Common use of Base Building Clause in Contracts

Base Building. The base, shell, and core of the Building (the “Base, Shell, and Core”) have been constructed. Notwithstanding the terms and conditions of subleases (if any) pursuant to which Tenant occupies the Premises, Tenant must comply with the terms and conditions of this Tenant Work Letter with respect to all improvements initially constructed in the Premises after the date of the Amendment. Subject to the terms of the Amendment and the Lease, Tenant hereby accepts the Base, Shell and Core and the Premises and all existing tenant improvements therein “AS IS” in their existing condition as of the date of the Amendment, without any modification or alteration by Landlord, provided that Landlord shall be responsible for such modification or alteration which is required in order for the Project to comply with Applicable Laws (including the Americans with Disabilities Act of 1990, as amended (“ADA”)) in effect on the date of the Amendment, as such laws are then interpreted and enforced to the extent it affects Tenant’s occupancy of or Tenant Improvements in the Premises for general office use with a density of one (1) person per 100 rentable square feet. Notwithstanding the foregoing, Tenant, as part of the Tenant Improvements (as defined below) shall be responsible for performing the following (collectively, the “HVAC Upgrade Work”) in areas where the existing ceiling is opened up for Tenant Improvements or where existing VAVs are exposed: (i) upgrade the existing VAVs with DDC controls (the DDC controls shall include control panels (PXC panels) to be installed by Siemens Industry, Inc. to enable communication between the VAV box controllers and the existing “Building Energy Management System”); (ii) clean the existing exterior zone VAV heating coils, and (iii) install ▇▇▇▇▇▇▇▇ circuit setter valves with T & P connections and drain valves on reheat coils to exterior VAV zones (if not already existing). Tenant shall, prior to performance of the HVAC Upgrade Work, submit to Landlord, for its reasonable approval, an itemized cost breakdown with quantities and unit prices for the HVAC Upgrade Work. Upon completion of the HVAC Upgrade Work, provided that Landlord receives the items required by Subparagraphs (i), (ii) and (iii) of Section 2.2.2(a) with respect to the HVAC Upgrade Work, Landlord will reimburse Tenant for Tenant’s actual, out-of-pocket costs of the performance of the HVAC Upgrade Work as defined herein, not to exceed (A) Ninety-Three Thousand Seven Hundred Ninety Dollars ($93,790) (equivalent to $5.00 per rentable square foot of Expansion Space A) with respect to the HVAC Upgrade Work pertaining to Expansion Space A, and (B) Forty-One Thousand Eight Hundred Ninety Dollars ($41,890) (equivalent to $5.00 per rentable square foot of Expansion Space B) with respect to the HVAC Upgrade Work pertaining to Expansion Space B. Such reimbursement shall be separate from the Tenant Improvement Allowance and not deducted therefrom. Tenant acknowledges that VAV boxes and DDC system are part of Tenant’s HVAC system within the Premises. Notwithstanding anything to the contrary herein, in connection with Tenant’s installation of the Tenant Improvements, Landlord shall be solely responsible for all costs required to bring the Project outside the Premises into compliance with Applicable Laws to the extent required for Tenant’s occupancy of the Premises for density of one (1) person per 100 rentable square feet and general office use, or related to the presence of Hazardous Materials not introduced by Tenant or its agents, employees or contractors.

Base Building. The baseLandlord has constructed, shellat its sole cost and expense, the base building (i) of the Premises and core (ii) of the floor of the Building on which the Premises is located (collectively, the “Base, Shell, and Core”) have been constructed"Base Building"). Notwithstanding The Base Building shall include only the terms and conditions of subleases (if any) pursuant to which Tenant occupies items currently in place in the Premises. Landlord shall also perform the following work ("Landlord's Work"), Tenant must at its sole cost and expense, in the Premises: (a) Demolish and/or remove the currently existing tenant improvements in each portion of the Premises other than the restrooms, including without limitation the removal of the vault currently located in the Premises; and (b) Any work required by any applicable governmental entity for the restrooms located on the twelfth (12th) floor of the Building to comply with the terms and conditions of this Tenant Work Letter with respect to all improvements initially constructed in the Premises after the date provisions of the Amendment. Subject Americans with Disabilities Act of 1990 ("ADA") applicable to the terms of the Amendment and the Lease, Tenant hereby accepts the Base, Shell and Core and the Premises and all existing tenant improvements therein “AS IS” in their existing condition such restrooms as of the date of the Amendment, without any modification or alteration by Landlord, provided that Landlord shall be responsible for such modification or alteration which is required in order for the Project to comply with Applicable Laws (including the Americans with Disabilities Act of 1990, as amended (“ADA”)) in effect on the date of the Amendment, as such laws are then interpreted and enforced to the extent it affects Tenant’s occupancy of or Tenant Improvements in the Premises for general office use with a density of one (1) person per 100 rentable square feetLease. Notwithstanding the foregoing, Tenant, as part of Tenant acknowledges that the Tenant Improvements (as defined below) shall be agencies responsible for performing establishing and administering ADA compliance issues may provide Landlord with certain variances in the following (collectively, the “HVAC Upgrade Work”) in areas where the existing ceiling is opened up for Tenant Improvements or where existing VAVs are exposed: (i) upgrade the existing VAVs with DDC controls (the DDC controls shall include control panels (PXC panels) to be installed by Siemens Industry, Inc. to enable communication between the VAV box controllers and the existing “Building Energy Management System”); (ii) clean the existing exterior zone VAV heating coils, and (iii) install ▇▇▇▇▇▇▇▇ circuit setter valves with T & P connections and drain valves on reheat coils to exterior VAV zones (if not already existing). Tenant shall, prior to performance of the HVAC Upgrade Work, submit to Landlord, for its reasonable approval, an itemized cost breakdown with quantities and unit prices for the HVAC Upgrade Work. Upon completion of the HVAC Upgrade Work, provided event that Landlord receives compliance with the items required ADA would create a hardship for Landlord. In this regard, Landlord's references to its agreement to comply with ADA in this Tenant Work Letter and/or in the Lease includes any variances that may be granted by Subparagraphs (i), (ii) the agencies responsible for establishing and (iii) of Section 2.2.2(a) with respect to the HVAC Upgrade Work, Landlord will reimburse Tenant for Tenant’s actual, out-of-pocket costs of the performance of the HVAC Upgrade Work as defined herein, not to exceed (A) Ninety-Three Thousand Seven Hundred Ninety Dollars ($93,790) (equivalent to $5.00 per rentable square foot of Expansion Space A) with respect to the HVAC Upgrade Work pertaining to Expansion Space A, and (B) Forty-One Thousand Eight Hundred Ninety Dollars ($41,890) (equivalent to $5.00 per rentable square foot of Expansion Space B) with respect to the HVAC Upgrade Work pertaining to Expansion Space B. Such reimbursement shall be separate from the Tenant Improvement Allowance and not deducted therefromadministering ADA compliance issues. Tenant acknowledges that VAV boxes except for Landlord's obligation with respect to code-compliance set forth in this Section l.l(b), Tenant shall be liable, at its sole cost and DDC system are part of Tenant’s HVAC system within expense, for any code-compliance work on the Premises. Notwithstanding anything to the contrary hereintwelfth (12th) floor necessitated by, or required in connection with with, the construction of the Tenant Improvements. Tenant acknowledges and agrees that, although the demolition and removal work described in (a) above must be performed by Landlord before the Premises are delivered to Tenant for the commencement of its tenant improvement work therein, Landlord may perform any work that may be required pursuant to (b) above during Tenant’s installation 's construction of the Tenant Improvements, and both Landlord shall be solely responsible for all costs required and Tenant agree that they will cooperate so as to bring allow Landlord to perform any such work in the Project outside most efficient and cost-effective manner and with as little interference with the Premises into compliance with Applicable Laws to the extent required for Tenant’s occupancy construction of the Premises for density of one (1) person per 100 rentable square feet and general office use, or related to the presence of Hazardous Materials not introduced by Tenant or its agents, employees or contractorsImprovements as reasonably possible.

Base Building. The baseLandlord shall complete all of the base building conditions (“Base Building Conditions”) described in Exhibit C attached hereto and made apart hereof on or before April 15, shell, and core 2002. Landlord shall complete the remainder of the Building shell and all site improvements for the Property in conformance with the plans and drawings attached as Exhibit B-3 hereto and made a part hereof (“Site Improvements”) on or before July 1, 2002. The Base Building Conditions and Site Improvements are collectively defined herein as the “BaseBase Building”. Landlord shall perform all work in connection with the Base Building in a good and workmanlike manner. In the event that Landlord has failed to substantially complete the Site Improvements by July 1, Shell2002, and Core”) have been constructedthen Tenant shall receive an abatement of Rent until the date the Site improvements are substantially completed. Notwithstanding the terms provisions of this Lease regarding City Delay and conditions other matters requiring City of subleases Louisville approval, Landlord and Tenant acknowledge that the Colorado Tech Center General Improvement District (if anyCTCGID), which the Building is included within, is required to install an upgraded lift station (“Lift Station”) pursuant for the purpose of pumping waste water/sewage away from the Property, prior to which Tenant occupies issuance of a Certificate of Occupancy by the PremisesCity of Louisville. In the event the Lift Station is not under construction as of November 15, 2001, Landlord, at its sole cost, shall construct its own waste removal system on the Property (“Ejection System”) in order to obtain final approval – and, at a minimum, issuance of a Temporary Certificate of Occupancy from the City of Louisville in order to meet the Project Schedule (Exhibit D) and the planned occupancy date as otherwise described in this Lease. In the event the Initial Premises Commencement Date has not occurred on or before April 19, 2002 as a result of the failure to obtain a Temporary Certificate of Occupancy due to the lack of approval, construction, and/or completion of the Lift Station or the Ejection System as the case may be, then from and after the Initial Premises Commencement Date, Tenant must comply with the terms and conditions shall receive two (2) days of this Tenant Work Letter with respect to all improvements initially constructed in the Premises after the date abatement of the Amendment. Subject to the terms of the Amendment and the Lease, Tenant hereby accepts the Base, Shell and Core and the Premises and all existing tenant improvements therein “AS IS” in their existing condition as of the date of the Amendment, without any modification or alteration by Landlord, provided that Landlord shall be responsible for such modification or alteration which is required in order for the Project to comply with Applicable Laws (including the Americans with Disabilities Act of 1990, as amended (“ADA”)) in effect on the date of the Amendment, as such laws are then interpreted and enforced to the extent it affects Tenant’s occupancy of or Tenant Improvements in the Premises for general office use with a density of one (1) person per 100 rentable square feet. Notwithstanding the foregoing, Tenant, as part of the Tenant Improvements Rent (as defined belowin Section 4.02) shall be responsible for performing the following (collectivelynumber of days equal to the number of days between April 19, the “HVAC Upgrade Work”) in areas where the existing ceiling is opened up for Tenant Improvements or where existing VAVs are exposed: (i) upgrade the existing VAVs with DDC controls (the DDC controls shall include control panels (PXC panels) to be installed by Siemens Industry, Inc. to enable communication between the VAV box controllers 2002 and the existing “Building Energy Management System”); (ii) clean Initial Premises Commencement Date. By way of example, if the existing exterior zone VAV heating coilsInitial Premises Commencement Date occurs on April 25, 2002, then Tenant shall receive an abatement of Rent until May 7, 2002. The parties hereby agree that the amount of any rental abatement which Tenant shall receive pursuant to this section is a reasonable estimation of costs and (iii) install ▇▇▇▇▇▇▇▇ circuit setter valves with T & P connections and drain valves on reheat coils to exterior VAV zones (if damages which will be incurred by Tenant in the event that the Initial Premises Commencement Date has not already existing). Tenant shalloccurred by April 91, prior to performance 2002 as a result of the HVAC Upgrade Workfailure to complete the Lift Station or Ejection System. Notwithstanding any other provision of this Lease to the contrary, submit in no event shall any period of time related to Landlord, for its reasonable approval, an itemized cost breakdown with quantities and unit prices for the HVAC Upgrade Work. Upon completion processing governmental approvals of the HVAC Upgrade Work, provided that Landlord receives the items required by Subparagraphs (i), (ii) and (iii) of Section 2.2.2(a) with respect to the HVAC Upgrade Work, Landlord will reimburse Tenant for Tenant’s actual, out-of-pocket costs of the performance of the HVAC Upgrade Work Lift Station or Ejection System be categorized as defined herein, not to exceed (A) Ninety-Three Thousand Seven Hundred Ninety Dollars ($93,790) (equivalent to $5.00 per rentable square foot of Expansion Space A) with respect to the HVAC Upgrade Work pertaining to Expansion Space A, and (B) Forty-One Thousand Eight Hundred Ninety Dollars ($41,890) (equivalent to $5.00 per rentable square foot of Expansion Space B) with respect to the HVAC Upgrade Work pertaining to Expansion Space B. Such reimbursement shall be separate from the Tenant Improvement Allowance and not deducted therefrom. Tenant acknowledges that VAV boxes and DDC system are part of Tenant’s HVAC system within the Premises. Notwithstanding anything to the contrary herein, in connection with Tenant’s installation of the Tenant Improvements, Landlord shall be solely responsible for all costs required to bring the Project outside the Premises into compliance with Applicable Laws to the extent required for Tenant’s occupancy of the Premises for density of one (1) person per 100 rentable square feet and general office use, or related to the presence of Hazardous Materials not introduced by Tenant or its agents, employees or contractorsa City Delay.

Base Building. The base, shell, and core of the Building (the “Base, Shell, and Core”) have been constructed. Notwithstanding Subject to the terms and conditions of subleases this Work Letter, Tenant hereby accepts the base, shell and core (if anyi) pursuant of the Premises and (ii) of the floor(s) of the Building on which the Premises are located (collectively, the “Base Building”), in its current “AS IS” condition existing as of the date of the Lease and the Lease Commencement Date. Tenant shall be entitled to which Tenant occupies an improvement allowance in the maximum aggregate amount of Two Million Three Hundred Forty-Three Thousand, One Hundred Eighty Dollars ($2,343,180.00) (i.e., $17.50 per rentable square foot of the Premises, ) (the “Base Building Improvement Allowance”) to be used by Tenant must comply solely to pay for the construction of certain improvements to the Base Building as are more particularly identified in Attachment 1 to this Work Letter (which required improvements are referred to here as the “Base Building Improvement Additions”) . Subject to Landlord’s obligation to pay to Tenant the Base Building Improvement Allowance in accordance with the terms and conditions of this Work Letter, Tenant shall be solely liable for all soft and hard costs associated with the Base Building Improvement Additions. Except for the Base Building Improvement Allowance and the Tenant Improvement Allowance set forth below, Landlord shall not be obligated to make or pay for any alterations or improvements to the Premises or the Building. For the sake of clarity, the base building condition of the Base Building to be delivered by Landlord to Tenant on the Lease Commencement Date is identified in the matrix (outlining existing base building conditions of the Base Building, including, inter alia, power, emergency power, lab exhaust, lab air supply and office air supply) attached hereto as Attachment 2 to this Work Letter with respect to all improvements initially constructed in (the Premises after the date of the Amendment. Subject to the terms of the Amendment and the Lease, Tenant hereby accepts the Base, Shell and Core and the Premises and all existing tenant improvements therein “AS IS” in their existing condition as of the date of the Amendment, without any modification or alteration by Landlord, provided that Landlord shall be responsible for such modification or alteration which is required in order for the Project to comply with Applicable Laws (including the Americans with Disabilities Act of 1990, as amended (“ADABase Building Delivery Condition”)) in effect on the date of the Amendment, as such laws are then interpreted and enforced to the extent it affects Tenant’s occupancy of or Tenant Improvements in the Premises for general office use with a density of one (1) person per 100 rentable square feet. Notwithstanding the foregoing, Tenant, as part of the Tenant Improvements (as defined below) shall be responsible for performing the following (collectively, the “HVAC Upgrade Work”) in areas where the existing ceiling is opened up for Tenant Improvements or where existing VAVs are exposed: (i) upgrade the existing VAVs with DDC controls (the DDC controls shall include control panels (PXC panels) to be installed by Siemens Industry, Inc. to enable communication between the VAV box controllers and the existing “Building Energy Management System”); (ii) clean the existing exterior zone VAV heating coils, and (iii) install ▇▇▇▇▇▇▇▇ circuit setter valves with T & P connections acknowledges and drain valves on reheat coils agrees that Attachment 1 identifies conditions that are the Tenant’s responsibility to exterior VAV zones install (if and, as such, are expressly not already existingincluded in Attachment 2 as being included in the Base Building Delivery Condition). Tenant shall, prior subject to performance reimbursement to the extent of the HVAC Upgrade Work, submit Base Building Improvement Allowance. Landlord acknowledges that certain of Tenant’s laboratory improvements to Landlord, for its reasonable approval, an itemized cost breakdown with quantities and unit prices for the HVAC Upgrade Work. Upon completion a portion of the HVAC Upgrade WorkPremises require additional emergency power, provided that and Landlord receives the items required by Subparagraphs (i), (ii) commits to work cooperatively with Tenant and (iii) of Section 2.2.2(a) with respect its consultants to the HVAC Upgrade Work, Landlord will reimburse Tenant identify one or more solutions for Tenant’s actualadditional power needs; provided, out-of-pocket costs however, the cost of designing and installing the Base Building infrastructure (in excess of the performance portion of the HVAC Upgrade Work as defined herein, not Base Building Improvement Allowance attributable to exceed (ATenant’s additional power needs) Ninety-Three Thousand Seven Hundred Ninety Dollars ($93,790) (equivalent to $5.00 per rentable square foot achieve the availability of Expansion Space A) with respect additional power capacity to the HVAC Upgrade Work pertaining to Expansion Space A, and (B) Forty-One Thousand Eight Hundred Ninety Dollars ($41,890) (equivalent to $5.00 per rentable square foot of Expansion Space B) with respect to the HVAC Upgrade Work pertaining to Expansion Space B. Such reimbursement Premises shall be separate from borne solely by ▇▇▇▇▇▇ (i.e., the Tenant Improvement Allowance and not deducted therefrom. Tenant acknowledges that VAV boxes and DDC system are part cost of Tenant’s HVAC system within all upgrades, alterations and/or additions beyond those described in the Premises. Notwithstanding anything to the contrary herein, in connection with Tenant’s installation of the Tenant Improvements, Landlord Base Building Delivery Condition shall be paid solely responsible for all costs required to bring the Project outside the Premises into compliance with Applicable Laws to the extent required for by Tenant’s occupancy of the Premises for density of one (1) person per 100 rentable square feet and general office use, or related to the presence of Hazardous Materials not introduced by Tenant or its agents, employees or contractors).

Base Building. The base, shell, and core of the Building (the “Base, Shell, and Core”) have been constructed. Notwithstanding the terms and conditions of subleases (if any) pursuant to which Tenant occupies the Premises, Tenant must comply with the terms and conditions of this Tenant Work Letter with respect to all improvements initially constructed in the Premises after the date of the Amendment. Subject Pursuant to the terms of the Amendment and the Lease, Landlord shall deliver to Tenant hereby accepts the Basefollowing items (sometimes collectively referred to herein as the "Base Building"): (i) the base, Shell shell and Core and the Premises and all existing tenant improvements therein “AS IS” in their existing condition as core of the date of the AmendmentBuilding; (ii) all base building systems, including without any modification or alteration by Landlordlimitation heating, provided that Landlord shall be responsible for such modification or alteration which is required in order for the Project to comply with Applicable Laws ventilation and air conditioning ("HVAC"), mechanical (including the Americans with Disabilities Act of 1990without limitation elevators), as amended (“ADA”)) in effect on the date of the Amendmentelectrical, as such laws are then interpreted plumbing and enforced to the extent it affects Tenant’s occupancy of or Tenant Improvements in the Premises for general office use with a density of one (1) person per 100 rentable square feet. Notwithstanding the foregoing, Tenant, as part of the Tenant Improvements (as defined below) shall be responsible for performing the following telephone (collectively, the “HVAC Upgrade Work”) in areas where the existing ceiling is opened up for Tenant Improvements or where existing VAVs are exposed: (i) upgrade the existing VAVs with DDC controls (the DDC controls shall include control panels (PXC panels) to be installed by Siemens Industry, Inc. to enable communication between the VAV box controllers and the existing “"Building Energy Management System”Systems"); (iiiii) clean the existing curtain wall; (iv) the structural components of the Building; and the exterior zone VAV heating coilsroof of the Building. Delivery of the Base Building shall be made in its current, "as- is" condition; provided, however, that notwithstanding the "as-is" nature of Landlord's delivery of the Base Building, Landlord agrees that it shall promptly improve the Base Building, at Landlord's expense, as necessary to remedy any defects which are disclosed to Landlord by Tenant in a written notice delivered not later than thirty (30) days after the earlier of (a) the date on which Tenant discovers the defect, or (b) Landlord's delivery to Tenant of the portion of the Premises in which the defect is located. Moreover, Landlord covenants that upon Landlord's delivery to Tenant of the Base Building, each component thereof identified above shall be in good working order and shall comply with all applicable laws, and Landlord shall at its expense make any improvements necessary to cause said covenant to be true (iii) install ▇▇▇▇▇▇▇▇ circuit setter valves with T & P connections and drain valves on reheat coils to exterior VAV zones (if not already existing). Tenant shall, prior to performance regardless of the HVAC Upgrade Work, submit to Landlord, for its reasonable approval, an itemized cost breakdown with quantities and unit prices for the HVAC Upgrade Work. Upon completion date on which Tenant notifies Landlord of the HVAC Upgrade Work, provided that Landlord receives the items required by Subparagraphs (ineed for such improvement), (ii) and (iii) of Section 2.2.2(a) with respect to the HVAC Upgrade Work, Landlord will reimburse Tenant for Tenant’s actual, out-of-pocket costs of the performance of the HVAC Upgrade Work as defined herein, not to exceed (A) Ninety-Three Thousand Seven Hundred Ninety Dollars ($93,790) (equivalent to $5.00 per rentable square foot of Expansion Space A) with respect to the HVAC Upgrade Work pertaining to Expansion Space A, and (B) Forty-One Thousand Eight Hundred Ninety Dollars ($41,890) (equivalent to $5.00 per rentable square foot of Expansion Space B) with respect to the HVAC Upgrade Work pertaining to Expansion Space B. Such reimbursement shall be separate from the Tenant Improvement Allowance and not deducted therefrom. Tenant acknowledges that VAV boxes portions of the Premises are now or have previously been occupied by other tenants, and DDC system are part of Tenant’s HVAC system within that upon delivery to Tenant the Premises. Notwithstanding anything to the contrary hereinPremises may, in Landlord's discretion, include some or all tenant improvements previously installed in connection with Tenant’s installation of the Tenant Improvements, Landlord shall be solely responsible for all costs required to bring the Project outside the Premises into compliance with Applicable Laws to the extent required for Tenant’s occupancy of the Premises for density of one (1) person per 100 rentable square feet and general office use, or related to the presence of Hazardous Materials not introduced by Tenant or its agents, employees or contractorssuch occupancy.