Common use of Tenant Work Clause in Contracts

Tenant Work. Tenant shall, at its cost and expense, complete or cause the completion of all leasehold improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date (“Tenant’s Work”) in accordance with the following provisions and those provisions of the Lease applicable to the completion of Alterations to the Premises and in accordance with the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractor.

Tenant Work. (a) Landlord and Tenant shall, at its cost acknowledge and expense, complete or cause the completion of all leasehold improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date (“Tenant’s Work”) in accordance with the following provisions and those agree that notwithstanding any provisions of the Existing Lease applicable to the completion contrary: (a) Tenant may desire to do certain alterations, additions or improvements in connection with this extension of Alterations the Term, and for purposes of this Amendment any such work referred to the Premises and in accordance with the “as "Tenant Design Criteria Manual”Work"; (b) all Tenant Work, if any, shall be done subject to and in compliance with all conditions and provisions of the Existing Lease applicable to such alterations, additions or improvements, except as otherwise expressly provided in this Amendment; (c) without limiting the Project. Prior generality of the foregoing, Tenant's selection of Tenant's space planner and/or architect and Tenant's selection of a general contractor shall be subject to commencing any Landlord's prior written approval, which shall not be unreasonably withheld or delayed and shall include contractors that have done work in the Building during Tenant’s 's occupancy (and which have previously been acceptable to Landlord); (d) all plans and specifications prepared by Tenant's space planner or architect shall be subject to review by Landlord's architect and to Landlord's prior written approval, which shall not be unreasonably withheld or delayed; (e) if the Tenant Work on does not exceed the Premisesamount of the Allowance, Tenant shall deliver not be required to obtain a completion and lien indemnity bond for the Tenant Work; and (g) such work, including all design, plan review, obtaining all approvals and permits, and construction shall be at Tenant's sole cost and expense (subject to reimbursement to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions extent of the Lease. Tenant shall also deliver Allowance), including delivery to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent plans and specifications of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including a CAD drawing package, to the state of completion and whether or not extent such work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as more than recarpeting and/or repainting. Landlord has approved by the Landlord and with this Schedule. following contractors to perform the Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrancesWork: Alfa Tech Consulting Enterprises, The Core Group Builders, Aqualine Piping, Canzam Electric, Southland Industries, Cintas Fire Protection, RFI, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractorReliable Concepts Corporation.

Tenant Work. Tenant shallA. Tenant, at its cost following the full and expense, complete or cause the completion of all leasehold improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date (“Tenant’s Work”) in accordance with the following provisions final execution and those provisions delivery of the Lease applicable to which this Work Letter is attached and all prepaid rental and security deposits or letters of credit required under such agreement, shall have the completion right to perform alterations and improvements in Building 6 and Building 7 and, following delivery of Alterations Building 5 by Landlord to the Premises and in accordance with the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to have the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged right to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premisesalterations and improvements in Building 5 (collectively, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work“Initial Alterations”). Tenant hereby acknowledges and agrees that Tenant shall perform, and the provision Initial Alterations shall include, upgrades to the structure of Building 5 sufficient to accommodate the balance of the Initial Alterations and the full reconstruction of the interior of Building 5 to a general office condition suitable for Tenant’s bank holding company’s offices (the “Building 5 Reconstruction”). Within a reasonable period of time following execution of the Lease, Tenant shall cause its architect to provide to Landlord architectural and construction drawings of Tenant’s proposed Building 5 Reconstruction for Landlord’s review and approval. Landlord agrees that upon Landlord’s receipt of any materialsplans, work drawings and/or change orders hereunder submitted to Landlord for Landlord’s review and approval, Landlord shall review and either approve or services performed disapprove (and, in the event that Landlord disapproves any of the same, provide to Tenant a reasonably detailed written statement describing the basis for such disapproval) within 5 Business Days following Landlord’s receipt of such plans, drawings and/or change orders. The Building 5 Reconstruction shall be mutually and reasonably acceptable to each of Landlord and Tenant and shall otherwise be subject to the terms and conditions of this Work Letter as a part of the Initial Alterations. In addition, the Initial Alterations shall include and Tenant shall perform architectural enhancements to the exterior of each of Xxxxxxxx 0, Xxxxxxxx 0 and Building 7 (the “Exterior Enhancements”), which Exterior Enhancements are consistent with Landlord’s long-term exterior enhancement plans for the Lake Marriott Business Park project and otherwise reasonably acceptable to each of Landlord and Tenant. Landlord shall provide Tenant with an allowance (the “Exterior Enhancement Allowance”) in an amount not to exceed $400,000.00 to be applied toward the costs of the Exterior Enhancements. Landlord shall disburse the Exterior Enhancements Allowance, or applicable portion thereof, to Tenant in accordance with Section 1.B of this Work Letter. Tenant shall not be required to spend an amount in excess of the Exterior Enhancement Allowance on the Exterior Enhancements (nor shall Landlord be required to provide any funds in addition to the Exterior Enhancement Allowance in connection with the Exterior Enhancement). Notwithstanding the foregoing, Tenant and its contractors shall not have the right to perform Initial Alterations in the Premises unless and until Tenant has complied with all of the terms and conditions of Section 9.03 of the Lease, including, without limitation, approval by Landlord of the Landlord at final plans for the Initial Alterations and the contractors to be retained by Tenant to perform such Initial Alterations, which approval shall not be unreasonably withheld, conditioned or delayed. Tenant shall be responsible for all elements of the design of Tenant’s expense in respect plans (including, without limitation, compliance with law, functionality of any design, the structural integrity of the design, the configuration of the premises and the placement of Tenant’s Work or furniture, appliances and equipment), and Landlord’s approval of Tenant’s plans shall in no event relieve Tenant of the responsibility for such design. The parties agree that Landlord’s approval of the general contractor to perform the Initial Alterations shall not be considered to be unreasonably withheld if any such general contractor (i) does not have trade references reasonably acceptable to Landlord, (ii) does not maintain insurance as required pursuant to any provision hereof shall be deemed the terms of this Lease, (iii) does not have the ability to be provided by bonded for the work in an amount of no less than 150% of the total estimated cost of the Initial Alterations, (iv) does not provide current financial statements reasonably acceptable to Landlord, or (v) is not licensed as a contractor in the state/municipality in which the Premises is located. Tenant acknowledges the foregoing is not intended to be an exclusive list of the reasons why Landlord on may reasonably withhold its consent to a general contractor. Landlord hereby approves X.X. Xxxxxx, Inc., a California corporation, as Tenant’s behalf as Xxxxxx’s contractorgeneral contractor for the Initial Alterations.

Tenant Work. Tenant shall, at its cost and expense, complete or cause the completion of all leasehold improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date within thirty (“Tenant’s Work”30) in accordance with the following provisions and those provisions of the Lease applicable to the completion of Alterations to the Premises and in accordance with the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions days after execution of the Lease. Tenant shall also deliver , submit to Landlord certified copies or certificates of insurance from for approval its contractors and/or sub-contractors engaged plans and specifications for the Tenant Work (the"Tenant Improvement Plan"). Unless otherwise agreed to perform Tenant’s Work, evidencing insurance coverage satisfactory to by Landlord, acting reasonably. Any damage to Tenant shall, in preparing the PremisesTenant Improvement Plan, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at use the Landlord’s option's space planner. Landlord shall, by the Landlord at the expense of Tenant payable on demandwithin thirty (30) days thereafter, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing either approve of the Landlord’s architect Tenant Improvement Plan or other qualified consultant shall be binding on both submit to Tenant its proposed changes thereto. In the event Landlord and Tenant are unable to agree upon the nature and scope of the Tenant Improvement Plan within ninety (90) days of execution of the Lease, or such longer time as the Landlord and Tenant respecting all matters shall agree to in writing, then the Landlord shall have the right to terminate this Lease. Upon approving of dispute regarding the Tenant’s WorkTenant Improvement Plan, including Landlord agrees to complete the state of completion and whether or not work is completed depicted therein in a good and workmanlike manner and in compliance with all laws, using new materials and equipment of good quality, and deliver possession of the Leased Premises to Tenant in accordance with the provisions contained herein on or before the Commencement Date, subject, however, to Paragraph 4 below. If Tenant shall require any subsequent changes to the Space Plan or the Tenant Improvement Plan ("Additional Work"), then, providing Landlord agrees in writing to such changes, and the cost thereof will cause the total costs to exceed the Tenant Improvement Allowance, as reasonably determined by Landlord, Tenant shall, within ten (10) calendar days of the billing therefore, deposit with Landlord, Landlord's projected costs and expenses for the Additional Work in excess of the Tenant Improvement Allowance, which costs shall include general contractor profit and overhead expected to be incurred by Landlord in connection with preparation of such additional plans and specifications and/or such Additional Work. Such reimbursements shall be made by Tenant to Landlord (C)-1 prior to Landlord's undertaking any changes to the Space Plan. If such projected costs for the Additional Work are in excess of Landlord's actual costs then Landlord shall refund any excess to Tenant and if Landlord's costs for the Additional Work are in excess of the estimated sum paid by Tenant’s Work as approved by the Landlord and with this Schedule. , then Tenant shall furnish pay such deficiency to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractordemand.

Tenant Work. At any time after the Commencement Date, Tenant shall not perform any Tenant Work without first: (A) submitting to Landlord the Tenant plans in reasonable detail with respect to any proposed Tenant Work, and (B) obtaining Landlord’s prior written approval thereof. In order to obtain Landlord’s approval of the Tenant plans, Tenant shall, within ninety (90) days of the Effective Date, at the sole cost and expense of Tenant, prepare and submit to Landlord two (2) copies of a complete set of the Tenant plans, which Tenant plans shall include a complete set of construction documents, including, without limitation, plans and specifications, floor plans, and complete detail work describing the proposed Tenant Work. In the event that Landlord disapproves the Tenant plans, Landlord shall advise Tenant of the reasons that the Tenant plans were disapproved, including recommendations as to changes which would make the Tenant plans acceptable to Landlord. Upon receipt of such disapproval with such recommendations, if any, Tenant shall expeditiously re-prepare and re-submit the Tenant plans to Landlord. Once Landlord and Tenant agree upon the Tenant plans, then the Tenant plans shall be deemed to be final. Once the Tenant plans are final, the Tenant plans shall not be modified or amended without the prior written consent of Landlord. Provided that the Tenant plans are finalized in accordance with this Paragraph 3.8, then Tenant shall, at its the sole cost and expenseexpense of Tenant, complete or cause the completion of all leasehold improvements which are required to expeditiously, diligently and in good faith promptly commence and promptly complete the Premises for Tenant’s business operations thereon prior Tenant Work. For purposes of this 3.8, the phrase “complete” shall be deemed to mean: (i) construction of the Commencement Date (“Tenant’s Work”) Tenant Work has been completed in accordance with the following provisions Tenant plans; and those provisions (ii) a permanent certificate of occupancy has been issued by the Lease applicable appropriate governmental authority with respect to the completion of Alterations Tenant Work. All repairs to the Tenant [***], Premier Exhibitions, Inc. – 9/12/11 Work shall be Tenant Repairs. Any Tenant Work shall remain upon the Premises and in accordance with upon the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Termination Date unless Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by shall require the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing restoration of the Landlord’s architect or other qualified consultant Premises to the condition thereof on the Commencement Date, in which event Tenant shall so restore the Premises prior to the Termination Date. All of the Tenant Work shall comply with all Laws, and shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed performed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedulemanner. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts pay for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify prevent any mechanic’s or cause materialman’s liens being filed with respect thereto. With respect to all Tenant Work, Tenant shall adhere to the Tenant Improvement Guidelines set forth in Exhibit “E” annexed hereto. Notwithstanding anything to the contrary contained herein, Tenant shall not be required to comply with the foregoing requirements in the event Tenant makes or causes to be notified all its contractors made any single, non-structural alteration, renovation, improvement or other installation in and subto the Premises or any part thereof in an amount that exceeds Ten Thousand and No/100 ($10,000.00) Dollars. Any interior non-contractors structural alterations, renovations, improvements or other installations that exceed Ten Thousand and No/100 ($10,000.00) Dollars shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenantrequire Landlord’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractorprior written approval.

Tenant Work. At any time after the Commencement Date, Tenant shall not perform any Tenant Work without first: (A) submitting to Landlord the Tenant plans in reasonable detail with respect to any proposed Tenant Work, and (B) obtaining Landlord’s prior written approval thereof. In order to obtain Landlord’s approval of the Tenant plans, Tenant shall, within ninety (90) days of the Effective Date, at the sole cost and expense of Tenant, prepare and submit to Landlord two (2) copies of a complete set of the Tenant plans, which Tenant plans shall include a complete set of construction documents, including, without limitation, plans and specifications, floor plans, and complete detail work describing the proposed Tenant Work. In the event that Landlord disapproves the Tenant plans, Landlord shall advise Tenant of the reasons that the Tenant plans were disapproved, including recommendations as to changes which would make the Tenant plans acceptable to Landlord. Upon receipt of such disapproval with such recommendations, if any, Tenant shall expeditiously re-prepare and re-submit the Tenant plans to Landlord. Once Landlord and Tenant agree upon the Tenant plans, then the Tenant plans shall be deemed to be final. Once the Tenant plans are final, the Tenant plans shall not be modified or amended without the prior written consent of Landlord. Provided that the Tenant plans are finalized in accordance with this Paragraph 3.8, then Tenant shall, at its the sole cost and expenseexpense of Tenant, complete or cause the completion of all leasehold improvements which are required to expeditiously, diligently and in good faith promptly commence and promptly complete the Premises for Tenant’s business operations thereon prior Tenant Work. For purposes of this 3.8, the phrase “complete” shall be deemed to mean: (i) construction of the Commencement Date (“Tenant’s Work”) Tenant Work has been completed in accordance with the following provisions Tenant plans; and those provisions (ii) a permanent certificate of occupancy has been issued by the Lease applicable appropriate governmental authority with respect to the completion of Alterations Tenant Work. All repairs to the Tenant Work shall be Tenant Repairs. Any Tenant Work shall remain upon the Premises and in accordance with upon the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Termination Date unless Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by shall require the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing restoration of the Landlord’s architect or other qualified consultant Premises to the condition thereof on the Commencement Date, in which event Tenant shall so restore the Premises prior to the Termination Date. All of the Tenant Work shall comply with all Laws, and shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed performed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedulemanner. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts pay for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify prevent any mechanic’s or cause materialman’s liens being filed with respect thereto. With respect to all Tenant Work, Tenant shall adhere to the Tenant Improvement Guidelines set forth in Exhibit “E” annexed hereto. Notwithstanding anything to the contrary contained herein, Tenant shall not be required to comply with the foregoing requirements in the event Tenant makes or causes to be notified all its contractors made any single, non-structural alteration, renovation, improvement or other installation in and subto the Premises or any part thereof in an amount that exceeds Ten Thousand and No/100 ($10,000.00) Dollars. Any interior non-contractors structural alterations, renovations, improvements or other installations that exceed Ten Thousand and No/100 ($10,000.00) Dollars shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenantrequire Landlord’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractorprior written approval.

Tenant Work. On or before July 15, 2003 Tenant shallshall cause to be prepared and sealed by an architect licensed in the State of New Jersey, at and shall submit to Landlord for its cost approval, all plans and expense, complete or cause specifications required for the completion of all leasehold improvements which are required to complete be constructed within the Premises (“Tenant Plans”) which Tenant Plans shall be in substantial conformity in all respects with the plans and specifications previously provided to Landlord and priced by Landlord for the Tenant Work.. Tenant shall reasonably endeavor to use Landlord’s professionals to prepare the Tenant Plans. Any delay by Tenant in delivering the Tenant Plans as and when required hereunder shall constitute a Tenant Delay, unless caused in any manner by Landlord or its agents, professional or contractors. Tenant Plans shall be sufficient so long as Tenant Plans (a) are complete, finished and include detailed architectural, electrical, plumbing, fire protection, HVAC and engineering drawings including all necessary dimensions and specifications and all finish schedules; (b) are practicable and consistent with Landlord’s Plans, subject to standard construction industry tolerances and subject to reasonable as-built field conditions not specified on Landlord’s Plans, (c) involve construction within the Premises only and do not adversely affect or compromise any portion of the Building, and (d) do not require any special materials or design or changes in or of the Building which is not then already set forth in Landlord’s Plans or in Landlord’s judgment cannot be accommodated without additional expense or delay. To the extent Tenant uses Landlord’s Architect to prepare such plans, Tenants Plans shall be deemed to comply hereunder. Tenant’s business operations thereon prior submission of Tenant Plans to Landlord shall be deemed approval thereof by Tenant. Such submission shall contain one complete electronic media (CAD) copy (said CAD copy to contain Premises plans only), four blue-line or black-line prints and one reproducible copy of each page. Tenant shall be solely responsible for the Commencement Date completeness and compliance of Tenant Plans with all applicable laws, codes and regulations, including without implied limitation, ADA, and all state and municipal permitting requirements. Landlord shall review Tenant Plans and respond to Tenant within thirty (“30) days after submission, and should Landlord elect to have Tenant Plans reviewed by Landlord’s architects and engineers if Tenant’s Plans were not prepared by Landlord’s professionals. Tenant shall bear the reasonable expense of such review. Unless Tenant’s Plans are prepared by Landlord’s professionals, review and approval of Tenant Plans by Landlord (and its professionals, as aforesaid) shall in no instance be deemed or constitute a representation, warranty or confirmation by Landlord or by its professionals of any kind regarding the completeness of Tenant Plans or conformance therewith with applicable laws, codes or regulations, or permitting requirements, or with the requirements of Landlord’s Plans, or the adequacy of Tenant’s specifications or design, but rather Landlord’s review (and review by Landlord’s professionals) is for the protection of Landlord only; provided, however, that Landlord shall use reasonable efforts to advise Tenant if such review indicates that Tenant Plans violate or fail to satisfy any requirements of Landlord’s Work”. If Tenant Plans are not sufficient, as above set forth, Landlord shall notify Tenant of the insufficiency and Tenant shall cause such insufficiency to be remedied and the remedy shall be incorporated into Tenant Plans by Tenant at Tenant’s expense and resubmitted to Landlord, and the time involved in Tenant’s revision and resubmission of Tenant Plans shall constitute a Tenant Delay, unless Tenant’s Plans are prepared by Landlord’s professionals; it being further understood that the foregoing shall not diminish the effect of any intervening Change Order Delay. If Landlord determines that Tenant Plans are still not sufficient after Landlord’s review and Tenant’s resubmission, then the approval process described above will be repeated; provided, however, that Landlord agrees to review Tenant’s resubmission(s) as promptly as is reasonably practicable. Tenant shall make no changes to Tenant Plans after Landlord’s approval thereof without the prior written consent of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned, and which changes shall be requested and implemented, if at all, only in accordance with the following provisions and those provisions procedures set forth below. Any delay in substantial completion of the Lease applicable to the completion of Alterations to the Premises and in accordance with the construction set forth on Tenant Plans (“Tenant Design Criteria ManualWork”, if any, applicable to the Project. Prior to commencing any Tenant) or in Landlord’s Work on the Premises, Tenant shall deliver to the Landlord certified copies resulting from such changes or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired an election by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of incorporate special materials or designs in Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof Plans shall be deemed to be provided by a Tenant Delay and shall have the consequences herein set forth. Landlord on Xxxxxx’s behalf shall notify Tenant as Xxxxxx’s contractorquickly as reasonably practicable after receipt of any changes to Tenant Plans if Landlord anticipates that the proposed changes will delay substantial completion of construction.

Tenant Work. At Tenant’s election (which election shall be made by Tenant shallgiving written notice (“Tenant Work Election Notice”) to Landlord on or before the Tenant Work Election Date), at its cost and expense, complete or cause either: (i) Tenant shall perform the completion of all leasehold improvements which are required to complete in both the Office Premises for Tenant’s business operations thereon prior to and the Commencement Date (“Tenant’s Work”) Warehouse Premises in accordance with the following provisions plans and those provisions specifications (as approved by Landlord, “Tenant’s Plans”), which shall be consistent with the Contemplated Tenant Work described on Exhibit H, in accordance with Landlord’s plan submission standards set forth in Exhibit D and shall be submitted to Landlord for its approval (“Tenant Work”), or (ii) Landlord shall perform the Tenant Work. If Tenant does not timely give Landlord a Tenant Work Election Notice, then Tenant shall be deemed to have elected that Tenant perform the Tenant Work. Tenant shall submit initial plans and specifications with respect to the Tenant Work on or before the Initial Plans Date and the parties shall use reasonable efforts to finalize the same within fourteen (14) days thereafter. All changes to Tenant’s final approved plans shall be subject to Landlord’s prior written approval. Tenant shall submit the final approved Tenant’s Plans to Landlord on or before the Final Plans Date and, if Landlord performs the Tenant Work, Tenant shall give Landlord written authorization to proceed with the Tenant Work on or before the Authorization to Proceed Date. Any breach by Tenant in its obligations under the immediately preceding sentence shall be deemed to be a Tenant Delay. If Tenant performs the Tenant Work, the Tenant Work shall be performed in accordance with this Lease, including, without limitation, Subsections 6.2.4 and 6.2.5 hereof. Except for Landlord’s Contribution, Tenant Work shall be at Tenant’s sole cost and expense. If Tenant elects to have Landlord perform Tenant Work, Tenant shall pay Landlord a construction management fee equal to two percent (2%) of the Lease applicable cost of Tenant Work (which amount shall be deducted from Landlord’s Contribution). In addition, if Tenant elects to have Landlord perform the Tenant Work and provided that there are no Tenant Delays, as hereinafter defined, Tenant shall not be responsible for the payment of any holdover rent in the 205 Indigo Creek Premises unless Tenant fails to vacate the 205 Indigo Creek Premises (a) that is occupied for office use on or before the date that is ten (10) days following the Substantial Completion Date, and (b) in its entirety (including those portions that are occupied for light manufacturing, assembly and warehouse uses) on or before the date that is twenty (20) days following the Substantial Completion Date. If, however, Tenant elects to perform the Tenant Work and the Tenant Work is not completed in time for Tenant to vacate the 205 Indigo Creek Premises on or before the date that is the earlier to occur of (a) (i) with respect to those portions of the Premises that are occupied for office use, ten (10) days following the Substantial Completion Date (as such term is defined in the New Lease), and (ii) with respect to the completion entirety of Alterations to the Premises (including those portions that are occupied for light manufacturing, assembly and warehouse uses) on or before the date that is twenty (20) days following the Substantial Completion Date; and (b) one hundred fifty (150) days after the Commencement Date, then Tenant shall be obligated to pay the Holdover Rent (as such term is defined in the Termination Agreement), subject to and in accordance with the terms of the Termination Agreement. If either Tenant or Landlord performs the Tenant Work and the Substantial Completion Date occurs at any time on or prior to March 31, 2012 (the “Blackout Period”), then, the Substantial Completion Date shall be postponed until the first day following the expiration of the Blackout Period but, if the Tenant shall accept possession of the Premises during the Blackout Period, the date of such acceptance shall be the Substantial Completion Date. For purposes hereof, “Tenant Design Criteria Manual”Delays” are defined as any delay which is (i) due to special work, if anychanges, applicable alterations, additions or so-called “long-lead” items required or made by Tenant or as part of the Tenant Work, (ii) due to any work beyond the Project. Prior to commencing any Tenant’s Work Contemplated Scope of Tenant Work, (iii) caused in whole or in part by Tenant through the delay of Tenant in supplying information, approving plans, specifications or estimates, giving authorizations or otherwise, or (iv) caused in whole or in part by delay and/or default on the Premises, part of Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged or vendors including, without limitation, the utility companies and other entities furnishing communications, data processing or other service or equipment. GSDOCS\2096218.11 If Tenant elects to have Landlord perform Tenant’s the Tenant Work, evidencing insurance coverage satisfactory to Landlordand provided there are no Tenant Delays, acting reasonably. Any damage to promptly following the Premises, the Building or the Project caused during the performance approval of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord Plans and Tenant respecting all matters of dispute regarding the Tenant’s issuance of its authorization to proceed, Landlord shall exercise all reasonable efforts to complete the Tenant Work, including but Tenant shall have no claim against Landlord for failure so to complete the state of completion and whether or not work is completed in a good and workmanlike manner Tenant Work, and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all light of Tenant’s Workright to continue to occupy the 205 Indigo Creek Premises, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Workobligations under this Lease, including without limitation details of limitation, the costs actually expended by Xxxxxx obligation to pay Rent as provided for herein, shall remain in full force and effect and without diminishment, notwithstanding that the Substantial Completion Date has not yet occurred. Tenant agrees that Landlord may make any changes in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Tenant Work and to any rights of Landlord to perform any work or do any other thing from that shown on Tenant’s behalfPlans, and notwithstanding any notice the necessity or desirability of which may be received by Landlord from any becomes apparent following approval of Tenant’s contractors or sub-contractorsPlans, upon prior written notice to Tenant for nonsubstantial changes and with the Landlord approval of Tenant (which approval shall not be liable, and no lien unreasonably withheld or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractordelayed) for substantial changes.

Tenant Work. Tenant shall, at its cost and expense, complete or cause Lessee shall have the completion of all leasehold right to construct additional improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date (“Tenant’s Work”) Leased Premises based upon mutually approved plans and specifications. Lessee and Lessor shall cooperate in accordance with the following provisions design, permitting and those provisions construction of the Lease applicable Tenant Work defined below by responding to requests for information and taking such other action as may be required of either of them in connection with approving the completion plans and specifications and performing the Tenant Work in a timely fashion. Lessor’s approval shall be required for all Tenant Work, which approval shall be at Lessor’s sole discretion, except that Lessor’s approval shall not be unreasonably withheld, conditioned, or delayed with respect to proposed Tenant Work (i) that is non-structural and cosmetic, (ii) for which no building permit is required, (iii) that does not involve other tenant spaces, exterior surfaces of Alterations the Building, or Building common areas, and (iv) does not involve any changes to the Premises or interface with major Building systems (such as plumbing, electrical, mechanical/HVAC, sanitary sewer, storm sewer, and fire/life safety systems). The “Tenant Work” as used herein shall mean all construction work performed pursuant to and in accordance with the “Tenant Design Criteria Manual”, if any, applicable plans and specifications which have been approved by Lessor. Lessee may request to perform additional work different from or in addition to the Project. Prior to commencing Tenant Work, except Lessee may not make any Tenant’s Work on the Premises, Tenant shall deliver modifications to the Landlord certified copies or certificates of insurance duly executed by Xxxxxxapproved Tenant Work without Lessor’s insurers evidencing prior writen consent. As long as Lessor is then employing an in-house construction manager, Lessee shall use a Lessor-approved general contractor for the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory and shall be allowed to Landlord, acting reasonablynegotiate directly with said contractor so long as subcontract work is competitively bid and contractor does not self perform more than 15% of said Tenant Work. Any damage At the time Lessor reviews and consents to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory Lessor shall notify Lessee as to which portions thereof shall be subject to removal at the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details end of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans Lease Term (and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work extension or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, renewal thereof) pursuant to the Construction Lien Act, in respect of materials supplied or work done by Lease. Lessor hereby pre-approves RAFN as a general contractor for the Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant Lessee hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant(x) Lessee’s expense in respect of any Tenant’s Work or pursuant to any provision hereof general contractor shall be deemed required to hire union subcontractors for mechanical, electrical, plumbing, and carpentry trades, and (y) Lessee shall be provided by Landlord on Xxxxxxrequired to use Lessor’s behalf as Xxxxxx’s contractorpre-approved mechanical, electrical, plumbing, and fire/life safety subcontractors in connection with the Tenant Work. Lessor shall not charge Lessee any supervisory or manager fees for the Tenant Work.

Tenant Work. On or before April 15, 2001, Tenant shallshall cause to be prepared and sealed by an architect licensed in the Commonwealth of Pennsylvania, at and shall submit to Landlord for its cost approval, all plans and expense, complete or cause specifications required for the completion of all leasehold improvements which are required to complete be constructed within the Premises ("Tenant Plans"). Tenant shall reasonably endeavor to use Landlord's professionals to prepare the Tenant Plans. Any delay by Tenant in delivering the Tenant Plans as and when required hereunder shall constitute a Tenant Delay. Tenant Plans shall be sufficient so long as Tenant Plans (a) are complete, finished and include detailed architectural, electrical, plumbing, fire protection, HVAC and engineering drawings including all necessary dimensions and specifications and all finish schedules; (b) are practicable and consistent with Landlord's Plans, subject to standard construction industry tolerances and subject to reasonable as-built field conditions not specified on Landlord's Plans, (c) involve construction within the Premises only and do not adversely affect or compromise any portion of the Building, and (d) do not require any special materials or design or changes in or of the Building which is not then already set forth in Landlord's Plans or in Landlord's judgement cannot be accommodated without additional expense or delay. Tenant's submission of Tenant Plans to Landlord shall be deemed approval thereof by Tenant. Such submission shall contain one complete electronic media (CAD) copy (said CAD copy to contain Premises plans only), four blue-line or black-line prints and one reproducible copy of each page. Tenant shall be solely responsible for the completeness and compliance of Tenant Plans with all applicable laws, codes and regulations, including without implied limitation, ADA, and all state and municipal permitting requirements. Landlord shall review Tenant Plans and respond to Tenant within thirty (30) days after submission, and should Landlord elect to have Tenant Plans reviewed by Landlord's architects and engineers, Tenant shall bear the reasonable expense of such review. Review and approval of Tenant Plans by Landlord (and its professionals, as aforesaid) shall in no instance be deemed or constitute a representation, warranty or confirmation by Landlord or by its professionals of any kind regarding the completeness of Tenant Plans or conformance therewith with applicable laws, codes or regulations, or permitting requirements, or with the requirements of Landlord's Plans, or the adequacy of Tenant’s business operations thereon 's specifications or design, but rather Landlord's review (and review by Landlord's professionals) is for the protection of Landlord only; provided, however, that Landlord shall use reasonable efforts to advise Tenant if such review indicates that Tenant Plans violate or fail to satisfy any requirements of Landlord's Work. If Tenant Plans are not sufficient, as above set forth, Landlord shall notify Tenant of the insufficiency and Tenant shall cause such insufficiency to be remedied and the remedy shall be incorporated into Tenant Plans by Tenant at Tenant's expense and resubmitted to Landlord, and the time involved in Tenant's revision and resubmission of Tenant Plans shall constitute a Tenant Delay; it being further understood that the foregoing shall not diminish the effect of any intervening Change Order Delay. If Landlord determines that Tenant Plans are still not sufficient after Landlord's review and Tenant's resubmission, then the approval process described above will be repeated; provided, however, that Landlord agrees to review Tenant's resubmission(s) as promptly as is reasonably practicable. Tenant shall make no changes to Tenant Plans after Landlord's approval thereof without the prior to the Commencement Date (“Tenant’s Work”) written consent of Landlord, which approval shall not be unreasonably withheld, delayed or conditioned, and which changes shall be requested and implemented, if at all, only in accordance with the following provisions and those provisions procedures set forth below. Any delay in substantial completion of the Lease applicable to the completion of Alterations to the Premises and construction set forth on Tenant Plans ("Tenant Work") or in accordance with the “Tenant Design Criteria Manual”, if any, applicable to the Project. Prior to commencing any Tenant’s Landlord's Work on the Premises, Tenant shall deliver to the Landlord certified copies resulting from such changes or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Lease. Tenant shall also deliver to Landlord certified copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired an election by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of incorporate special materials or designs in Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalf, and notwithstanding any notice which may be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof Plans shall be deemed to be provided by a Tenant Delay and shall have the consequences herein set forth. Landlord on Xxxxxx’s behalf shall notify Tenant as Xxxxxx’s contractorquickly as reasonably practicable after receipt of any changes to Tenant Plans if Landlord anticipates that the proposed changes will delay substantial completion of construction.

Tenant Work. (a) The Tenant shallshall not make any additional alterations or additions, at its cost and expensestructural or non‑structural, complete or cause the completion of all leasehold improvements which are required to complete the Premises for Tenant’s business operations thereon prior to the Commencement Date (“Tenant’s Work”) in accordance with the following provisions and those provisions of the Lease applicable to the completion of Alterations to the Premises and in accordance with without first obtaining the written consent of Landlord on each occasion, which consent shall not be unreasonably withheld, conditioned or delayed. Any such alterations or additions are referred to herein as “Tenant Design Criteria ManualWork”. For non-structural alterations or additions valued at less than $200,000 which do not affect any of the exterior, lobbies, elevator, roof, structure, or building systems in or at the Building, Landlord’s consent shall not be required (“Minor Alterations”) provided, however, that (i) if anysuch Minor Alteration requires a building permit from the applicable municipal authority, applicable Landlord’s consent shall be required, provided that such consent shall not be unreasonably withheld, conditioned or delayed, and (ii) if Landlord’s consent was not obtained therefor, upon the expiration or termination of this Lease, Tenant shall readapt, repair and restore the affected portion of the Premises to substantially the Projectcondition the same were in prior to such Minor Alteration. Additionally, Tenant shall give prior written notice to Landlord of any Minor Alteration regardless of whether Landlord’s consent is required. Wherever consent is required, it shall include reasonable approval of plans and contractors and the insurance required under Section 4.04. Unless otherwise approved by Landlord, Tenant shall use the structural engineer employed by Landlord for the Building where Alterations affect Building structure. Tenant shall notify Landlord of all alterations or additions and provide Landlord with copies of any construction plans therefor whether or not Landlord’s consent is required. All such allowed alterations, including reasonable third-party costs of review in seeking Landlord’s approval, shall be made at Tenant’s expense by an Approved Contractor (as defined below), in compliance with all laws, and be of first class quality. Prior to commencing any Tenant’s Work on work at the PremisesProperty other than Minor Alterations or Alterations costing less than $2,000,000 (such amount decreasing to $500,000, at any time that Tenant fails to meet the Financial Test) in the aggregate, Tenant shall deliver provide and record bonds or such other security as is reasonably satisfactory to Landlord sufficient to protect the interests of both Tenant and Landlord certified copies in the Property from any lien arising out of a failure to pay for work performed for Tenant, and all alterations and additions performed by Tenant, (but excluding Minor Alterations), shall be performed by an Approved Contractor. Upon the expiration or certificates earlier termination of insurance duly executed this Lease, Tenant shall assign to Landlord (without recourse) all warranties and guaranties then in effect for all work performed by Xxxxxx’s insurers evidencing Tenant at the placement of insurance coverage in compliance with the provisions of the LeasePremises. Tenant shall also deliver have the right to Landlord certified copies or certificates install its own security system within the Premises as part of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s any Tenant Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and whether or not work is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedule. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Work, including without limitation details of the costs actually expended by Xxxxxx in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating subject to Landlord’s approval review of the plans and specifications pertaining to the Tenant’s Work and to any rights in accordance with this Article 8. For purposes of Landlord to perform any work this Section 8.01(a), an “Approved Contractor” shall mean a contractor or do any other thing on Tenant’s behalfmechanic identified by Tenant in writing, and notwithstanding any notice which may be received who has been approved by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall (such approval not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materialsunreasonably withheld, work conditioned or services performed by the Landlord at Tenant’s expense in respect of any Tenant’s Work or pursuant to any provision hereof shall be deemed to be provided by Landlord on Xxxxxx’s behalf as Xxxxxx’s contractordelayed).

Tenant Work. (a) Tenant shallshall not make any additional alterations or additions, structural or non-structural, to the Demised Premises without first obtaining the written consent of Landlord on each occasion, which consent shall not be unreasonably withheld, conditioned or delayed. Any such alterations or additions are referred to herein as “Tenant Work”. For non-structural alterations or additions valued at its cost less than Fifty Thousand Dollars ($50,000.00) which do not affect any of the exterior, lobbies, elevator, roof, structure, or building systems in or at the Building, Landlord’s consent shall not be required (“Minor Alterations”); provided, however, that (i) if such Minor Alteration requires a building permit from the City of Waltham, Landlord’s reasonable consent shall be required, provided that such consent shall not be unreasonably withheld, conditioned or delayed, and expense(ii) upon the expiration or termination of this Lease, complete or cause the completion of all leasehold improvements which are Tenant shall not be required to complete readapt, repair and restore the affected portion of the Demised Premises for Tenant’s business operations thereon to substantially the condition the same were in prior to the Commencement Date such Minor Alteration. Landlord shall use commercially reasonable efforts to provide, in writing, its consent or its withholding of consent to any Alterations request from Tenant within ten (“Tenant’s Work”10) in accordance with the days following provisions and those provisions receipt of the Lease applicable Alterations request and shall state with reasonable detail the reasons for Landlord’s withholding of consent and the modifications required to be made to the completion of Alterations in order for Landlord to provide its consent to the Premises same. If Landlord fails to so respond within such ten (10) day period, Tenant may deliver a second request to Landlord with a legend in bold and prominent print stating that “FAILURE TO REPLY TO THIS REQUEST FOR APPROVAL OF TENANT’S ALTERATIONS WITHIN FIVE (5) BUSINESS DAYS MAY BE DEEMED TO BE LANDLORD’S APPROVAL” and, if Landlord fails to approve or disapprove of the Alterations in accordance with question within five (5) business days following delivery of such second notice, then Landlord shall be deemed to have consented to the “proposed Alterations. Additionally, Tenant Design Criteria Manual”shall give prior written notice to Landlord of any Minor Alteration regardless of whether Landlord’s consent is required. Wherever consent is required, it shall include approval of plans, if any, applicable to and contractors and the Project. Prior to commencing any Tenant’s Work on the Premises, Tenant shall deliver to the Landlord certified copies or certificates of insurance duly executed by Xxxxxx’s insurers evidencing the placement of insurance coverage in compliance with the provisions of the Leaserequired under Section 4.04. Tenant shall also deliver to notify Landlord certified of all alterations or additions and provide Landlord with copies or certificates of insurance from its contractors and/or sub-contractors engaged to perform Tenant’s Work, evidencing insurance coverage satisfactory to Landlord, acting reasonably. Any damage to the Premises, the Building or the Project caused during the performance of Tenant’s Work by Xxxxxx, its contractors, sub-contractors, tradesmen or material suppliers shall immediately be repaired by Tenant to the satisfaction of Landlord, or, at the Landlord’s option, by the Landlord at the expense of Tenant payable on demand, plus fifteen (15%) percent of such costs for Landlord’s supervision. The opinion in writing of the Landlord’s architect or other qualified consultant shall be binding on both the Landlord and Tenant respecting all matters of dispute regarding the Tenant’s Work, including the state of completion and any construction plans therefor whether or not work Landlord’s consent is completed in a good and workmanlike manner and in accordance with plans and specifications for Tenant’s Work as approved by the Landlord and with this Schedulerequired. Tenant shall furnish to the Landlord forthwith upon demand a statutory declaration or other evidence satisfactory to the Landlord stating that there are no All such encumbrances, and that all accounts for work, services and materials have been paid in full with respect to all of Tenant’s Work, together with evidence in writing satisfactory to the Landlord that all assessments under the Worker’s Compensation Act have been paid. In addition to the foregoing, Tenant shall also submit to the Landlord forthwith any other information requested by the Landlord regarding the supply of work, services and materials in connection with Tenant’s Workallowed alterations, including without limitation details reasonable third-party costs of the costs actually expended by Xxxxxx review in the performance of Xxxxxx’s Work. Notwithstanding anything contained herein, including without limitation the provisions relating to seeking Landlord’s approval of the plans and specifications pertaining to the Tenant’s Work and to any rights of Landlord to perform any work or do any other thing on Tenant’s behalfif such approval is required, and notwithstanding any notice which may shall be received by Landlord from any of Tenant’s contractors or sub-contractors, the Landlord shall not be liable, and no lien or other encumbrance shall attach to the Landlord’s interest in the Premises, pursuant to the Construction Lien Act, in respect of materials supplied or work done by Tenant or on behalf of Tenant or related to Tenant’s Work, and Tenant shall so notify or cause to be notified all its contractors and sub-contractors and shall indemnify the Landlord from any liability whatsoever arising out of the performance of Tenant’s Work. Tenant hereby acknowledges and agrees that the provision of any materials, work or services performed by the Landlord made at Tenant’s expense by an Approved Contractor (as defined below), in respect of any Tenant’s Work or pursuant to any provision hereof compliance with all applicable laws, and shall be deemed of a quality at least equal to first-class office standards. All alterations and additions performed by Tenant (but excluding Minor Alterations) shall be provided performed by an Approved Contractor providing full payment and completion bonds, if requested by Landlord, for Tenant Work costing in excess of $250,000.00. Upon the expiration or earlier termination of this Lease, Tenant shall assign to Landlord on Xxxxxx’s behalf as Xxxxxx’s contractor(without recourse) all warranties and guaranties then in effect for all work performed by Tenant at the Demised Premises.