Common use of Construction Drawings Clause in Contracts

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving Tenant shall retain Gensler or another architect/space planner selected by Tenant and reasonably approved by Landlord (the Additional Programming Information“Architect”) to prepare the “Construction Drawings,” as that term is defined in this Section 3.1 and shall retain engineering consultants (the “Engineers”) selected by Tenant and reasonably approved by Landlord to prepare all plans and engineering working drawings relating to the structural, Landlord shall cause mechanical, electrical, plumbing, HVAC, life safety, and sprinkler work in the Premises. The plans and drawings to be prepared by Architect and the Engineers to prepare and deliver to Tenant hereunder shall be known collectively as the “Construction Drawings.” All Construction Drawings that conform shall comply with the drawing format and specifications determined by Landlord, and shall be subject to Landlord’s reasonable approval, which approval shall not be unreasonably withheld, conditioned or delayed. The Architect shall verify, in the approved Space Plan field, the dimensions and conditions as shown on the approved Additional Programming Informationrelevant portions of the base building plans. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings as set forth in this Section 3, shall be for its sole purpose and shall not imply Landlord’s review of the same, or obligate Landlord to review the same, for quality, design, Code compliance or other like matters. Accordingly, notwithstanding that any Construction Drawings are reviewed by notice Landlord or its space planner, architect, engineers and consultants, and notwithstanding any advice or assistance which may be rendered to Tenant by Landlord or Landlord. If Tenant disapproves the Construction Drawings’s space planner, Tenant’s notice of disapproval architect, engineers, and consultants, Landlord shall specify have no liability whatsoever in connection therewith and shall not be responsible for any revisions Tenant desires omissions or errors contained in the Construction Drawings. After receiving such notice of disapprovalNotwithstanding anything to the contrary herein, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make disapprove any revision to element of the Construction Drawings or the Final Space Plan (defined below) that is inconsistent generally in keeping with the Landlord Requirements or that Landlord otherwise reasonably disapproves), Building standards and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of is consistent with Tenant’s notice of disapproval permitted use or the mutual execution interior improvements of the Existing Premises and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”Suite 150.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Extension Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving Within 90 days after the Additional Programming InformationDesign Development Drawings have been finalized, Landlord shall cause the TI Architect and the Engineers to prepare and deliver to Tenant for review and comment construction plans, specifications and drawings for the Tenant Improvements (“TI Construction Drawings”), which TI Construction Drawings shall be prepared substantially in accordance with the Design Development Drawings. Tenant shall be solely responsible for ensuring that conform the TI Construction Drawings reflect Tenant’s requirements for the Tenant Improvements. Tenant shall deliver its written comments on the TI Construction Drawings to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 Landlord not later than 10 business days after Tenant’s receipt of the later of same; provided, however, that Tenant may not disapprove any matter that is consistent with the Design Development Drawings without submitting a Change Request. Landlord and the TI Architect shall consider all such comments in good faith and shall, within 10 business days after receipt, notify Tenant how Landlord proposes to respond to such comments and Landlord submit revised TI Construction Drawings reflecting Tenant’s comments and Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice response to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (comments; provided, however, that Landlord shall will not be required to cause consider any comments which are not consistent with the Architect or Design Development Drawings unless Tenant submits a Change Request. Any disputes in connection with such comments shall be resolved in accordance with Section 2(e) hereof. Provided that the Engineers to make any revision design reflected in the TI Construction Drawings is consistent with the Design Development Drawings, Tenant shall approve the TI Construction Drawings submitted by Landlord, unless Tenant submits a Change Request. Once approved by Tenant, subject to the provisions of Section 4 below, Landlord shall not materially modify the TI Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of without Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time approval except as may be reasonably necessary required in connection with the issuance of the TI Permit (but not more than 15 business days after the later of such receipt or such mutual execution and deliveryas defined in Section 3(b) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”below).

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving Landlord and Tenant have approved the Additional Programming Informationpreliminary plans and specifications identified in Schedule C-1 attached hereto (the “Preliminary Plans”) and the preliminary budget for such work (the “Preliminary Budget”). Following the Effective Date and satisfaction of the conditions in Sections 1.01 and 1.02(a), (b), (c), and (e), Landlord shall cause the Architect and the Engineers to prepare and deliver submit to Tenant Construction Drawings that conform a set of final construction drawings (the “Final Plans and Specifications”) consistent with the Preliminary Plans covering all work to be performed by Landlord in constructing and installing the approved Space Plan Building and Tenant Improvements and providing for only such allowances as provided for in the approved Additional Programming InformationPreliminary Budget in accordance with the schedule attached as Schedule C-2. Such preparation and delivery Tenant shall occur within 15 business have twenty (20) days after receipt of the later Final Plans and Specifications in which to review the Final Plans and Specifications and to give to Landlord written notice of Landlord’s Tenant's approval of the Additional Programming Information Final Plans and Specifications or its requested changes to the mutual execution Final Plans and delivery of this AgreementSpecifications. Tenant shall approve have no right to request any changes to the Final Plans and Specifications that would increase the scope of work in more than a minor or disapprove incidental manner without any change to the Construction Drawings Preliminary Budget; materially alter the exterior appearance or the design intent of the Building, Common Areas, Boat Ramp Area, or the commonly used Building systems; which are not permitted by notice the Ground Lease; or which are inconsistent with the Preliminary Plans; provided that Tenant may at all times require changes to Landlordthe Final Plans and Specifications due to their non-compliance with Laws in effect at the time of filing for the building permit or inconsistency with the Preliminary Plans. If Tenant disapproves fails to approve or request changes to the Construction DrawingsFinal Plans and Specifications within twenty (20) days after its receipt thereof, Tenant’s notice of disapproval Tenant shall specify be deemed to have approved the Final Plans and Specifications and the same shall thereupon be final. If Tenant requests any revisions Tenant desires in changes to the Construction Drawings. After receiving such notice of disapprovalFinal Plans and Specifications permitted above, Landlord shall cause make those changes which are reasonably requested by Tenant and shall within twenty (20) days of its receipt of such request submit the Architect and/or revised portion of the Engineers Final Plans and Specifications to revise Tenant. Tenant may not thereafter disapprove the Construction Drawingsrevised portions of the Final Plans and Specifications unless Landlord has unreasonably failed to incorporate reasonable comments of Tenant; and, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision subject to the Construction Drawings that is inconsistent with foregoing, the Final Plans and Specifications, as modified by said revisions, shall be deemed to be final upon the submission of said revisions to Tenant. The Final Plans and Specifications as approved by Landlord Requirements or that Landlord otherwise reasonably disapproves)and Tenant shall be identified in Schedule C-3 and attached hereto and shall be referred to as the “Approved Final Plans.” The parties shall at all times in their review of the Final Plans and Specifications, and resubmit of in requesting in any revisions thereto, act reasonably and in good faith. Without limiting the Construction Drawings foregoing, Tenant agrees to Tenant for its approval. Such revision and resubmission shall occur confirm Tenant's consent to the Approved Final Plans in writing within five (5) business days after following Landlord's written request therefor. Upon final approval of the later Approved Final Plans, Landlord shall provide Tenant with a proposed schedule for the construction and installation of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not materialTenant Improvements, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure which shall be repeated as necessary until Tenant has subject to Tenant's reasonable approval and which shall in no event extend the Target Occupancy Date unless specifically approved the Construction Drawings. The Construction Drawings approved in writing by Landlord and Tenant. Landlord shall notify Tenant are referred of any material changes to said schedule and of any situation when the work provided for in this Work Letter as is not being completed within the “Approved Construction Drawings”time periods provided for in the schedule or if the work is likely to be not in compliance with such schedule.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Space Plan, or (ii) fail to comply with Law or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvement Work, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Approved Space Plan and the approved Additional Programming InformationInformation and are consistent with the Landlord Requirements. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this AgreementInformation. Tenant shall approve or disapprove the Construction Drawings by written notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such written notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Further, Landlord may withhold its consent, in its sole and absolute discretion, to any change in the Approved Construction Drawings (defined below) if such change would directly or indirectly delay the substantial completion of the Tenant Improvements. Such revision and resubmission shall occur within five (5) 5 business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material). Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 1 business days day after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Space Plan, or (ii) fail to comply with Law or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvement Work (unless Tenant agrees to pay such increased cost and reimburses Landlord within 10 after days written demand for such increase), or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving Landlord shall cause the Additional Programming InformationDesign Professionals to prepare construction drawings (in accordance with the Building Plans) and specifications including complete sets of detailed architectural, structural, mechanical, electrical and plumbing working drawings (the “Proposed Construction Drawings”) for the Improvements and shall deliver the Proposed Construction Drawings to Tenant for approval (which approval shall not be unreasonably withheld, conditioned or delayed). Within ten (10) business days after delivery of the Proposed Construction Drawings to Tenant, Tenant shall either approve the Proposed Construction Drawings or notify Landlord of the item(s) of the Proposed Construction Drawings that Tenant disapproves and the reason(s) therefor. If Tenant disapproves the Proposed Construction Drawings, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers Design Professionals to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings same to Tenant for its approvalapproval (the “Revised Construction Drawings”). Such revision and resubmission shall occur within Within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not materialthe Revised Construction Drawings to Tenant, Tenant shall either approve the Revised Construction Drawings or notify Landlord of the item(s) of the Revised Construction Drawings which Tenant disapproves and within such longer period of time as may be reasonably necessary the reason(s) therefor. If Tenant disapproves the Revised Construction Drawings, Landlord shall cause the Design Professionals to further revise and resubmit same to Tenant for approval, which process shall continue until the plans are approved. Tenant shall have five (but not more than 15 5) business days after delivery of each set of Revised Construction Drawings to either approve the later Revised Construction Drawings or notify Landlord of the item(s) of the Revised Construction Drawings which Landlord disapproves and the reason(s) therefor. Should Tenant fail to respond to Landlord’s request for approval within the time periods allotted above, Landlord shall deliver to Tenant notice of such receipt failure, and Tenant shall have an additional five (5) business day period in which to respond to Landlord’s request for approval. Should Tenant fail to respond to Landlord’s request for approval within such five (5) business day period, Tenant shall have been deemed to have approved such Proposed Construction Drawings or such mutual execution and delivery) if such revision is materialRevised Construction Drawings, as applicable. Such procedure Provided, however, that Landlord’s notice must specifically include a statement providing that Tenant’s approval shall be repeated as necessary until deemed granted if Tenant has approved the fails to respond within such five (5) business day period. The Proposed Construction Drawings or Revised Construction Drawings. The Construction Drawings , as approved (or deemed approved) by Landlord and Tenant Tenant, are hereinafter referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving On or before the Additional Programming Informationthirtieth (30th) day following the date hereof, Landlord shall cause the Architect and the Engineers to prepare and deliver submit to Tenant Construction Drawings that conform a set of construction drawings (the “CDs”) covering all work to be performed by Landlord in constructing and installing the approved Space Plan and Tenant Improvements, which shall be based on the approved Additional Programming Informationscope of work attached as Exhibit B-1 hereto (the “Scope of Work”). Such preparation and delivery Tenant shall occur within 15 business have five (5) days after receipt of the later CDs in which to review the CDs and to give to Landlord written notice of LandlordTenant’s approval of the Additional Programming Information CDs or its requested changes to the mutual execution and delivery of this AgreementCDs. Tenant shall approve have no right to request any changes to the CDs that would increase the scope of work or disapprove materially alter the Construction Drawings by notice to Landlordexterior appearance or basic nature of the Building or the Building systems. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers fails to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect approve or the Engineers to make any revision request changes to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur CDs within five (5) business days after its receipt thereof, Tenant shall be deemed to have approved the later CDs and the same shall thereupon be final. If Tenant requests any changes to the CDs, Landlord shall make those changes which are reasonably requested by Tenant and shall within ten (10) days of its receipt of such request submit the revised portion of the CDs to Tenant. Tenant may not thereafter disapprove the revised portions of the CDs unless Landlord has unreasonably failed to incorporate reasonable comments of Tenant and, subject to the foregoing, the CDs, as modified by said revisions, shall be deemed to be final upon the submission of said revisions to Tenant. Tenant shall at all times in its review of the CDs, and of any revisions thereto, act reasonably and in good faith. Without limiting the foregoing, Tenant agrees to confirm Tenant’s consent to the CDs in writing within three (3) days following Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”written request therefor.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Suite 475 Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Space Plan, or (ii) fail to comply with Law or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvement Work, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, In Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Space Plan, or (ii) fail to comply with Law or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvement Work, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Constitution Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s 's approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s 's notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s 's disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s 's receipt of Tenant’s 's notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord Sublandlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to be consistent with the approved Approved Space Plan Plans and with the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after basic plans for the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (Building; provided, however, that Landlord shall not be required to cause the Architect or the Engineers to Sublandlord may make any revision changes to the Construction Drawings that is inconsistent required by any governmental department or bureau having jurisdiction over the Building (subject to Subtenant’s review and approval). Subtenant shall fully and promptly cooperate with the Landlord Requirements or that Landlord otherwise reasonably disapproves), Sublandlord and resubmit Sublandlord’s architect in order to ensure timely development of the Construction Drawings to Tenant for its approvaland Final Construction Drawings. Such revision and resubmission shall occur In furtherance of the foregoing, Subtenant shall, within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval any Construction Drawings, submit to Sublandlord the required approvals noted thereon, or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may submit comments to Sublandlord setting forth changes to be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved made in the Construction Drawings. The Sublandlord shall have the Construction Drawings modified and resubmitted to Subtenant for approval, and Subtenant shall within five (5) business days after receipt of any revised plans submit to Sublandlord the required approvals noted thereon, or submit comments to Sublandlord setting forth changes to be made. Such process shall be repeated until Subtenant, Sublandlord, Sublandlord’s architect, and/or Sublandlord’s engineer have approved by Landlord and Tenant are referred the Construction Drawings for Sublandlord’s Work in writing. Subtenant’s failure to in this Work Letter as the “Approved Construction Drawings”respond timely shall be deemed approval.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business Within 60 days after the later of Landlord’s approval of Space Plans, Tenant shall cause Tenant’s Architect and Tenant’s Engineer to prepare complete stamped and sealed construction drawings and specifications including complete sets of detailed architectural, structural, mechanical, electrical and plumbing working drawings for the Additional Programming Information or Initial Leasehold Improvements that are reasonably consistent with the mutual execution and delivery of this AgreementSpace Plans (the “Proposed Construction Drawings“). Tenant shall approve or disapprove deliver the Proposed Construction Drawings to Landlord for approval. Within ten days after receipt of the Proposed Construction Drawings by notice Landlord, Landlord shall either approve the Proposed Construction Drawings or notify Tenant in writing of the item(s) of the Proposed Construction Drawings that Landlord disapproves and the reason(s) therefor. If Landlord disapproves the Proposed Construction Drawings (Landlord’s disapproval shall specify the reasons therefor and the changes which, if made, will result in Landlord’s approval), Tenant shall make the corrections necessary to satisfy Landlord’s concerns, and Tenant shall revise and resubmit same to Landlord for approval (the “Revised Construction Drawings“) following receipt of Landlord’s disapproval. Within ten days after receipt of the Revised Construction Drawings by Landlord, Landlord shall either approve the Revised Construction Drawings or notify Tenant in writing of the item(s) of the Revised Construction Drawings that Landlord disapproves and the specific reason(s) therefor. If Landlord disapproves the Revised Construction Drawings, Tenant shall make the further corrections necessary to satisfy Landlord’s concerns, and Tenant shall revise and resubmit same to Landlord for approval, which process shall continue until the Revised Construction Drawings are approved. The Proposed Construction Drawings or Revised Construction Drawings, as approved by Landlord, are hereinafter referred to as the “Construction Drawings“. If Landlord disapproves the Revised Construction Drawings or any element thereof, the period of time thereafter incurred to prepare, submit, and obtain approval by Landlord of revisions thereto shall constitute Tenant Delay to the extent provided in Paragraph 23 of this Exhibit B. In no event shall Landlord’s failure to respond be deemed approval by Landlord. If Landlord fails to respond within the time periods specified above, Tenant disapproves the Construction Drawings, Tenantmay deliver another request for Landlord’s notice of disapproval shall specify any revisions Tenant desires response in the Construction Drawingsa Conspicuous Notice. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers fails to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur respond within five (5) business days after the later of Landlord’s its receipt of Tenant’s notice the Conspicuous Notice, then each day after such five-day period will constitute a day of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”Delay.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant architectural, engineering and final architectural working drawings for the Tenant Improvement Work (the “Construction Drawings Drawings”) that conform to the approved Approved Space Plan and the approved Additional Programming InformationPlan. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Approved Space Plan, or (ii) fail to comply with Law or Landlord’s requirements for avoiding aesthetic, engineering or other conflicts with the design and function of the balance of the Building (collectively, the “Landlord Requirements Requirements”), or (b) increase the cost of the Tenant Improvement Work, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five two (52) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 five (5) business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, If Landlord shall cause the Architect and the Engineers to prepare and deliver to or Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant expressly disapproves the T.I. Construction Drawings, then Landlord or Tenant’s notice , as the case may be, shall, as part of its disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapprovalnotice, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings(i) approve those portions which are acceptable, taking into account and (ii) disapprove those portions which are not acceptable, specifying the reasons for such disapproval and describing the changes the disapproving party requests for each item disapproved, provided Tenant may only disapprove the T.I. Construction Drawings if same materially deviates from the Space Plan approved by Tenant pursuant to this Tenant Work Letter (as determined by Tenant in its reasonable discretion). Landlord or Tenant’s failure to deliver its approval or disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur notice within such five (5) business day period shall be deemed such party’s approval of the T.I. Construction Drawings so submitted. Within ten (10) business days following either party’s disapproval of any portion of the T.I. Construction Drawings, Landlord shall have the T.I. Construction Drawings revised to incorporate the changes requested by the disapproving party and deliver the revised T.I. Construction Drawings to both Landlord and Tenant. Tenant acknowledges that Landlord is relying on Tenant’s timely approval of the T.I. Construction Drawings in order to allow Xxxxxxxx to attempt to deliver the Premises on the Estimated Commencement Date. Accordingly, for each day which passes after the later of Landlord’s receipt of Tenant’s notice of disapproval date due, but before Tenant delivers the approved Space Plan, the approved T.I. Construction Drawings or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has any approved the revisions to T.I. Construction Drawings. The Construction Drawings approved by Landlord and , shall constitute a Tenant are referred to in this Work Letter Delay (as the “Approved Construction Drawings”such term is defined hereinbelow).

Construction Drawings. After approving If necessary based on the Additional Programming Informationscope of the work to be performed, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings construction drawings that conform to the approved Approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this AgreementPlan. Tenant shall approve or disapprove the Construction Drawings construction drawings by notice to LandlordLandlord within two (2) business days after Tenant's receipt of the construction drawings. If Tenant disapproves the Construction Drawingsconstruction drawings, Tenant’s 's notice of disapproval shall specify any revisions Tenant desires in the Construction Drawingsconstruction drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawingsconstruction drawings, taking into account the reasons for Tenant’s 's disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings construction drawings that is inconsistent with the Landlord Requirements Approved Space Plan or that Landlord otherwise reasonably disapprovesLandlord's requirements for avoiding aesthetic, engineering or other conflicts with the design and function of the balance of the Building), and resubmit the Construction Drawings construction drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) 5 business days after the later of Landlord’s 's receipt of Tenant’s 's notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawingsconstruction drawings. The Construction Drawings construction drawings approved by Landlord and Tenant are referred to in this Work Letter as the “"Approved Construction Drawings”".

Construction Drawings. After approving Landlord approves the Additional Programming InformationSpace Plan, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Tenant Improvement Work in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and shall deliver four (4) copies of the Construction Drawings, signed by Tenant, to Tenant Landlord for its approval. Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that conform each phase shall be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the approved Space Plan and Construction Drawings (or the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 ten (10) business days after the later of Landlord’s approval of the Additional Programming Information receipt thereof or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Tenant Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld.

Construction Drawings. After approving As soon as the Additional Programming InformationDesign Documents are --------------------- approved by Landlord, Tenant shall prepare the Construction Drawings that are consistent with and logical evolutions of the Design Documents and the Schedule of Values. The Construction Drawings and Schedule of Values shall be delivered to Landlord for approval. If Landlord does not approve the Construction Drawings and/or the Schedule of Values, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur Tenant, as soon as reasonably possible but within 15 three (3) business days after following receipt thereof, written notice of such disapproval. The notice shall specify the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove changes that must be made to the Construction Drawings by and/or the Schedule of Values as a condition for obtaining Landlord's approval. Within three (3) business days following receipt of Landlord's notice of disapproval, Tenant shall deliver a revised set of Construction Drawings and/or Schedule of Values to Landlord. If Tenant disapproves , which incorporate the Construction Drawings, Tenant’s changes specified in Landlord's notice of disapproval shall disapproval. Landlord's failure to specify any revisions Tenant desires in such changes during its three (3) business day review period shall be conclusively deemed Landlord's approval of the Construction Drawings. After receiving such notice of disapprovalNotwithstanding the foregoing, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, agrees that Landlord it shall not be required to cause the Architect or the Engineers to make disapprove any revision to portion of the Construction Drawings that or any change thereto required by any applicable governmental agency; or which is inconsistent consistent in all material respects with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit description of the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after Premises set forth in the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings Design Documents previously approved by Landlord. Landlord and Tenant are referred to in this Work Letter as shall each sign a copy of the “Approved approved Construction Drawings”Drawings and Schedule of Values.

Construction Drawings. After approving Promptly after the Additional Programming Informationentire Design Documents are approved by Landlord pursuant to Section 2.2, Landlord Tenant shall cause to be prepared the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform are consistent with the Design Documents. The Construction Drawings shall be delivered to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s Landlord for approval, which approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required unreasonably withheld, conditioned or delayed. Landlord shall deliver to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise Tenant, as soon as reasonably disapproves)practicable, and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur but within five (5) business days after following receipt thereof, written notice of approval or reasonable disapproval of the later of Construction Drawings, in which event the notice shall specify the changes that must be made to the Construction Drawings as a condition for obtaining Landlord’s receipt approval. Landlord’s failure to approve or disapprove the Construction Drawings within the five (5) business day period shall be deemed Landlord’s approval of Tenantthe Construction Drawings, as submitted. Notwithstanding the foregoing, Landlord shall only disapprove the Construction Drawings if the same (i) do not comply in any material respect with the Design Documents, or (ii) contain a Design Problem. If Landlord timely delivers notice of disapproval, Tenant shall deliver a revised set of Construction Drawings to Landlord, which incorporate the required changes specified in Landlord’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not materialdisapproval, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution foregoing submittal and delivery) if such revision is material. Such procedure approval process shall be repeated as necessary in accordance with the procedures set forth in this Section 2.3 until Tenant has approved Landlord reasonably approves the entire Construction Drawings. The Construction Drawings approved Upon approval by Landlord, Landlord and Tenant are referred to in this Work Letter as shall each sign a copy of the “Approved approved Construction Drawings”.

Construction Drawings. After approving Once the Additional Programming InformationApproved Preliminary Plans have been determined, Landlord shall cause the Architect Architect, Engineer and Contractor, as applicable, to prepare construction drawings for the Parking Deck Project in accordance with the Approved Preliminary Plans and the Engineers to prepare and deliver to requirements of Applicable Law (“Draft Construction Drawings”). Landlord will provide Tenant with Draft Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery Tenant shall occur within 15 have seven (7) business days after to review the later same and approve them or notify Landlord in writing of Landlord’s approval of the Additional Programming Information or the mutual execution any good faith and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval reasonable objections thereto (“Drawing Objections”); provided, however, that Landlord Tenant’s Drawing Objections shall not be required to cause the Architect or the Engineers to make any revision include matters that conform to the Approved Preliminary Plans. If Tenant fails to approve or notify Landlord of its Drawing Objections within such seven (7) business day period, Landlord may so notify Tenant, in which case Tenant shall be deemed to have approved the Draft Construction Drawings unless Tenant provides Landlords with its approval or Drawing Objections within three (3) business days after Landlord’s reminder notice. Landlord and Tenant shall work together in good faith to resolve any Drawing Objections that is inconsistent are timely raised by Tenant in accordance with the Landlord Requirements or that Landlord otherwise reasonably disapproves)this paragraph and, and resubmit the Construction Drawings if they are unable to Tenant for its approval. Such revision and resubmission shall occur do so within five (5) business days after the later of Landlord’s receipt of Tenant’s notice the Drawing Objections, Landlord shall cause the Draft Construction Drawings to be revised as nearly as possible to conform to the Approved Preliminary Plans and the requirements of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is materialApplicable Law. Such procedure shall be repeated as necessary until Tenant has approved the The term “Approved Construction Drawings. The ” means the final version of the Draft Construction Drawings mutually approved by Landlord and Tenant in accordance with this paragraph or, if they are referred unable to in this Work Letter so agree, the final version of the Construction Drawings resulting from the revisions required by the immediately preceding sentence, together with such revisions as may be required as a condition to the “Approved Construction Drawings”Required Approvals.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 10 business days after the later of Landlord’s 's approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s 's notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s 's disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) 5 business days after the later of Landlord’s 's receipt of Tenant’s 's notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings; provided that if Tenant requests more than two (2) sets of revisions to the Construction Drawings, any delays in connection with the third (3rd) and subsequent revisions shall be deemed to be a Tenant Delay. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “"Approved Construction Drawings”".

Construction Drawings. After approving If and to the Additional Programming Informationextent deemed necessary by Landlord, or required by Law, based on the scope of the Tenant Improvement Work, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings construction drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this AgreementApproved Pricing Plan. Tenant shall approve or disapprove the Construction Drawings construction drawings by notice to LandlordLandlord within two (2) business days after Tenant’s receipt of the construction drawings. If Tenant disapproves the Construction Drawingsconstruction drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawingsconstruction drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawingsconstruction drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings construction drawings that is inconsistent with the Landlord Requirements Approved Pricing Plan or that Landlord otherwise reasonably disapprovesLandlord’s requirements for avoiding aesthetic, engineering or other conflicts with the design and function of the balance of the Building), and resubmit the Construction Drawings construction drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) 5 business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawingsconstruction drawings; provided that if Tenant requires more than one set of revisions, the time required to prepare and obtain approval of the second and subsequent sets of revisions shall be considered to be a Tenant Delay. The Construction Drawings final plans approved by Landlord and Tenant for the Tenant Improvement Work (i.e. the Approved Pricing Plan or, if applicable, approved construction drawings) are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within Within five (5) business days after any request by Landlord, Tenant shall furnish the later of additional information requested by Landlord for the preparation by Landlord’s receipt architect, engineer or space planner of construction drawings and specifications (the “Construction Drawings”). Construction Drawings will be prepared within twenty (20) days after final approval of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary Space Plans. Within five (but not more than 15 business 5) working days after the later of such receipt Construction Drawings which have been prepared by Landlord’s architect, engineer or such mutual execution and delivery) if such revision is material. Such procedure space planner are submitted to Tenant, Tenant shall be repeated as necessary until Tenant has approved reasonably approve or disapprove the Construction Drawings. The Construction Drawings shall be deemed approved by if Tenant fails to disapprove them within the five (5) day period. If Tenant shall desire any changes, Tenant shall so advise Landlord in writing and Landlord shall determine whether such changes can be made in a reasonable manner without the material impact on substantial completion of the Tenant are referred Improvements. Tenant acknowledges and agrees that in order for Landlord to in this Work Letter as meet its schedule for substantial completion of the Tenant Improvements, Tenant shall approve the Tenant Improvement Construction Drawings no later than the date (the “Approved Tenant Construction DrawingsDrawings Approval Deadline”) that is five (5) days after delivery of such Construction Drawings to Tenant. If Tenant does not approve the Construction Drawings by the Tenant Construction Drawings Approval Deadline, such failure shall constitute a Tenant Delay (as defined herein).

Construction Drawings. After approving the Additional Programming InformationLandlord approves a Space Plan, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Eighth Amendment Improvement Work (or applicable phase thereof) in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and shall deliver four (4) copies of the Construction Drawings, signed by Tenant, to Tenant Landlord for its approval. Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that conform each phase shall be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the approved Space Plan and Construction Drawings (or the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information receipt thereof or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary (provided that with respect to any such revision and resubmission of the Construction Drawings by Tenant, the 10-business day period set forth above for Landlord’s notice of approval or disapproval shall be reduced to five (5) business days after Landlord’s receipt thereof) until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Eighth Amendment Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s 's approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s 's disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s 's receipt of Tenant’s 's notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “"Approved Construction Drawings”".

Construction Drawings. After approving Prior to construction of the Additional Programming InformationImprovement Work, Landlord Tenant shall cause cause, at Tenant’s sole cost and expense, the Architect and preparation of working drawings for the Engineers to prepare and deliver to Tenant Improvement Work (“Construction Drawings that conform to Drawings”) based on the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit submit the Construction Drawings to Tenant Landlord for its review and approval. Such revision and resubmission , which shall occur within not be unreasonably withheld or delayed beyond five (5) business days after delivery thereof to Landlord. Notwithstanding the later of foregoing, however, if the Construction Drawings do not accurately depict the Improvement Work shown on the Space Plan (as reasonably determined by Landlord’s receipt construction manager), it shall not be unreasonable for Landlord to delay its approval of Tenantthe Construction Drawings until the same are appropriately revised by Tenant (as reasonably determined by Landlord’s notice construction manager). Tenant shall be responsible for submitting the Construction Drawings to the City of disapproval San Diego for review and approval. Any changes to the Space Plan or the mutual execution and delivery Construction Drawings after approval by Landlord, whether such change is requested by the City of this Agreement if such revision is not materialSan Diego or otherwise, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary submitted to Landlord for Landlord’s review and approval, which shall not be unreasonably withheld or delayed. No portion of the Improvement Work shall be undertaken by Tenant until Tenant has approved the Construction Drawings. The Construction Drawings have been finally approved by Landlord Landlord. Any and Tenant are referred all cost related to in this Work Letter as either the “Approved Construction Drawings”illegality or malfunctioning of any item or aspect of any of the Improvement Work, whether arising from the design, plans, specifications, working drawings or otherwise, shall be borne solely by Tenant, notwithstanding Landlord’s approval of the same.

Construction Drawings. After approving the Additional Programming InformationEffective Date of this Lease, Tenant may, at Tenant’s expense (subject to allocation of the TI Allowance), prepare construction drawings depicting the proposed Tenant Improvements (“Construction Drawings”) for Landlord’s prior written approval; which approval shall not be unreasonably withheld or conditioned by Landlord, and shall be granted or withheld (with reasonable rationale) by Landlord within ten (10) business days of Tenant’s request. In the event that Landlord fails to timely approve or disapprove of the Construction Drawings, Tenant shall deliver a second written notice to Landlord for approval. After delivery of the second written notice, Landlord shall cause grant or withhold approval within ten (10) business days thereafter, failing which the Architect and the Engineers to prepare and deliver to Tenant proposed Construction Drawings that conform shall be deemed approved by Landlord. Upon Landlord’s approval hereunder, such proposed Construction Drawings shall be deemed to be the approved Space Plan and the approved Additional Programming Information“Final Construction Drawings”. Such preparation and delivery shall occur within 15 business days after the later of Tenant hereby acknowledges that, notwithstanding Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. proposed Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapprovalImprovements, Landlord shall cause has made no representation or warranty to Tenant with respect whether the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons same is acceptable for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect any governmental approvals and permits or the Engineers to make any revision with respect to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), design and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later engineering of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if any such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”work.

Construction Drawings. After approving Landlord approves the Additional Programming InformationSpace Plan (if applicable), Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Extension Tenant Improvement Work to the extent required to enable subcontractors to bid on the work and to obtain all applicable permits for the Extension Tenant Improvement Work (collectively, the “Construction Drawings”), and shall deliver four (4) copies of the Construction Drawings, signed by Tenant, to Tenant Landlord for its approval. Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that conform each phase shall be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the approved Space Plan and Construction Drawings (or the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information receipt thereof or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Extension Tenant Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform in all material respects to the Space Plan, or (ii) fail to comply with applicable Laws or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvements, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause to be prepared all Construction Drawings for the Architect Building and the Engineers Tenant Finish Out depicted on the Design Drawings, including, without limitation, working drawings, construction drawings, electrical, plumbing and mechanical drawings and specifications necessary to prepare construct the Building and deliver tenant finish out (the "Construction Drawings"). The Construction Drawings shall be delivered to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days as soon as reasonably practicable after the later of Landlord’s approval parties' execution of the Additional Programming Information or the mutual execution and delivery of this AgreementDesign Drawings. Tenant shall approve or disapprove notify Landlord whether it approves of the submitted Construction Drawings by notice to within three (3) days after Landlord's submission thereof. If Tenant disapproves the of such Construction Drawings, Tenant’s notice of disapproval then Tenant shall specify any revisions Tenant desires notify Landlord thereof specifying in detail the Construction Drawings. After receiving reasons for such notice of disapproval, in which case, Landlord shall cause correct the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the submitted Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings deliver them to Tenant for its approval. Such revision and resubmission shall occur approval within five (5) business days after Landlord receives Tenant's notice disapproving the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the submitted Construction Drawings. The Tenant shall have three (3) days to approve or disapprove the resubmitted Construction Drawings, and Landlord shall have five (5) days to correct any such resubmitted Construction Drawings disapproved by Tenant. This process shall repeated until the Construction Drawings have been finally approved by Landlord and Tenant are referred Tenant, such approval to in this Work Letter as be evidenced by the “Approved parties' execution of the approved Construction Drawings”.

Construction Drawings. After approving Landlord approves the Additional Programming InformationSpace Plan, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Tenant Improvement Work in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and shall deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later two (2) full size sets of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, signed by Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, to Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that each phase shall occur be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the Construction Drawings (or the applicable component thereof) within five (5) 10 business days after the later of Landlord’s receipt of Tenant’s notice of disapproval thereof or the mutual execution and delivery of this Agreement if the Agreement. If Landlord disapproves the Construction Drawings (or any component thereof), Landlord’s notice of disapproval shall describe with reasonable specificity the basis for such revision is not materialdisapproval and the changes that would be necessary to resolve Landlord’s objections. If Landlord disapproves the Construction Drawings (or any component thereof), Tenant shall cause the Construction Drawings to be modified and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is materialresubmitted to Landlord for its approval. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Tenant Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld. Tenant shall reimburse Landlord, upon demand, for any out-of-pocket fees reasonably incurred by Landlord for review of the Plans by Landlord’s third party consultants (“Review Fees”).

Construction Drawings. After approving Landlord approves the Additional Programming InformationSpace Plan, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Tenant Improvement Work in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and shall deliver two (2) half size sets of the Construction Drawings, signed by Tenant, to Landlord for its approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the Construction Drawings that conform to (or the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreementreceipt thereof. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Tenant Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld, conditioned or delayed.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 forty-five (45) business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five ten (510) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 fifteen (15) business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 l0 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or and the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent that, in Landlord’s reasonable judgment, would (a) cause the Construction Drawings to (i) fail to conform strictly to the Space Plan, or (ii) fail to comply with Law or the Landlord Requirements Requirements, or (b) increase the cost of the Tenant Improvement Work, or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 10 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter herein as the “Approved Construction Drawings”.

Construction Drawings. After approving Landlord approves the Additional Programming InformationSpace Plan, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Tenant Improvement Work in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and shall deliver four (4) copies of the Construction Drawings, signed by Txxxxx, to Tenant Landlord for its approval. Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that conform each phase shall be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the approved Space Plan and Construction Drawings (or the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 business days Business Days after the later of Landlord’s approval of the Additional Programming Information receipt thereof or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The Tenant shall not commence the Tenant Improvement Work until after the Construction Drawings are approved by Landlord and Tenant are referred Landlord. No revision may be made to in this Work Letter as the approved Construction Drawings (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld.

Construction Drawings. After approving the Additional Programming Information, Landlord shall cause the Architect and the Engineers to prepare and deliver to Tenant Construction Drawings that conform to the approved Space Plan and the approved Additional Programming Information. Such preparation and delivery shall occur within 15 business days after the later of Landlord’s approval of the Additional Programming Information or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove the Construction Drawings by notice to Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in the Construction Drawings. After receiving such notice of disapproval, Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to the Construction Drawings that is inconsistent with the Landlord Requirements or that Landlord otherwise reasonably disapproves), and resubmit the Construction Drawings to Tenant for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant has approved the Construction Drawings. The Construction Drawings approved by Landlord and Tenant are referred to in this Suite 350 Work Letter as the “Approved Construction Drawings”.

Construction Drawings. After approving the Additional Programming Information, Landlord Tenant shall cause the Architect and the Engineers to prepare complete the architectural, engineering and final architectural working drawings for the Tenant Improvement Work in a form that is sufficient to enable subcontractors to bid on the work and to obtain all applicable permits (collectively, the “Construction Drawings”), and, no later than 10 days after the execution of the Lease by Landlord and Tenant, shall deliver four (4) copies of the Construction Drawings, signed by Tenant, to Tenant Landlord for its approval. Notwithstanding the foregoing, at Tenant’s option, the Construction Drawings may be prepared in two phases (first the architectural drawings, then engineering drawings consistent with the previously provided architectural drawings), provided that conform each phase shall be subject to Landlord’s approval. Landlord shall provide Tenant with notice approving or reasonably disapproving the approved Space Plan and Construction Drawings (or the approved Additional Programming Information. Such preparation and delivery shall occur applicable component thereof) within 15 10 business days after the later of Landlord’s approval of the Additional Programming Information receipt thereof or the mutual execution and delivery of this Agreement. Tenant shall approve or disapprove If Landlord disapproves the Construction Drawings by notice to (or any component thereof), Landlord. If Tenant disapproves the Construction Drawings, Tenant’s notice of disapproval shall specify any revisions Tenant desires in describe with reasonable specificity the Construction Drawingsbasis for such disapproval and the changes that would be necessary to resolve Landlord’s objections. After receiving such notice of disapproval, If Landlord shall cause the Architect and/or the Engineers to revise the Construction Drawings, taking into account the reasons for Tenant’s disapproval (provided, however, that Landlord shall not be required to cause the Architect or the Engineers to make any revision to disapproves the Construction Drawings that is inconsistent with the Landlord Requirements (or that Landlord otherwise reasonably disapprovesany component thereof), and resubmit Tenant shall cause the Construction Drawings to Tenant be modified and resubmitted to Landlord for its approval. Such revision and resubmission shall occur within five (5) business days after the later of Landlord’s receipt of Tenant’s notice of disapproval or the mutual execution and delivery of this Agreement if such revision is not material, and within such longer period of time as may be reasonably necessary (but not more than 15 business days after the later of such receipt or such mutual execution and delivery) if such revision is material. Such procedure shall be repeated as necessary until Tenant Landlord has approved the Construction DrawingsDrawings (or the applicable component thereof). The No revision may be made to the approved Construction Drawings approved by Landlord and Tenant are referred to in this Work Letter as (the “Approved Construction Drawings”) without Landlord’s prior consent, which shall not be unreasonably withheld.