shall pay Landlord an amount equal to the extent such Hazardous Materials were brought onto excess (if any) of (i) the Premises or Landlord's TW Cost (as hereinafter defined), over (ii) the Property Tenant's Allowance (as hereinafter defined); which amount shall be paid by Tenant, its employeesfrom time to time, agentsin one or more installments, within ten (10) days after any written request therefor from Landlord. Landlord shall be entitled to require (a) prior to commencing the Initial Tenant Work, payment by Tenant to Landlord of forty-five percent (45%) of Landlord's estimate of such excess amount and (b) within thirty (30) days after commencing the Initial Tenant Work, payment by Tenant to Landlord of forty-five percent (45%) of Landlord's estimate of such excess amount, and (c) upon substantial completion of the Initial Tenant Work, payment by Tenant to Landlord of the remaining unpaid balance, if any, of the actual amount of such excess amount. The "LANDLORD'S TW COST" shall mean an amount equal to 113% of the aggregate of all construction and ancillary costs actually incurred by Landlord in the performance of, or contractors. Except as expressly provided otherwise in this Section 3.02connection with, the Initial Tenant Work (which costs shall include without limitation any (i) any profit or override payable by Landlord to the contractors prosecuting the Initial Tenant Work, and subject to Landlord’s obligations as expressly provided in Exhibit C and its other obligations under this Lease(ii) architectural, the Premises shall be leased by Tenant in their current “as is” condition and configuration without any representations or warranties engineering, design, permitting and/or government inspection costs incurred by Landlord). The "TENANT'S ALLOWANCE" shall mean an amount equal to TWO HUNDRED TWENTY-SEVEN THOUSAND FIVE HUNDRED FORTY-FIVE and 00/100 DOLLARS ($227,545.00) (i.e., $17.00 per rentable square foot of the Premises).

Initial Tenant Work. As used hereinLandlord, at Landlord’s sole cost and expense (except as hereinafter provided), subject to, upon and in accordance with the following provisions of this Section 1.5, shall construct the Premises in accordance with the Initial Tenant Work Plans (as hereinafter defined) (such work being herein called the “Initial Tenant Work” shall mean all alterations, additions or improvements performed, or to be performed”), in or about accordance with the following provisions: 1.5.1. Landlord and Tenant have approved the final plans for the Premises that are required initially to put prepared by ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ Architects, dated 04/12/10, last revised 07/12/10, identified as Plan SP-2 (the Premises “Initial Tenant Work Plans”), attached hereto and made a part hereof as Exhibit B. 1.5.2. Landlord shall construct the Initial Tenant Work in condition suitable for Tenant’s use and occupancy for compliance with the Permitted UseAmericans with Disabilities Act of 1990 (the “ADA”), as and to the extent described such compliance is required as of the Commencement Date (and except with respect to compliance required due to installation of Tenant’s furniture, trade fixtures and equipment in Exhibit C attached heretothe Premises). With respect to any (i) particular use of the Premises by Tenant (other than general office use), excluding including any such particular use resulting from the Shell Condition Premises being deemed a “place of public accommodation” under the ADA, or (ii) alterations or improvements that Tenant makes to the interior of the Premises (or which are made on Tenant’s behalf, other than the Initial Tenant Work), regardless of whether Tenant has obtained Landlord’s consent to such alterations or improvements, Tenant shall be fully responsible for complying with and paying any costs associated with any and all requirements of the ADA with respect to such particular use or alterations or improvements by Tenant. If any alterations are required to be made to the Premises due to changes in or regulations under the ADA or judicial interpretations of the requirements of the ADA coming into existence following the Commencement Date which impose obligations with respect to general office use, Landlord shall be fully responsible for complying with and paying any costs associated with any and all requirements of the ADA arising in connection therewith. If any alterations are required to be made to the Premises due to changes in or regulations under the ADA or judicial interpretations of the requirements of the ADA coming into existence following the Commencement Date which impose obligations with respect to Tenant’s particular use of the Premises (other than general office use) or such Tenant’s particular use resulting in the Premises being deemed a “place of public accommodation” under the ADA, Tenant shall be fully responsible for complying with and paying any costs associated with any and all requirements of the ADA arising in connection therewith. Notwithstanding the foregoing, Landlord shall be responsible for constructing any improvements to the Public Areas of the Building, the Building Systems and the structural elements of the Building which are required to be made to bring the Base Building into compliance with the ADA as of the Commencement Date, and to maintain such compliance during the Term of this Lease. 1.5.3. Landlord or Landlord’s agent shall act as construction manager with respect to the Initial Tenant Work. 1.5.4. Landlord shall substantially complete the Initial Tenant Work not later than November 1, 2010 (as defined in Exhibit C attached heretoextended by the number of days of Tenant Delays). The Landlord shall perform the Initial Tenant Work using Building-standard materials, in accordance with the Initial Tenant Work Plans, and otherwise in a good and workmanlike manner. Each office and conference room shall have installed therein at least one (1) electric receptacle containing four (4) electrical outlets and one (1) receptacle containing two (2) electrical outlets, and each cubicle shall have installed therein at least three (3) electrical outlets. Notwithstanding the foregoing, the Initial Tenant Work shall include, without limitation, the Dedicated Venting System, not include the installation of a separate HVAC system for the 16th Floor Premisesany network or voice/data wiring or cabling, and the set-up of Tenant’s equipment, or installation of the Back-Up Power And Supplemental Components referenced in Exhibit F attached heretoany furniture. 1.5.5. The Initial Tenant Work shall be performed deemed to be “substantially completed” even though minor details or adjustments of or in such work (herein called “punchlist items”) are not then completed and, so long as Tenant’s use and occupancy of the Premises is not prohibited by Landlord in accordance withwritten order of any applicable governmental authority, and subject to, the provisions no certificate of Exhibit C attached heretooccupancy has been issued. Landlord shall also indemnify, defend and hold harmless Tenant from and against any and all liability for violations of any applicable code, ordinance or other legal requirements arising in connection with Landlord’s performance of the Initial Tenant Work, including but not limited to any liability for Landlord’s failure to obtain any required certificate of occupancy. Tenant, within fifteen (15) Business Days after the Commencement Date, shall prepare, and deliver to Landlord, a list (herein called the Premises “Punch­list”) of all punchlist items with respect to the Initial Tenant Work; any punchlist items not included on the Term Commencement Date Punchlist shall be deemed waived by Tenant. Landlord shall, at its expense, complete or correct all punchlist items included on the Punchlist, within thirty (30) days of the delivery of the Punchlist to Landlord (or if such completion or correction work cannot with all base building systems serving due diligence be completed or corrected within thirty (30) days, then within a reasonable period of time thereafter, pro­vided that Landlord is prosecuting such work diligently); provided, however, that in no event shall Landlord be obligated to repair any damage to any of the Premises in good working order. Notwithstanding anything to the contrary, to the extent Initial Tenant Work that was caused by Tenant or any changes to the Base Building Tenant Parties (as defined in Section 5 below) are specifically required solely because of Tenant’s research Article 13 hereof). Landlord will warrant and development use, lab use or will cause the lab specifications for subcontractors performing the Initial Tenant Work (“Base Building Modifications”, which shall not include any modifications to the Base Building required by warrant the Initial Tenant Work against defects in workmanship and materials for general office use)a period of one (1) year after the date of substantial completion of the Initial Tenant Work. If Tenant discovers any such defect and notifies Landlord of same in writing before the expiration of such one (1) year period, Landlord shall perform shall, at its sole cost and expense, repair or correct such Base Building Modifications defect with reasonable dispatch and Tenant shall pay for all costs of such Base Building Modifications as a part diligence within thirty (30) days of the Excess Tenant Work Costs (as defined in Exhibit C attached hereto). Landlord represents to Tenant that, to Landlord’s knowledge, there are no actionable levels of Hazardous Materials (as defined in Exhibit F attached hereto) existing at the Premises as delivery of the Effective Date. notice thereof to Landlord shall protect(or if such repair or correction work cannot with due diligence be completed or corrected within thirty (30) days, defend, indemnify and hold Tenant harmless from any and all costs for any removal, encapsulation or remediation required by applicable Environmental, Health and Safety Laws for any actionable levels then within a reasonable period of Hazardous Materials existing at the Premises as of the Term Commencement Date, except to the extent such Hazardous Materials were brought onto the Premises or the Property by Tenant, its employees, agents, or contractors. Except as expressly provided in this Section 3.02, and subject to Landlord’s obligations as expressly provided in Exhibit C and its other obligations under this Lease, the Premises shall be leased by Tenant in their current “as is” condition and configuration without any representations or warranties by Landlordtime thereafter).