Common use of Tenant Change Orders Clause in Contracts

Tenant Change Orders. No material changes or modifications to the Approved Working Drawings shall be made by Tenant except by a written change order signed by Landlord and Tenant. If Tenant desires any material change in the Approved Working Drawings, Tenant shall cause the Architect or the Contractor to prepare and to submit to Landlord a copy of the change order (a “Tenant Change Order”) reflecting the proposed change. Landlord shall not unreasonably withhold or condition its approval of a Tenant Change Order, and shall approve or disapprove of the same within five (5) business days after receipt thereof; provided that Landlord may withhold its consent, in its sole discretion, to any change if such change would directly or indirectly delay the Substantial Completion of the Premises; provided, further, that to the extent Tenant agrees in writing that such delay shall be deemed a Tenant Delay pursuant to Section 5.2.5 of this Tenant Work Letter, then such consent shall not be unreasonably withheld by Landlord. If Landlord disapproves a Tenant Change Order, Landlord shall notify Tenant of the revisions required, if any, that would make the Tenant Change Order acceptable to Landlord. At the time Landlord approves of a Tenant Change Order, Landlord shall provide Tenant with Landlord’s estimate of (i) the increase or decrease in the cost of the Tenant Improvements which would result from such Tenant Change Order, and (ii) the delay, if any, in the commencement or completion of the Tenant Improvements which would result from such Tenant Change Order. Landlord shall exercise reasonable care in preparing the cost and delay estimates, but such estimates will not limit Tenant’s obligation to pay for the actual increase in the cost of the Tenant Improvements resulting from the Tenant Change Order or Tenant’s responsibility for actual delays resulting from the Tenant Change Order. Within two (2) business days after receipt of the cost and delay estimates, Tenant shall notify Landlord in writing whether Tenant approves the Tenant Change Order. If Tenant approves of the Tenant Change Order, then Tenant and Landlord shall execute the Tenant Change Order, and the Approved Working Drawings shall be revised to incorporate the Tenant Change Order. If Tenant fails to approve the Tenant Change Order within such two (2) business days, construction of the Tenant Improvements shall proceed in accordance with the Approved Working Drawings without incorporating the Tenant Change Order.

Tenant Change Orders. No material Tenant may request changes in the Plans and Specifications from time to time during construction of the Project by submitting a written request describing any proposed change to Landlord (a "Tenant Change Proposal" or modifications to the Approved Working Drawings "Change Proposal"). Any increase in Base Project Cost, Tenant's Specialized Improvements/Base Building Upgrades Cost, Tenant's Fixtures and Equipment Installation Cost or Phases II/III Preliminary Work Cost which results from a Tenant Change Proposal, if implemented, shall be made paid by Tenant except by a written change order signed by Landlord in the same manner as regular Tenant Contributions for Specialized Leasehold Improvements/Base Building Upgrades and Tenant. If Tenant desires any material change in the Approved Working Drawings, Tenant shall cause the Architect or the Contractor to prepare 's Fixtures and to submit to Landlord a copy of the change order (a “Tenant Change Order”) reflecting the proposed changeEquipment Installation. Landlord shall not unreasonably withhold or condition its approval of a give notice back to Tenant responding to Tenant's Change Order, and shall approve or disapprove of the same Proposal within five (5) business ten days after Landlord's receipt thereof; provided that Landlord may withhold its consent, in its sole discretion, to any change if such change would directly or indirectly delay the Substantial Completion of the Premises; provided, further, that to the extent Tenant agrees in writing that such delay shall be deemed a Tenant Delay pursuant to Section 5.2.5 of this Tenant Work Letter, then such consent shall not be unreasonably withheld by Landlord. If Landlord disapproves a Tenant approves Tenant's Change OrderProposal, Landlord shall notify Tenant of the revisions required, if any, that would make the Tenant Change Order acceptable to Landlord. At the time Landlord approves of a Tenant Change Order, Landlord shall provide Tenant with Landlord’s estimate of (i) in its approval notice specify the increase or decrease in the cost of the Tenant Improvements which would result from such Tenant Change Order, and (ii) the delaydecrease, if any, in the commencement Base Project Cost, Tenant's Specialized Improvements/Base Building Upgrades Cost, Tenant's Fixtures and Equipment Installation Cost, Phases II/III Preliminary Work Cost, Scheduled Completion Date and Outside Completion Date, whichever is or completion of the Tenant Improvements are applicable, which would result from such Tenant the subject Change Order. Proposal, as determined by Landlord shall exercise reasonable care reasonably and in preparing the good faith based on cost and delay estimates, but such estimates will not limit Tenant’s obligation to pay for the actual increase time estimation methods customarily utilized in the cost of construction industry (the "Landlord's Proposed Pricing/Timing Adjustment" or "Proposed Pricing/Timing Adjustment"). Tenant Improvements resulting from the Tenant Change Order shall give notice back to Landlord approving or Tenant’s responsibility for actual delays resulting from the Tenant Change Order. Within two (2) business disapproving Landlord's Proposed Pricing/Timing Adjustment within five days after Tenant's receipt of the cost and delay estimates, Tenant shall notify Landlord in writing whether Tenant approves the Tenant Change Orderthereof. If Tenant approves the Proposed Pricing/Timing Adjustment, then (a) the subject Tenant Change Proposal shall become a change order and be incorporated into the Plans and Specifications and executed in the construction of the Project (a "Tenant Change Order"), (b) Tenant shall pay any resulting increased cost specified in the Landlord's Proposal Pricing/Timing Adjustment as provided above and (c) the Scheduled Completion Date and the Outside Completion Date shall be adjusted as set forth in the Landlord's Proposed Pricing/Timing Adjustment, as applicable. Any resulting cost savings shall be allocated as provided in Sections 4.34, 4.36, 4.38 and 4.40. Both Parties must give final approval to any Tenant Change Order, which approval shall not be unreasonably withheld or delayed. If Tenant disapproves or does not timely respond to the Landlord's Proposed Pricing/Timing Adjustment, then Tenant the Plans and Landlord Specifications shall execute not be modified, the Project shall be constructed without regard to the Tenant Change OrderProposal, Tenant shall not be charged for any increased cost and the Approved Working Drawings aforesaid completion dates shall be revised to incorporate the Tenant Change Order. If Tenant fails to approve the Tenant Change Order within such two (2) business days, construction of the Tenant Improvements shall proceed in accordance with the Approved Working Drawings without incorporating the Tenant Change Orderremain unchanged.

Tenant Change Orders. No material Tenant may request that Landlord make changes or modifications to the Approved Preliminary Landlord’s Work Plans, the Final Landlord’s Work Plans, and the Tenant’s Working Drawings shall be made by Tenant except by submitting a written change order signed by Landlord and Tenant. If Tenant desires any material change in the Approved Working Drawings, Tenant shall cause the Architect or the Contractor to prepare and to submit request to Landlord a copy of the change order (each, a “Tenant Change Order,” and collectively, “Tenant Change Orders”). If Landlord consents, such consent not to be unreasonably withheld, conditioned or delayed, to proceed with Tenant’s proposed changes, Landlord shall cause the General Contractor to prepare a memorandum of agreement (the “Tenant Change Order Memorandum of Agreement”) reflecting setting forth, in reasonable detail, the proposed change. Landlord shall not unreasonably withhold net additional cost, if any, to complete the Landlord’s Work or condition its approval of a Tenant’s Work to perform the requested Tenant Change Order, as well as any estimated delay in completing the Landlord’s Work, Tenant’s Work or any components thereof that may result from incorporating the requested Tenant Change Order. Provided Landlord approves the Tenant Change Order and shall approve or disapprove of the same costs and changes to the completion schedule, Tenant shall, within five (5) business days after following Tenant’s receipt thereof; provided that Landlord may withhold its consent, in its sole discretion, to any change if such change would directly or indirectly delay the Substantial Completion of the Premises; provided, further, that to the extent Tenant agrees in writing that such delay shall be deemed a Tenant Delay pursuant to Section 5.2.5 of this Tenant Work Letter, then such consent shall not be unreasonably withheld by Landlord. If Landlord disapproves a Tenant Change Order, Landlord shall notify Tenant of the revisions required, if any, that would make the Tenant Change Order acceptable Memorandum of Agreement, either (x) execute and return the Tenant Change Order Memorandum of Agreement to Landlord. At , in which event Landlord shall execute the time Landlord approves Tenant Changer Order Memorandum of a Agreement as well, or (y) retract its request for the Tenant Change Order, Order in question. Failure of Tenant to provide direction to Landlord shall provide Tenant with Landlord’s estimate of within the five (i5) the increase or decrease business day period referenced in the cost immediately preceding sentence shall be deemed to be a retraction by Tenant of the Tenant Improvements which would result from such Tenant Change Order, and (ii) Order request. In the delay, if any, in the commencement or completion of event Tenant executes the Tenant Improvements which would result from such Change Order Memorandum of Agreement, Tenant Change Order. shall pay to Landlord shall exercise reasonable care in preparing the cost and delay estimates, but such estimates will not limit Tenant’s obligation to pay for the actual (as Additional Rent) any net increase in the actual cost of to construct the Tenant Improvements Landlord’s Work and/or Tenant’s Work resulting from the Tenant Change Order or Tenant’s responsibility for actual delays resulting within thirty (30) days following receipt of invoice(s) from the General Contractor detailing such increased costs. Landlord shall not be obligated to commence any work set forth in a requested Tenant Change Order until such time as Tenant has timely delivered to Landlord the Tenant Change OrderOrder Memorandum of Agreement executed by Tenant. Within two (2) business days after receipt of Notwithstanding anything in the cost Lease to the contrary, in the event Landlord and delay estimates, Tenant shall notify Landlord in writing whether Tenant approves the Tenant Change Order. If Tenant approves of the Tenant Change Order, then Tenant and Landlord shall execute the Tenant Change OrderOrder Memorandum as aforesaid, any such delay accommodated for such Tenant Change Order shall be deemed to be a Tenant Delay if and to the extent such delay results in Landlord not meeting delivery date requirements and being subject to the remedies set forth in Section 1.2 of the Lease, and the Approved Working Drawings Landlord shall not be revised required to incorporate the provide any additional written notice to Tenant Change Order. If Tenant fails (i.e., in addition to approve the Tenant Change Order within Memorandum of Agreement) of any such two (2) business days, construction Tenant Delay to benefit from the applicability of the such Tenant Improvements shall proceed in accordance with the Approved Working Drawings without incorporating the Tenant Change OrderDelay to any relevant and applicable time period.

Tenant Change Orders. No material Except for changes called for or modifications required due to the Approved wrongful orgrossly negligent acts or deliberate omissions of Landlord, General Contractor, or Professional Service Providers or anyone for whom they are responsible, if Tenant shall desire any changes to the Final Working Drawings shall be made that are either (i) after such drawings are approved by Tenant except by a written change order signed by Landlord and Tenant. If Tenant desires any material change in Xxxxxx, or (ii) prior to the Approved approval of Final Working Drawings, but reflect changes from the Final Plan, Tenant shall cause the Architect or the Contractor to prepare so advise Landlord in writing and to submit to Landlord shall determine whether such changes can be made in a copy reasonable and feasible manner and Landlord shall notify Tenant within five (5) Business Days of receipt of such notification, whether the change order process itself will result in a Tenant Delay. Landlord shall prepare and submit (as soon as reasonably practical but not exceeding five (5) Business Days) to Tenant a change order form (each, a “Change Order Form”) setting forth the impact on cost and any delay in the Project Schedule resulting from the proposed change. Tenant shall, within five (5) Business Days following Xxxxxx's receipt of such Change Order Form, either (A) execute and return the Change Order Form to Landlord (such executed Change Order form referred to herein as a “Tenant Change Order”), or (B) reflecting retract or modify its request for the proposed change. Landlord shall In the event Tenant does not unreasonably withhold or condition its approval of a Tenant Change Order, and shall approve or disapprove of the same respond within such five (5) business days after receipt thereof; provided that Landlord may withhold its consentBusiness Day period, in its sole discretion, to any change if such change would directly or indirectly delay the Substantial Completion of the Premises; provided, further, that to the extent Tenant agrees in writing that such delay shall be deemed to have retracted its request for the change. Tenant may pay any costs associated with such Tenant Change Order by: (a) direct payment to Landlord, or (b) if the Allowable Construction Costs (defined in Schedule ) are less than the amount set forth in the Final Budget, application by Tenant of the savings to such costs. Within thirty (30) days following final determination of the Actual Costs, Tenant shall elect how to pay such costs. Landlord may not approve change orders without Xxxxxx’s consent with respect to the Landlord Work. Notwithstanding anything herein to the contrary, in no event shall Tenant be required to pay for, nor shall a Tenant Delay pursuant result from, any change order required due to Section 5.2.5 of this Tenant Work Letter, then such consent shall not be unreasonably withheld by Landlord. If Landlord disapproves a Tenant Change Order, Landlord shall notify Tenant of the revisions required, if any, that would make the Tenant Change Order acceptable to Landlord. At the time Landlord approves of a Tenant Change Order, Landlord shall provide Tenant with Landlord’s estimate of (i) the increase or decrease in the cost failure of the Tenant Improvements which would result Premises (including the Landlord Work) to comply with Legal Requirements, unless such failure is due to Legal Requirements triggered by any Tenant-Made Alterations or Tenant’s Property not reasonably discernible from such Tenant Change Orderthe Final Working Drawings, and (ii) the delay, if any, correction of errors or omissions in the commencement Final Working Drawings, or completion of the Tenant Improvements which would result from such Tenant Change Order. Landlord shall exercise reasonable care in preparing the cost and delay estimates, but such estimates will not limit Tenant’s obligation to pay for the actual increase (iii) any defects or deficiencies in the cost of the Tenant Improvements resulting from the Tenant Change Order work by General Contractor, or Tenant’s responsibility Professional Service Providers or anyone for actual delays resulting from the Tenant Change Order. Within two (2) business days after receipt of the cost and delay estimates, Tenant shall notify Landlord in writing whether Tenant approves the Tenant Change Order. If Tenant approves of the Tenant Change Order, then Tenant and Landlord shall execute the Tenant Change Order, and the Approved Working Drawings shall be revised to incorporate the Tenant Change Order. If Tenant fails to approve the Tenant Change Order within such two (2) business days, construction of the Tenant Improvements shall proceed in accordance with the Approved Working Drawings without incorporating the Tenant Change Orderwhom they are responsible.