Common use of Tenant’s Agents Clause in Contracts

Tenant’s Agents. All subcontractors used by Tenant must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided above, Tenant shall have the right to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in the design and construction of the Tenant Improvements, at Tenant’s sole discretion; provided, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and the work performed by said subcontractors does not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”).

Tenant’s Agents. All subcontractors used by 4.2.2.1 LANDLORD'S GENERAL CONDITIONS FOR TENANT'S AGENTS AND TENANT IMPROVEMENT WORK. Tenant's and Tenant's Agent's construction of the Tenant must Improvements shall comply with the following (i) the Tenant Improvements shall be reasonably experienced constructed in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings andmaterial conformance with the Approved Construction Drawings, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the Tenant's right to require competitive bids for make changes to the same in accordance with, and subject to, this Tenant Work Letter; (ii) Tenant and Tenant's Agents shall use commercially reasonable efforts (in accordance with industry custom and practice) not to interfere with, obstruct, or delay, the work of Landlord's Base Building contractor and subcontractors with respect to the Base Building or any other work in the Project and Landlord's Base Building contractors and subcontractors shall use commercially reasonable efforts (in accordance with industry custom and practice) not to interfere with, obstruct or delay the work of Tenant's Agents with respect to the Tenant Improvement workImprovements; provided, however that (aiii) the mechanical and electrical subcontractors Tenant's Contractors shall be selected from a list submit their schedules of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any all their work related relating to the exterior building skinTenant Improvements to Landlord and Landlord shall, fire alarm tie inwithin five (5) business days of receipt thereof, roofing inform Tenant and Tenant's Contractors of any reasonable and non-discriminatory changes which are reasonably necessary thereto, to avoid interference with Landlord's work or mechanical system controlsdisruption of existing tenants and Tenant's Contractors shall adhere to such corrected schedule; and (civ) except as provided above, Tenant shall have abide by all reasonable and non-discriminatory rules made by Landlord's Project contractor or Landlord's Building manager with respect to any matter, within reason, in connection with this Tenant Work Letter, including, without limitation, the right to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in the design and construction of the Tenant Improvements, at Tenant’s sole discretion; provided, however said subcontractors provided that such rules and regulations are capable of performing the quality of work consistent with the practices of landlords of Comparable Buildings and are applied in a Class A officenon-discriminatory manner among the tenants/R&D building and occupants of the work performed by said subcontractors does not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”)Project.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be known collectively as "Tenant's Agents") must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheldwithheld or delayed and which approval shall, if withheld or conditioned with regard to any such Tenant's Agents, be made within two (2) business days following Landlord's receipt of the corresponding request for such approval from Tenant. If Landlord does not approve any of Tenant's proposed subcontractors, laborers, materialmen or delayedsuppliers, Tenant shall submit other proposed subcontractors, laborers, materialmen or suppliers for Landlord's written approval. Tenant reserves If Landlord has not timely approved any of Tenant's Agents within the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided applicable time period set forth above, Tenant shall have the right to selectsend a "reminder notice" to Landlord, review, and approve all subcontractors, including information technology subcontractors, which conspicuously indicates that will be involved Landlord's continued failure to respond may result in the design and construction deemed approval of the particular Tenant's Agents (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE TENANT'S AGENTS," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant Improvementsregarding the particular Tenant's Agents within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, at then those Tenant’s sole discretion; 's Agents expressly identified in the reminder notice shall be deemed to have been approved by Landlord; provided, however said subcontractors however, in no event shall such "deemed approval" occur to the extent the parties are capable of performing in discussions regarding the quality of work consistent with a Class A office/R&D building and Tenant's Agents or Landlord has requested information regarding the work performed by said subcontractors does Tenant's Agents which has not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”)yet been provided.

Tenant’s Agents. All major trade subcontractors and suppliers used by Tenant (such major trade subcontractors and material suppliers along with all other laborers, materialmen, and suppliers, and the Contractor to be known collectively as “Tenant’s Agents”) must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlordthat, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided aboveterms hereof, Tenant shall have cause the right to selectdesignated structural, reviewelectrical, HVAC, mechanical, and approve all subcontractors, including information technology subcontractors, that will curtainwall subcontractors to be involved retained in the design and construction of connection with the Tenant Improvements. Landlord shall, at within four (4) business days after Landlord’s receipt of the name of any proposed Tenant’s sole discretion; providedAgent either provide such approval or disapproval, however said subcontractors are capable of performing the quality of work consistent along with a Class A office/R&D building and the work performed by said subcontractors reasons therefor. If Landlord does not violate approve any of Landlord’s existing warranties. Tenant’s proposed subcontractors, laborers, materialmenmaterialmen or suppliers, and Tenant shall submit other proposed subcontractors, laborers, materialmen or suppliers for Landlord’s written approval. The Contractor and the Contractor are collectively referred to herein as Contractor’s subcontractors (collectively, “Tenant’s AgentsContractors”)) and their respective workers shall conduct their activities in and around the Premises, the Building and the Project in a harmonious relationship with all other subcontractors, laborers, materialmen and supplies at the Premises, the Building and the Project. In the event Landlord fails to promptly respond to Tenant’s request for approval of Tenant’s Contractors within said four (4) business day period, then Tenant may resubmit the same to Landlord’s representative with a cover letter stating “Landlord’s failure to respond within four (4) business days shall result in the deemed approval of the attached” in all capital letters and in bold face type. In the event Landlord thereafter fails to respond thereto by the date which is the later of the original response period set forth above or the four (4) business days following the second notice, then the request shall be deemed approved by Landlord.

Tenant’s Agents. All subcontractors used by 4.2.1.1 Landlord's General Conditions for Tenant's Agents and -------------------------------------------------------- Tenant must Improvement Work. Tenant's and Tenant's Agents' construction of the ------------------------- Tenant Improvements shall comply with the following: (i) the Tenant Improvements shall be reasonably experienced constructed in performance strict accordance with the Approved Working Drawings; (ii) Tenant's Agents shall submit schedules of comparable subtrade all work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject relating to the terms Tenant's Improvements to Contractor and Landlord and Contractor and Tenant shall, within five (5) business days of this Section 4.1.2receipt thereof, approved in writing inform Landlord and Tenant's Agents of any changes which are necessary thereto, and Tenant's Agents shall adhere to such corrected schedule; (iii) Tenant shall abide by all reasonable rules made by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related 's Building manager with respect to the exterior building skinuse of freight, fire alarm tie inloading dock and any service and/or passenger elevators, roofing or mechanical system controls; and (c) except as provided abovestorage of materials, Tenant shall have coordination of work with the right to select, reviewcontractors of other tenants, and approve all subcontractorsany other matter in connection with this Tenant Work Letter, including information technology subcontractorsincluding, that will be involved in without limitation, the design and construction of the Tenant Improvements; and (iv) Tenant and Tenant's Agents shall not, at Tenant’s sole discretion; providedin any way, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and interfere with, obstruct, or delay, the work performed by said subcontractors does not violate any of Landlord’s existing warranties's base building contractor and subcontractors with respect to the Base, Shell and Core, or any other work in the Building. Tenant’s subcontractorsHowever, laborers, materialmen, Tenant and suppliers and Landlord shall use commercially reasonable efforts to coordinate the Contractor are collectively referred work of their respective contractors in order to herein as “Tenant’s Agents”)minimize any interference with the performance of one another's work.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be known collectively as "Tenant's Agents") must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheldwithheld or delayed and which approval shall, if withheld or conditioned with regard to any such Tenant's Agents, be made within two (2) business days following Landlord's receipt of the corresponding request for such approval from Tenant. If Landlord does not approve any of Tenant's proposed subcontractors, laborers, materialmen or delayedsuppliers, Tenant shall submit other proposed subcontractors, laborers, materialmen or suppliers for Landlord's written 712812.03/WLA 214064-00120/9-26-13/gjn/gjn -7- 0000 XXXXXXXX XXXXX, XXX XXXXX [Second Amendment/Substitute Premises Amendment] [Entropic Communications, Inc.] approval. Tenant reserves If Landlord has not timely approved any of Tenant's Agents within the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided applicable time period set forth above, Tenant shall have the right to selectsend a "reminder notice" to Landlord, review, and approve all subcontractors, including information technology subcontractors, which conspicuously indicates that will be involved Landlord's continued failure to respond may result in the design and construction deemed approval of the particular Tenant's Agents (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE TENANT'S AGENTS," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant Improvementsregarding the particular Tenant's Agents within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, at then those Tenant’s sole discretion's Agents expressly identified in the reminder notice shall be deemed to have been approved by Landlord; provided, however said subcontractors however, in no event shall such "deemed approval" occur to the extent the parties are capable of performing in discussions regarding the quality of work consistent with a Class A office/R&D building and Tenant's Agents or Landlord has requested information regarding the work performed by said subcontractors does Tenant's Agents which has not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”)yet been provided.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant must (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, known collectively as "Tenant's Agents") shall be subject to the terms of this Section 4.1.2, approved in writing by Landlord’s approval, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that delayed (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-as so approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved listthe “Approved Subcontractors”), said subcontractor and shall be subject to Landlord's reasonable rules and regulations for the construction of improvements in the Building, so long as Landlord has provided a copy of such rules and regulations to Tenant’s reasonable approval Representative; provided that Landlord shall not require that the Contractor engage any particular subcontractor for a Major Trade Component (as hereinafter defined) as an Approved Subcontractor unless such subcontractor submits a bid for the work of such Major Trade Component that is reasonably competitive with the bids submitted by other qualified subcontractors bidding for such Major Trade Component. "Major Trade Components" shall mean any mechanical, electrical and (b) plumbing work of a Project of Tenant Improvements. If Tenant reasonably determines that the proposed cost of work to be performed by any subcontractor required by Landlord reserves the right to require Tenant to use its subcontractors be engaged as an Approved Subcontractor for any Major Trade Component of any Project is substantially in excess of competitive proposals for such work related to provided by qualified subcontractors other than the exterior building skinsubcontractor required by Landlord, fire alarm tie in, roofing or mechanical system controls; then Landlord and (c) except as provided above, Tenant shall have the right promptly and reasonably cooperate with one another to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in the design and construction agree upon a list of the Tenant Improvements, at Tenant’s sole discretion; provided, however said mutually-satisfactory subcontractors are capable of performing the quality of work consistent with willing to submit a Class A office/R&D building and reasonably competitive bid for the work performed by said subcontractors does not violate any of Landlord’s existing warranties. Tenant’s subcontractorssuch Major Trade Component, laborers, materialmen, and suppliers and from whom Tenant will select the Contractor are collectively referred to herein as “Tenant’s Agents”)Approved Subcontractor for the applicable Major Trade Component of such Project.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant for the Tenant Improvements for each applicable Construction Premises (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be known collectively as “Tenant’s Agents”) must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned withheld or delayed; provided that, in any event, Tenant must contract with Landlord’s base building subcontractors for any mechanical, electrical, plumbing, life-safety, structural, and HVAC work in such applicable Construction Premises. Tenant reserves the right may use non-union labor to require competitive bids for install and/or perform the Tenant Improvement work; providedImprovements for each applicable Construction Premises provided that Tenant’s use of such non-union labor to install and/or perform such Tenant Improvements does not result in any actual disruptions at, however that or actual disturbances to tenants of, the Complex, including, but not limited to, picketing, riots, strikes, and any other protests (a) each, a “Labor Disturbance”). If Tenant’s use of non-union labor to install and/or perform any such Tenant Improvements in the mechanical and electrical subcontractors applicable Construction Premises results in a Labor Disturbance, Tenant shall be selected from a list of at least three pre-approved subcontractors provided take such action as is reasonably necessary, or reasonably directed by Landlord, or to cause such Labor Disturbance to permanently cease within twenty-four (24) hours after the commencement of such Labor Disturbance and, if Tenant desires fails to use a subcontractor not on Landlord’s precause such Labor Disturbance to permanently cease within twenty-approved listfour (24) hours after the commencement of such Labor Disturbance, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided above, then Tenant shall have immediately thereafter terminate the right non-union contracts for the trades causing such Labor Disturbance (the “Picketing Trades”) and retain only union labor to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in perform the design and construction of the applicable Tenant Improvements, at Tenant’s sole discretion; provided, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and the work performed by said subcontractors does not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”)Improvements for such Picketing Trades.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be known collectively as "Tenant's Agents") must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheldwithheld or delayed and which approval shall, if withheld or conditioned with regard to any such Tenant's Agents, be made within two (2) business days following Landlord's receipt of the corresponding request for such approval from Tenant. If Landlord does not approve any of Tenant's proposed subcontractors, laborers, materialmen or delayedsuppliers, Tenant shall submit other proposed subcontractors, laborers, materialmen or suppliers for Landlord's written approval. Tenant reserves If Landlord has not timely approved any of Tenant's Agents within the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided applicable time period set forth above, Tenant shall have the right to selectsend a "reminder notice" to Landlord, review, and approve all subcontractors, including information technology subcontractors, which conspicuously indicates that will be involved Landlord's continued failure to respond may result in the design and construction deemed approval of the particular Tenant's Agents (which notice shall be delivered to Landlord pursuant to the terms of the Lease, shall clearly state the following in bold: "LANDLORD'S FAILURE TO EXHIBIT B RESPOND WITHIN THREE (3) BUSINESS DAYS SHALL RESULT IN THE DEEMED APPROVAL OF THE TENANT'S AGENTS," and shall also be sent via electronic mail to the Landlord's representative set forth in Section 5.2 below). If Landlord fails to respond to Tenant Improvementsregarding the particular Tenant's Agents within three (3) business days after its receipt of the reminder notice identified in the preceding sentence, at then those Tenant’s sole discretion's Agents expressly identified in the reminder notice shall be deemed to have been approved by Landlord; provided, however said subcontractors however, in no event shall such "deemed approval" occur to the extent the parties are capable of performing in discussions regarding the quality of work consistent with a Class A office/R&D building and Tenant's Agents or Landlord has requested information regarding the work performed by said subcontractors does Tenant's Agents which has not violate any of Landlord’s existing warranties. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”)yet been provided.

Tenant’s Agents. All subcontractors subcontractors, laborers, materialmen, and suppliers used by Tenant for the Tenant Improvements for each applicable Construction Premises (such subcontractors, laborers, materialmen, and suppliers, and the Contractor to be known collectively as “Tenant’s Agents”) must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned withheld or delayed; provided that, in any event, Tenant must contract with Landlord’s base building subcontractors for any mechanical, electrical, plumbing, life-safety, structural, and HVAC work in such applicable Construction Premises. Tenant reserves the right may use non-union labor to require competitive bids for install and/or perform the Tenant Improvement work; providedImprovements for each applicable Construction Premises provided that Tenant’s use of such non-union labor to install and/or perform such Tenant Improvements does not result in any actual disruptions at, however that or actual disturbances to tenants of, the Complex, including, but not limited to, picketing, riots, strikes, and any other protests (a) each, a “Labor Disturbance”). If Tenant’s use of non-union labor to install and/or perform any such Tenant Improvements in the mechanical and electrical subcontractors applicable Construction Premises results in a Labor Disturbance, Tenant shall be selected from a list of at least three pre-approved subcontractors provided take such action as is reasonably necessary, or reasonably directed by Landlord, or to cause such Labor Disturbance to permanently cease within twenty-four (24) hours after the commencement of such Labor Disturbance and, if Tenant desires fails to use a subcontractor not on Landlord’s precause such Labor Disturbance to permanently cease within twenty-approved listfour (24) hours after the commencement of such Labor Disturbance, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided above, then Tenant shall have immediately thereafter terminate the right non-union contracts for the trades causing such Labor Disturbance (the “Picketing Trades”) and retain only union labor to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in perform the design and construction of the applicable Tenant Improvements, at Tenant’s sole discretion; provided, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and the work performed by said subcontractors does not violate any of Landlord’s existing warrantiesImprovements for such Picketing Trades. Tenant’s subcontractors, laborers, materialmen, and suppliers and the Contractor are collectively referred to herein as “Tenant’s Agents”).EXHIBIT D

Tenant’s Agents. All subcontractors used 4.2.2.1 Landlord's General Conditions for Tenant's Agents and Tenant Improvement Work. Tenant shall ensure that: (i) the Tenant Improvements are constructed in strict accordance with the Approved Working Drawings and applicable Laws; (ii) Tenant and Tenant's Agents do not materially interfere with, obstruct, or delay, in Landlord's judgment, any work being performed in the Building or on the Property; (iii) [intentionally omitted]; (iv) dust, noise and all other effects of the activities and work being performed by Tenant must or Tenant's Agents in the Premises shall be reasonably experienced controlled using the best accepted methods to control such adverse effects in performance of comparable subtrade work occupied multi-tenant buildings; (v) only new and first class materials are used or incorporated in tenant improvement projects the Tenant Improvements; (vi) Tenant's Agents do not post any signs in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject the Building or on the Property without Landlord's prior written consent (and Landlord shall have sole discretion as to the terms posting, size and location of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controlssuch signs); and (cvii) except any damage to the Premises, Building or Property caused by Tenant or any of Tenant's Agents is promptly repaired, replaced and restored, as provided above, applicable. Tenant shall have abide by all rules and regulations made by Landlord in its reasonable judgment with respect to the right to selectuse of loading docks, reviewfreight and service elevators, storage of materials, staging, parking, loading and approve all subcontractorsunloading, including information technology subcontractors, that will be involved in and/or the design coordination of work with the contractors and subcontractors of other tenants or of Landlord. In the construction and installation of the Tenant Improvements, and at all times while in the Building, Tenant and Tenant’s 's Agents shall comply with all applicable Laws (including, without limitation, the Occupational Safety and Health Act (OSHA) and all other applicable safety regulations), and they shall make adequate provision for the safety and convenience of all persons affected by their activities and work. Any delays in the completion of the Tenant Improvements and/or Tenant's lawful use or occupancy of the Premises shall be at the sole discretion; providedrisk and expense of Tenant, however said subcontractors are capable and shall in no event delay or extend the applicable Rent Commencement Date, unless such delay is due to (a) Landlord's failure to respond to any item submitted to Landlord by Tenant for Landlord's approval or consent as required under this Tenant Work Letter within the time frame specified in this Tenant Work Letter for Landlord to deliver its response, or (b) the willful misconduct of performing Landlord, in which case the quality Rent Commencement Date for the affected Phase of work consistent the Premises shall be extended by one (1) day for each day that Tenant is actually delayed beyond the end of the Projected Construction Period (as defined below) in the completion of the Tenant Improvements for such Phase as a result of any such cause. As used herein, the "Projected Construction Period" for the First Phase Premises is the period of time (commencing on the date the Contractor has obtained a building permit for the First Phase Tenant Improvements and actually commences construction thereof) that the Contractor can reasonably be expected to complete (including all punch-list items) the First Phase Tenant Improvements in accordance with a Class A office/R&D building and the Contract taking into account changes in the work performed by said subcontractors does not violate any and Force Majeure delays that occur. As used herein, the "Projected Construction Period" for the Second Phase Premises is the period of Landlord’s existing warranties. time (commencing on the date Tenant’s subcontractors, laborers, materialmen, 's Contractor has obtained a building permit for the Second Phase Tenant Improvements and suppliers and actually commences construction thereof) that the Contractor are collectively referred can reasonably be expected to herein as “complete (including all punch list items) the Second Phase Tenant Improvements in accordance with the Contract taking into account changes in the work and Force Majeure delays that occur. Under no circumstances shall the Projected Construction Period for the First Phase Premises be deemed to conclude before the ninetieth (90th) day following the date Landlord tenders possession of the First Phase Premises to Tenant’s Agents”). Under no circumstances shall the Projected Construction Period for the Second Phase Premises be deemed to conclude before the ninetieth (90th) day following the date Landlord tenders possession of the Second Phase Premises to Tenant.

Tenant’s Agents. All subcontractors and laborers used by Tenant together with the TI Contractor, Architect, Engineers and any other consultants retained by Tenant shall be referred to herein collectively as "Tenant's Agents", Tenant's mechanical, electrical, plumbing, and life safety subcontractors must be reasonably experienced approved by Landlord in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement workits reasonable discretion; provided, however however, that (a) the mechanical and electrical subcontractors Tenant shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved listdesignated fire/life safety contractor (which, said subcontractor as of the date of this Lease, is SABAH), BMS contractor (which, as of the date of this Lease, is Syserco) in connection with programming into the base Building monitoring systems and riser contractor EXHIBIT B-14- (which, as of the date of this Lease, is Summit Riser), with respect to any connection between the Building’s risers and Tenant’s IDF closets. Landlord shall be subject approve or reasonably disapprove any other subcontractors proposed by Tenant within three (3) business days. If Landlord fails to Landlord’s reasonable approval and respond within such three (b3) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skinbusiness day period, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided above, then Tenant shall have the right to select, reviewdeliver a second notice to Landlord pursuant to the TCCs of Section 29.18 of the Lease requesting Landlord's approval of the subcontractor proposed by Tenant (which second notice shall include the name of such subcontractor proposed by Tenant), and approve all subcontractors, including information technology subcontractors, that will be involved in if Landlord fails to respond within two (2) business day following delivery of such second notice by Tenant pursuant to the design and construction TCCs of Section 29.18 of the Tenant ImprovementsLease, at then Landlord shall be deemed to have approved such subcontractor proposed by Tenant’s sole discretion; provided, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and the work performed by said subcontractors does not violate . If Landlord disapproves any of Landlord’s existing warranties. Tenant’s 's proposed subcontractors, laborers, materialmenmaterialmen or suppliers, and Tenant shall submit other proposed subcontractors, laborers, materialmen or suppliers and the Contractor are collectively referred to herein as “for Landlord's written approval in accordance with this Section 4.1.2. Tenant’s Agents”)Agents shall be union labor and in compliance with the then existing master labor agreement.

Tenant’s Agents. All subcontractors (including all fire sprinkler tradesmen), laborers, materialmen, and suppliers used by Tenant must be reasonably experienced in performance of comparable subtrade work in tenant improvement projects in first CERTAIN CONFIDENTIAL PORTIONS OF THIS EXHIBIT WERE OMITTED AND REPLACED WITH “[***]”. A COMPLETE VERSION OF THIS EXHIBIT HAS BEEN FILED SEPARATELY WITH THE SECRETARY OF THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO AN APPLICATION REQUESTING CONFIDENTIAL TREATMENT UNDER RULE 406 OF THE SECURITIES ACT OF 1933. class office buildings and, subject to the terms of this Section 4.1.2, approved in writing by Landlord, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant reserves the right to require competitive bids for the Tenant Improvement work; provided, however that (a) the mechanical and electrical subcontractors shall be selected from a list of at least three pre-approved subcontractors provided by Landlord, or if Tenant desires to use a subcontractor not on Landlord’s pre-approved list, said subcontractor shall be subject to Landlord’s reasonable approval and (b) Landlord reserves the right to require Tenant to use its subcontractors for any work related to the exterior building skin, fire alarm tie in, roofing or mechanical system controls; and (c) except as provided above, Tenant shall have the right to select, review, and approve all subcontractors, including information technology subcontractors, that will be involved in the design and construction of the Tenant Improvements, at Tenant’s sole discretion; provided, however said subcontractors are capable of performing the quality of work consistent with a Class A office/R&D building and the work performed by said subcontractors does not violate any of Landlord’s existing warranties. Tenant’s such subcontractors, laborers, materialmen, and suppliers suppliers, and the Contractor are Contractor, the Architect, and all other contractors, engineers and consultants retained by the Tenant to be known collectively referred to herein as “Tenant’s Agents”) must be licensed, competent, reputable, and experienced in high-end office space construction in Santa Xxxxxx; provided that, in any event, Tenant must contract with the contractors specified in the Construction Rules, Requirements, Specifications, Design Criteria and Building Standards for the following trades as long as Tenant or its Contractor is not required to pay such subcontractors more than prevailing market rates: asbestos; mold; cable television; electrical; elevators; fire sprinklers; fire/life safety; HVAC; HVAC air balance; plumbing; roofing and waste. Tenant’s Agents shall all be union labor, subject to the following: service providers, architects, engineers and consultants who do not perform any physical construction work do not have to be union. General contractors do not have to be union, with the condition that they do not perform any construction work in-house and have on-site only a superintendent and a laborer for clean-up. Furniture installers must belong to the xxxxxxxxx’x union, and all trades (subcontractors) must be union; provided, however, that Tenant may use non-union labor for the following trades: demolition, glazing, flooring and cabling, but in the case of labor disruption or the threat of a disruption as determined by Landlord in its sole discretion, Tenant shall immediately cease using such non-union labor and switch to union-labor. Tenant shall immediately cease using any of Tenant’s Agents that Landlord determines are not suitable for the Project, whether because of quality of the work or because of any potential or actual adverse impact of such contractor on the Project or on the labor relations between Landlord and any trade unions (including picketing or otherwise disrupting tenants or operations at the Project).