ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Prior to the execution of this Lease, Tenant and Landlord have approved a detailed plan for the Tenant Improvements prepared by ▇. ▇▇▇▇▇ Associates, dated December 16, 2014 (“Preliminary Plan”), and (ii) an estimate prepared by Casco Contractors, dated January 5, 2014 of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan (“Preliminary Cost Estimate”). To the extent applicable, the build-out of the Tenant Improvements shall include Landlord’s building standard tenant improvements, materials and specifications for the Project (“Building Standard Improvements”), except for those additions or variations to Building Standard Improvements expressly approved by Landlord and noted on the Preliminary Plan (any such addition or variation from the Standard Improvements shall be referred to herein as a “Non-Standard Improvement”) B. Within 5 business days following any request from Landlord or Landlord’s architect, Tenant shall provide in writing to Landlord or Landlord's architect all specifications and information requested by Landlord for the preparation of final construction documents and costing, including without limitation Tenant's final selection of paint and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's equipment, and details of all Non-Standard Improvements (as defined above) which have been approved by Landlord as part of the Preliminary Plan (collectively, "Programming Information"). Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming Information, and accordingly that such information must be accurate and complete and that any defects or problems due to incomplete or inaccurate Programming Information shall be the responsibility of the Tenant and that the Landlord shall have no obligation or liability for such defects or problems arising from any incomplete or inaccurate Programming Information. C. Following receipt of the Programming Information, Landlord's architect and engineers shall prepare and deliver to Tenant working drawings and specifications for the Tenant Improvements based on the approved Preliminary Plan ("Working Drawings and Specifications"), and Landlord's contractor shall prepare a final construction cost estimate ("Final Cost Estimate") for the Tenant Improvements in conformity with the Working Drawings and Specifications. Tenant shall have 5 business days from the receipt thereof to approve or disapprove the Working Drawings and Specifications and the Final Cost Estimate. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall be limited to items not consistent with the approved Preliminary Plan or Preliminary Cost Estimate. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost Estimate, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. Any revision requested by Tenant and accepted by Landlord, shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost Estimate, and Tenant shall approve same in writing within 5 business days of receipt without further revision. D. In the event that Tenant requests in writing a revision to the Working Drawings and Specifications ("Change"), and Landlord so approves such Change as provided in the Section next below, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the Completion Cost such Change would cause. Tenant shall approve or disapprove such change order, if any, in writing within 2 business days following Tenant's receipt of such change order. If Tenant approves any such change order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the Completion Cost attributable to such change order concurrently with delivery of Tenant’s approval of the change order, or (ii) defer Tenant’s payment of such increase until the date 10 business days after delivery of invoices for same, provided however, that the Tenant Contribution must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work pending Tenant's approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement Work. E. Landlord agrees that it shall not unreasonably withhold its consent to Tenant's requested Changes, provided that such consent may be withheld in all events if the requested Change (i) is of a lesser quality than the Tenant Improvements previously approved by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed to provide Tenant under this Lease, (iv) would delay construction of the Tenant Improvements, (v) interferes in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises. F. All Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration or sooner termination of this Lease, except that Landlord shall have the right, by notice to Tenant given at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan or at the time of Landlord’s approval of any Change, to require Tenant either: (i) to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the Tenant Improvements approved by way of such Change(s) requested by Tenant, to repair any damage to the Premises or the Common Area arising from such removal, and to replace any Non-Standard Improvements approved by way of such Change with the applicable Building Standard, or (ii) to reimburse Landlord for the reasonable cost of such removal, repair and replacement upon demand. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date or sooner termination of this Lease. It is understood and agreed, however, that Tenant shall not be required to remove or replace any Tenant Improvements shown in the Preliminary Plan. G. It is understood that all or a portion of the Tenant Improvements may be done during Tenant’s occupancy of the Premises. In this regard, Tenant agrees to assume any risk of injury, loss or damage to Tenant to the extent not the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation of Tenant’s business in the Premises, Tenant acknowledges and agrees that some disruptions may occur during the course of construction of the Tenant Improvements, and in no event shall rent ▇▇▇▇▇ as the result of the construction of the Tenant Improvements. Tenant shall pay for and cause Tenant’s furniture and other equipment to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work. H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date. I. Tenant hereby designates ▇▇▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ (“Tenant’s Construction Representative”), Telephone No. (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s Construction Representative with respect to the Tenant Improvement Work and is not intended to limit or reduce Landlord’s right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s Construction Representative(s) at any time upon delivery of written notice to Landlord.
Appears in 1 contract
Sources: Lease Agreement (Biolase, Inc)
ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Tenant and Landlord have approved prior to the execution of this Lease, both (i) a detailed space plan for the Premises dated November 20, 1998 and consisting of Sheets PP1, PP2 and PP3, prepared by Landlord's architect, ▇▇▇▇ & ▇▇▇▇▇▇▇ Architects, Inc. ("Preliminary Plan"), and (ii) an estimate dated November 24, 1998, prepared by Landlord's contractor, Insignia/ESG of California, Inc., of the cost for which Landlord will complete or cause to be completed the Tenant Improvements ("Preliminary Cost Estimate").
B. Prior to the execution of this Lease, Tenant and Landlord have approved a detailed plan for the Tenant Improvements prepared by ▇. ▇▇▇▇▇ Associates, dated December 16, 2014 (“Preliminary Plan”), and (ii) an estimate prepared by Casco Contractors, dated January 5, 2014 of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan (“Preliminary Cost Estimate”). To the extent applicable, the build-out of the Tenant Improvements shall include Landlord’s building standard tenant improvements, materials and specifications for the Project (“Building Standard Improvements”), except for those additions or variations to Building Standard Improvements expressly approved by Landlord and noted on the Preliminary Plan (any such addition or variation from the Standard Improvements shall be referred to herein as a “Non-Standard Improvement”)
B. Within 5 business days following any request from Landlord or Landlord’s architect, Tenant shall provide has provided in writing to Landlord or Landlord's architect all specifications and information requested by Landlord for the preparation of final construction documents and costing, including without limitation Tenant's final selection of paint wall and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's equipment, and details of all "Non-Standard Improvements Improvements" (as defined abovebelow) which have been approved by Landlord as part of to be installed in the Preliminary Plan Premises (collectively, "Programming Information"). Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming Information, and accordingly agrees that such information must be provided to Landlord is accurate and complete complete.
C. Except as specified in the Preliminary Plan, the Tenant Improvements shall incorporate Landlord's building standard materials and specifications ("Standards") described with particularity in the Section entitled "Tenant Improvements" of that any defects or problems due to incomplete or inaccurate Programming Information certain Outline Specifications and Project Description dated September 22, 1997 (the "Outline Specifications"). A copy of the Outline Specifications is attached as Exhibit X-1 hereto. No deviations from the Standards shall be permitted, provided that Landlord may, in its reasonable discretion, authorize in writing one or more of such deviations if requested by Tenant. Subject to the responsibility express provisions of Article II.A below, any excess cost of such deviations shall be part of "Tenant's Contribution" (as hereinafter defined). Notwithstanding anything to the contrary contained in the foregoing, Landlord shall in no event be required to approve any deviations from the Standards ("Non-Standard Improvements") if Landlord determines that such improvement (i) is of a lesser quality than the corresponding Standard, (ii) fails to conform to applicable governmental requirements, (iii) requires building services beyond the level normally provided to other tenants, (iv) would delay construction of the Tenant Improvements beyond the Estimated Commencement Date and that Tenant declines to accept such delay in writing as a Tenant Delay, or (v) would have an adverse aesthetic impact from the Landlord shall have no obligation or liability for such defects or problems arising from any incomplete or inaccurate Programming Informationexterior of the Premises.
C. Following receipt of the Programming Information, D. Landlord's architect and engineers shall prepare and deliver to Tenant working drawings and specifications ("Working Drawings and Specifications") for the Tenant Improvements based on the approved Preliminary Plan not later than twenty ("Working Drawings 20) days following the execution and Specifications"), delivery of this Lease by both Landlord and Landlord's contractor shall prepare a final construction cost estimate ("Final Cost Estimate") for the Tenant Improvements in conformity with the Working Drawings and SpecificationsTenant. Tenant shall have 5 three (3) business days from the receipt thereof to approve or disapprove the Working Drawings and Specifications and the Final Cost EstimateSpecifications. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall be limited to items not consistent with contained in the approved Preliminary Plan or Preliminary Cost Estimate. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost EstimateSpecifications, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. Any revision requested by Tenant and reasonably accepted by Landlord, Landlord shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost EstimateSpecifications, and Tenant shall approve same in writing within 5 three (3) business days of receipt without further revisionrevision (provided said revised set of Working Drawings and Specifications complies with the applicable revision requested by Tenant and reasonably accepted by Landlord). Tenant's failure to comply in a timely manner with any of the requirements of this paragraph shall constitute a Tenant Delay. Without limiting the rights of Landlord for Tenant Delays as set forth herein, in the event Tenant has not approved the Working Drawings and Specifications within sixty (60) days following the date of this Lease for any reason other than the failure by Landlord to abide by the terms and conditions of this Work Letter, then Landlord may, at its option, elect to terminate this Lease by written notice to Tenant. In the event Landlord elects to effect such a termination, Tenant shall, within ten (10) days following demand by Landlord, pay to Landlord any costs incurred by Landlord in connection with the preparation or review of plans, construction estimates, price quotations, drawings or specifications under this Work Letter and for all costs incurred in the preparation and execution of this Lease, including any leasing commissions.
D. E. Upon Tenant's approval of the Working Drawings and Specifications, Landlord shall submit same both to the City of Irvine for plan check approval and to Turelk Construction Co. (the "Selected Contractor"). The Selected Contractor shall competitively bid each of the major subtrades of the Tenant Improvement work with at least three (3) licensed and qualified subcontractors. Landlord shall also competitively bid the general contractor's fee and general conditions of the Tenant Improvements work with at least two (2) other licensed and qualified general contractors. Such bidding process shall be completed within ten (10) days following the request for bids, and Landlord shall notify Tenant of the Selected Contractor's final bid amount for the Tenant Improvements work (the "Bid Amount"). If the Bid Amount exceeds the Preliminary Cost Estimate, Landlord and Tenant shall cooperate in good faith, within three (3) business days thereafter, to "value engineer" the Tenant Improvements work to reduce the cost thereof. Upon completion of such process, Landlord shall execute a "fixed price" or "lump sum" construction contract with the Selected Contractor for the Bid Amount, as adjusted by any such "value engineering". Landlord shall cause the Tenant Improvements to be constructed in a good and workmanlike manner and substantially in accordance with the approved Working Drawings and Specifications (as modified by Changes approved by Landlord and Tenant). All materials and equipment furnished shall conform to such approved Working Drawings and Specifications and shall be of good quality. Landlord shall, promptly following notice from Tenant, rectify any noncompliance with the foregoing obligations at its sole cost and expense.
F. In the event that Tenant requests in writing a revision to in the approved Working Drawings and Specifications ("Change"), and Landlord so approves such Change as provided in the Section next below, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the Completion Cost and/or any Tenant Delay such Change would cause. Tenant shall approve or disapprove such change order, if any, order in writing within 2 three (3) business days following its receipt from Landlord. Subject to the provisions for application of up to Ninety Thousand Dollars ($90,000.00) for Non-Standards contained in Article II.A below, if such Change either involves a Non-Standard Improvement acceptable to Landlord, or if such Change would result in the Completion Cost exceeding the Landlord's Contribution, then Tenant's receipt approval of such change order. If Tenant approves Change shall be accompanied by Tenant's payment of any such change order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the Completion Cost attributable Cost. Landlord shall have the right to such change order concurrently with delivery of decline Tenant’s approval 's request for a Change for any of the change order, or (ii) defer Tenant’s payment reasons set forth in Article I.C above for Landlord's disapproval of such increase until the date 10 business days after delivery of invoices for same, provided however, a Non-Standard Improvement. It is understood that the Tenant Contribution must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work work pending Tenant's approval of a change order.
G. Notwithstanding any provision in the Lease to the contrary, but if Tenant fails to timely comply with any of the time periods specified in this Work Letter, fails otherwise to approve a change orderor reasonably disapprove any submittal within three (3) business days, Landlord may (but shall not be required to) suspend fails to approve or disapprove in writing the applicable Tenant Improvement Work.
E. Landlord agrees that it shall not unreasonably withhold its consent to Tenant's requested Working Drawings and Specifications or the Final Cost Estimate within the time provided herein, requests any Changes, furnishes inaccurate or erroneous specifications or other information, or specifies materials that are not readily available (provided that such consent may be withheld in all events if the requested Change (i) is of a lesser quality than the Tenant Improvements previously approved was made aware by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed to provide Tenant under this Lease, (iv) would delay construction of the Tenant Improvements, (v) interferes in any manner with the proper functioning ofdelay associated, or Landlord’s access toanticipated to be associated, any mechanical, electrical, plumbing with such Change or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises.
F. All Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration or sooner termination of this Lease, except that Landlord shall have the right, by notice to Tenant given specification at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan 's request for such Change or at the time of Landlord’s approval of any Change, to require Tenant either: materials) (i) to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the foregoing being referred to in this Lease as a "Tenant Improvements approved by way Delay"), then Tenant shall bear any resulting additional construction cost or other expenses, and the Commencement Date of such Change(s) requested by this Lease shall be deemed to have occurred for all purposes, including Tenant's obligation to pay rent, as of the date Landlord reasonably determines that it would have been able to repair any damage to deliver the Premises or the Common Area arising from such removal, and to replace any Non-Standard Improvements approved by way of such Change with the applicable Building Standard, or (ii) to reimburse Landlord Tenant but for the reasonable cost of such removal, repair and replacement upon demandcollective Tenant Delays. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date or sooner termination of this Lease. It is understood and agreedIn no event, however, that Tenant shall not such date be required to remove or replace any Tenant Improvements shown earlier than the Estimated Commencement Date set forth in the Preliminary Plan.
G. It is understood Basic Lease Provisions. Should Landlord determine that all or a portion of the Commencement Date should be advanced in accordance with the foregoing, it shall so notify Tenant Improvements may in writing. Landlord's determination shall be done during Tenant’s occupancy of the Premises. In this regardconclusive unless Tenant notifies Landlord in writing, Tenant agrees to assume any risk of injurywithin five (5) days thereafter, loss or damage to Tenant to the extent not the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation of Tenant’s business in the Premises, Tenant acknowledges and agrees that some disruptions may occur during the course of construction of the Tenant Improvements, and in no event shall rent ▇▇▇▇▇ as the result of the construction of the Tenant Improvements. Tenant shall pay for and cause Tenant’s furniture and other equipment 's election to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work.
H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding contest same by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date.
I. Tenant hereby designates ▇▇▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ (“Tenant’s Construction Representative”), Telephone No. (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s Construction Representative arbitration with respect to the Tenant Improvement Work and is not intended to limit or reduce Landlord’s right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals JAMS pursuant to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s Construction Representative(s) at any time upon delivery of written notice to Landlord.
Appears in 1 contract
ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Prior Landlord and Tenant have approved the following plans and elevations dated November 15, 1996 prepared by Ware & ▇alc▇▇▇ ▇▇▇hitects, Inc., which together shall constitute the approved "Site Plan and Elevations": Site Plan (Sheet A-1.1), Partial Floor Plan (Sheet A-2.1), Partial Floor Plan (Sheet A-2.2), Mezzanine Plan, Stair Plans/Section & Canopy Plan (Sheet A-2.3), Partial Roof Plan (Sheet A-3.1), Partial Roof Plan (Sheet 3.2), Exterior Elevations (Sheet A-4), Wall Sections (Sheet A-5.1) and Wall Section and Enlarged Stair Plans (Sheet A-5.2). Landlord and Tenant have also approved that certain Outline Specification and Project Description Warehouse/Midtech Buildings dated 10/1/96 attached hereto as EXHIBIT X-1 (the "Outline Specification"), and certain Proposed Oak Canyon Streetscape Plan attached hereto as EXHIBIT X-2 for the off-site improvement of Oak Canyon Road (the "Oak Canyon Streetscape Plan"). The Outline Specification is hereby modified to replace the requirement for an Elevator in the "Tenant Office and Building Lobby/Core Improvements" section with a requirement for an area within the lobby of the Building for future installation of an elevator, shaft and related equipment and devices.
B. On or before ninety (90) days from and after the execution of this Lease, Landlord shall submit to Tenant and Landlord have approved a detailed plan for Tenant's approval each of the following: (i) preliminary plans (the "Preliminary Shell Plans") for the Tenant Improvements construction of the shell Building and the landscaping, walkways, parking areas and lighting of the Site, prepared by ▇. ▇▇▇▇▇ AssociatesLandlord's architect and based on the Site Plan and Elevations, dated December 16which plans shall incorporate the specifications for the Building shell and site work set forth in the Sections entitled "Site Work" and "Building Shell" of the Outline Specification and fencing to enclose the truck loading area on the east side of the Site (the "Loading Fence"), 2014 (“ii) space plans for the interior improvements of the Premises prepared by Landlord's architect, which space plans shall include interior partitions, ceilings, interior finishes, interior doors, suite entrance, floor coverings, window coverings, lighting, electrical and telephone outlets and plumbing connections, and which space plans shall incorporate the specifications set forth in the Section entitled "Tenant Office and Building Lobby/Core Improvements" of the Outline Specification together with plans (the "Lunch Area Plans") for an outdoor employee lunch area (the "Lunch Area") on the Site consisting of a concrete slab of sufficient size to permit two picnic tables (collectively, the "Preliminary Plan”TI Plans"), and (iiiii) an estimate estimate, prepared by Casco ContractorsLandlord's contractor, dated January 5, 2014 of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan (“Preliminary Cost Estimate”). To the extent applicable, the build-out for completion of the Tenant Improvements shall include Landlord’s building standard tenant improvements, materials and specifications for the Project (“Building Standard Improvements”), except for those additions or variations to Building Standard Improvements expressly approved by Landlord and noted work shown on the Preliminary Plan (any such addition or variation from the Standard Improvements shall be referred to herein as a “Non-Standard Improvement”)
B. Within 5 business days following any request from Landlord or Landlord’s architectTI Plans, Tenant shall provide in writing to Landlord or Landlord's architect all specifications and information requested by Landlord including separate cost estimates for the preparation of final construction documents and costing, including without limitation Tenant's final selection of paint and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's equipment, and details of all Non-Standard Improvements (as defined above) which have been approved by Landlord as part completion of the office space portion, the manufacturing space portion, the warehouse space portion of the Premises and the Lunch Area (the "Preliminary Plan (collectively, "Programming InformationTI Cost Estimate"). Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming InformationThe Preliminary Shell Plans, and accordingly that such information must be accurate and complete and that any defects or problems due to incomplete or inaccurate Programming Information shall be the responsibility of the Tenant and that the Landlord shall have no obligation or liability for such defects or problems arising from any incomplete or inaccurate Programming Information.
C. Following receipt of the Programming Information, Landlord's architect and engineers shall prepare and deliver to Tenant working drawings and specifications for the Tenant Improvements based on the approved Preliminary Plan ("Working Drawings and Specifications"), and Landlord's contractor shall prepare a final construction cost estimate ("Final Cost Estimate") for the Tenant Improvements in conformity with the Working Drawings and Specifications. Tenant shall have 5 business days from the receipt thereof to approve or disapprove the Working Drawings and Specifications TI Plans and the Final Preliminary TI Cost Estimate. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall Estimate may be limited to items not consistent with the approved Preliminary Plan or Preliminary Cost Estimate. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost Estimate, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. Any revision requested by Tenant and accepted by Landlord, shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost Estimate, and Tenant shall approve same in writing submitted at different times within 5 business days of receipt without further revision.
D. In the event that Tenant requests in writing a revision to the Working Drawings and Specifications said ninety ("Change"), and Landlord so approves such Change as provided in the Section next below, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the Completion Cost such Change would cause90) day period. Tenant shall approve or disapprove such change ordereach of the Preliminary Shell Plans, if any, in writing the Preliminary TI Plans and the Preliminary TI Cost Estimate by signing copies of the appropriate instrument and delivering same to Landlord within 2 fifteen (15) business days following of its receipt by Tenant. The expiration of said fifteen (15) business day period (or the expiration of the last of said fifteen (15) day periods if the Preliminary Shell Plans, the Preliminary TI Plans or the Preliminary TI Cost Estimate are submitted to Tenant for Tenant's receipt approval at different times within the said ninety (90) day period) is herein referred to as the "Plan Approval Date". To the extent of such change order. If Tenant approves any such change orderinconsistency, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the Completion Cost attributable to such change order concurrently with delivery of Tenant’s approval of the change order, or (ii) defer Tenant’s payment of such increase until the date 10 business days after delivery of invoices for same, provided however, that the Tenant Contribution must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work pending Tenant's approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement Work.
E. Landlord agrees that it shall not unreasonably withhold its consent to Tenant's requested Changes, provided that such consent may be withheld in all events if the requested Change (i) is of a lesser quality than the Tenant Improvements previously approved by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed to provide Tenant under this Lease, (iv) would delay construction of the Tenant Improvements, (v) interferes in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises.
F. All Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration or sooner termination of this Lease, except that Landlord shall have the right, by notice to Tenant given at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan or at the time of Landlord’s approval of any Change, to require Tenant either: (i) to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the Tenant Improvements approved by way of such Change(s) requested by Tenant, to repair any damage to the Premises or the Common Area arising from such removal, and to replace any Non-Standard Improvements approved by way of such Change with the applicable Building Standard, or (ii) to reimburse Landlord for the reasonable cost of such removal, repair and replacement upon demand. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date or sooner termination of this Lease. It is understood and agreed, however, that Tenant shall not be required to remove or replace any Tenant Improvements shown in the Preliminary Plan.
G. It is understood that all or a portion of the Tenant Improvements may be done during Tenant’s occupancy of the Premises. In this regard, Tenant agrees to assume any risk of injury, loss or damage to Tenant to the extent not the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation of Tenant’s business in the Premises, Tenant acknowledges and agrees that some disruptions may occur during the course of construction of the Tenant Improvements, and in no event shall rent ▇▇▇▇▇ as the result of the construction of the Tenant Improvements. Tenant shall pay for and cause Tenant’s furniture and other equipment to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work.
H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date.
I. Tenant hereby designates ▇▇▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ (“Tenant’s Construction Representative”), Telephone No. (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s Construction Representative with respect to the Tenant Improvement Work and is not intended to limit or reduce Landlord’s right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s Construction Representative(s) at any time upon delivery of written notice to Landlord.the
Appears in 1 contract
ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Prior to the execution date of this Lease, Tenant and Landlord have approved both (i) a detailed pricing plan for the Tenant Improvements dated 11/05/07 prepared by ▇. ▇▇▇▇▇ Associates, dated December 16, 2014 Gensler (“Preliminary Plan”), and (ii) an a Preliminary Pricing #2 cost estimate dated 11/14/07 prepared by Casco Contractors, dated January 5, 2014 Gensler of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan (“Preliminary Cost Estimate”). To the extent applicable, the build-out of the Tenant Improvements shall include The Preliminary Plan includes Landlord’s building standard tenant improvements, materials and specifications for the Project as set forth in Schedule I attached hereto (“Building Standard Improvements”), except for those changes and additions or variations to the Building Standard Improvements expressly approved by Landlord and Standards specifically noted on in the Preliminary Plan or Cost Estimate (any such addition or variation from the Standard Improvements shall be referred to herein as a (“Non-Standard Improvement”).
B. Within 5 business five (5) days following any request from by Landlord or Landlord’s its architect, Tenant shall provide in writing to Landlord or Landlord's ’s architect all specifications and information requested by Landlord for the preparation of final construction documents and costing, including without limitation Tenant's ’s final selection of paint and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's ’s equipment, and details of all Non-Standard Improvements (as defined above) which have been approved by Landlord as part of the Preliminary Plan (collectively, "“Programming Information"”). Tenant’s failure to timely provide the Programming Information shall constitute a Tenant Delay for purposes of this Lease. Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming Information, and accordingly that such information must be accurate and complete and that any defects or problems due to incomplete or inaccurate Programming Information shall be the responsibility of the Tenant and that the Landlord shall have no obligation or liability for such defects or problems arising from any incomplete or inaccurate Programming Information. Any delays in the completion of the Tenant Improvements due to incomplete or inaccurate Programming Information shall constitute a Tenant Delay.
C. Following receipt Upon Tenant’s delivery of the complete Programming Information, Landlord's ’s architect and engineers shall prepare and deliver to Tenant working drawings and specifications for the Tenant Improvements based on the approved Preliminary Plan ("“Working Drawings and Specifications"”), and Landlord's ’s contractor shall prepare a final construction cost estimate ("“Final Cost Estimate"”) for the Tenant Improvements in conformity with the Working Drawings and Specifications. A copy of the Final Cost Estimate shall be delivered to Tenant for its approval unless there are no Non-Standard Tenant Improvements and Tenant is not responsible for any Tenant’s Contribution. Tenant shall have 5 business five (5) days from the receipt thereof to approve or disapprove the Working Drawings and Specifications and (if delivered to Tenant) the Final Cost Estimate. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall be limited to items not consistent with the approved Preliminary Plan or Preliminary Cost Estimate. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost Estimate, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. Any revision requested by Tenant and accepted by Landlord, in its sole and absolute discretion, shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost Estimate, and Tenant shall approve same in writing within 5 business five (5) days of receipt without further revision. Except for “Changes” requested by Tenant and approved by Landlord as provided in Section I.E below and except for revisions required by code and/or by the City of Milpitas, Landlord shall make no material revision to the approved Working Drawings and Specifications without the prior approval of Tenant (which approval shall not be unreasonably withheld).
D. In the event that Tenant requests in writing a revision to the Working Drawings and Specifications ("“Change"”), and Landlord so approves such Change as provided in the Section next belowI.E. herein, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the Completion Cost such Change would cause. Tenant shall approve or disapprove such change order, if any, in writing within 2 business two (2) days following Tenant's ’s receipt of such change order. If Tenant approves any such change order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the Completion Cost attributable to such change order concurrently with delivery of Tenant’s approval of the change order, or (ii) defer Tenant’s payment of such increase until the date 10 business ten (10) days after delivery of invoices for same, provided however, that the Tenant Contribution must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work pending Tenant's ’s approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement Work, in which event any related critical path delays because of such suspension shall constitute Tenant Delays hereunder.
E. Landlord may consent in writing, in its sole and absolute discretion, to Tenant’s request for a Change, including any modification of a Standard Improvement to a Non-Standard Improvement in the Preliminary Plan or any other modification of the Working Drawings and Specifications, if requested in writing by Tenant. In addition, Landlord agrees that it shall not unreasonably withhold its consent to Tenant's ’s requested ChangesChanges to previously approved Non-Standard Improvements, provided unless Landlord determines, in its sole and absolute discretion, that such consent may be withheld in all events if the requested Change to the Non-Standard Improvements (i) is of a lesser quality than the Tenant Non-Standard Improvements previously approved by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed normally provided to provide Tenant under this Leaseother tenants, (iv) would delay construction of the Tenant ImprovementsImprovements and Tenant declines to accept such delay in writing as a Tenant Delay, (v) interferes in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises.
F. . All Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration Term; except that: (A) the HVAC unit installed in the tele/data room and the miniblinds installed in the sidelights shall be removed and all damage to the Premises shall be repaired by the Expiration Date or sooner termination of this the Lease, except that and (B) Landlord shall have the rightmay, by notice to Tenant given at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan or at the time of Landlord’s approval of any a Change, to require Tenant either: (i) either to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the Tenant Improvements approved by way of such Change(s) requested by Tenanta Change, to repair any damage to the Premises or the Common Area arising from such removal, and to replace any Non-Standard Improvements approved by way of such a Change with the applicable Building Standard, or (ii) to reimburse Landlord for the reasonable cost of such removal, repair and replacement upon demand. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date Date, or sooner termination of this Lease. It is understood and agreed, however, that Tenant shall not be required to remove or replace .
F. Notwithstanding any Tenant Improvements shown provision in the Preliminary Plan.
G. It Lease to the contrary, and not by way of limitation of any other rights or remedies of Landlord, if Tenant fails to comply with any of the time periods specified in this Work Letter, fails otherwise to approve or reasonably disapprove any submittal within the time period specified herein for such response (or if no time period is understood that so specified, within five (5) days following Tenant’s receipt thereof), fails to provide all of the Programming Information requested by Landlord within the time provided herein, fails to approve in writing the Working Drawings and Specifications or a portion the Final Cost Estimate within the time provided herein, fails to timely deliver the Tenant’s Contribution as required hereunder, requests any Changes, furnishes inaccurate or erroneous Programming Information, specifications or other information, or otherwise delays in any manner the completion of the Tenant Improvements (including without limitation by specifying materials that are not readily available) or the issuance of an occupancy certificate (any of the foregoing being referred to in this Lease as a “Tenant Delay”), then Tenant shall bear any resulting additional construction cost or other expenses, and the Commencement Date of this Lease shall be deemed to have occurred for all purposes, including without limitation Tenant’s obligation to pay rent, as of the date Landlord reasonably determines that it would have been able to deliver the Premises to Tenant but for the collective Tenant Delays (but in no event sooner than January 1, 2008). Should Landlord determine that the Commencement Date should be advanced in accordance with the foregoing, it shall so notify Tenant in writing. Landlord’s determination shall be conclusive unless Tenant notifies Landlord in writing, within five (5) days thereafter, of Tenant’s election to contest same by arbitration pursuant to Paragraph III below. Pending the outcome of such arbitration proceedings, Tenant shall make timely payment of all rent due under this Lease based upon the Commencement Date set forth in the aforesaid notice from Landlord.
G. Landlord shall permit Tenant and its agents to enter the Premises at least two (2) weeks prior to the Commencement Date of the Lease in order that Tenant may install fixtures, furniture and cabling through Tenant’s own contractors prior to the Commencement Date. Any such work shall be subject to Landlord’s prior written approval, and shall be performed in a manner and upon terms and conditions and at times satisfactory to Landlord’s representative. The foregoing license to enter the Premises prior to the Commencement Date is, however, conditioned upon Tenant’s contractors and their subcontractors and employees working in harmony and not interfering with the work being performed by Landlord as determined by Landlord in Landlord’s sole and absolute discretion. If at any time that entry shall cause disharmony or interfere with the work being performed by Landlord as defined by Landlord in Landlord’s sole and absolute discretion, this license may be done during withdrawn by Landlord upon twenty-four (24) hours written notice to Tenant. That license is further conditioned upon the compliance by Tenant’s occupancy contractors with all requirements imposed by Landlord on third party contractors, including without limitation the maintenance by Tenant and its contractors and subcontractors of workers’ compensation and public liability and property damage insurance in amounts and with companies and on forms satisfactory to Landlord, with certificates of such insurance being furnished to Landlord prior to proceeding with any such entry. The entry shall be deemed to be under all of the Premisesprovisions of the Lease except as to the covenants to pay Basic Rent and Operating Expenses. In this regard, Tenant agrees to assume Landlord shall not be liable in any risk of way for any injury, loss or damage which may occur to Tenant to any such work being performed by Tenant, the extent not same being solely at Tenant’s risk. In no event shall the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation failure of Tenant’s business contractors to complete any work in the Premises, Premises extend the Commencement Date of this Lease beyond the date that Landlord has completed its Tenant acknowledges Improvement Work and agrees that some disruptions may occur during tendered the course of construction of the Tenant Improvements, and in no event shall rent ▇▇▇▇▇ as the result of the construction of the Tenant Improvements. Tenant shall pay for and cause Premises to Tenant’s furniture and other equipment to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work.
H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date.
I. Tenant hereby designates ▇▇M▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ (“Tenant’s Construction Representative”), Telephone No. (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s Construction Representative with respect to the Tenant Improvement Work and is not intended to limit or reduce Landlord’s right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s Construction Representative(s) at any time upon delivery of written notice to Landlord.
Appears in 1 contract
Sources: Lease (Sonics, Inc.)
ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Prior to the execution of this Lease, Tenant and Landlord have approved both (i) a detailed plan for the Tenant Improvements dated September 8, 2004 and revised September 30, 2004 prepared by ▇. ▇▇▇▇▇ AssociatesLandlord’s architect, dated December 16LPA, 2014 Inc. (the “Preliminary Plan”), and (ii) an estimate prepared by Casco Contractors, dated January 5, 2014 of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan dated October 5, 2004 and prepared by Landlord (the “Preliminary Cost Estimate”). To A copy of the extent applicablePreliminary Plan and the Preliminary Cost Estimate are attached hereto as EXHIBIT X-1 and EXHIBIT X-2, respectively. The Tenant Improvements Work shall include the work shown on the Preliminary Plan, including the “Capital Alternates” but not including the “Alternates” (as described on the Preliminary Plan). Except as otherwise noted in the Preliminary Plan the Preliminary Cost Estimate, the build-out of the Tenant Improvements Improvement Work shall include incorporate Landlord’s building standard tenant improvements, materials and specifications for the Project as set forth in Schedule 1 attached hereto (“Building Standard Improvements”), except for those additions or variations to Building Standard Improvements expressly approved by Landlord and noted on the Preliminary Plan (any such addition or variation from the Standard Improvements shall be referred to herein as a “Non-Standard Improvement”).
B. Within 5 business ten (10) days following any request from Landlord or Landlord’s architect’s request, Tenant shall provide in writing to Landlord or Landlord's ’s architect all specifications and information requested by Landlord for the preparation of final construction documents and costing, including without limitation Tenant's ’s final selection of paint and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's equipment, and details of all Non-Standard Improvements (as defined above) which have been approved by Landlord as part of the Preliminary Plan ’s equipment (collectively, "“Programming Information"”). Subject to the provisions of Section I.G below, Tenant’s failure to provide the Programming Information within the specified time period shall constitute a Tenant Delay for purposes of this Lease. Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming Information, and accordingly that such information must be accurate and complete and that any defects or problems due to incomplete or inaccurate Programming Information shall be the responsibility of the Tenant and that the Landlord shall have no obligation or liability for such any defects or problems arising from any incomplete or inaccurate Programming Information. Subject to the provisions of Section I.G below, any delays in the completion of the Tenant Improvements due to incomplete or inaccurate Programming Information shall constitute a Tenant Delay.
C. Following receipt of the Programming InformationNot later than April 1, 2005, Landlord's ’s architect and engineers shall prepare and deliver to Tenant working drawings and specifications for the Tenant Improvements Work based on the approved Preliminary Plan ("“Working Drawings and Specifications"”), and Landlord's contractor shall prepare a final construction cost estimate ("Final Cost Estimate") for the Tenant Improvements in conformity with the Working Drawings and Specifications. Tenant shall have 5 five (5) business days from the receipt thereof to approve or disapprove the Working Drawings and Specifications and the Final Cost EstimateSpecifications. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall be limited to items not consistent with the approved Preliminary Plan or Preliminary Cost Estimate, subject to Tenant’s right to request a Change pursuant to Section I.D below. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost EstimateSpecifications, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. The parties shall confer and negotiate in good faith to reach agreement on revisions to the Working Drawings and Specifications, and the Preliminary Cost Estimate as a consequence of such revisions. Any revision so requested by Tenant and accepted by Landlord, Landlord shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost EstimateSpecifications, and Tenant shall approve same in writing within 5 five (5) business days of receipt without further revision. Subject to the provisions of Section I.G below, Tenant’s failure to comply in a timely manner with any of the requirements of this paragraph shall constitute a Tenant Delay as defined below.
D. In the event that Tenant subsequently requests in writing a revision to the Working Drawings and Specifications approved by the parties pursuant to Section I.C above, ("a “Change"”), and Landlord so approves such Change as provided in the Section next I.E below, Landlord shall advise Tenant by written change order (a “Change Order”) as soon as is practical of any net cost increase in above the Completion Preliminary Cost Estimate (taking into account any cost savings attributable to such Change Order together with previous Change Orders) and the amount of any Tenant Delay such Change would cause. Tenant shall approve or disapprove such change orderChange Order and Tenant Delay, if any, in writing within 2 two (2) business days following Tenant's ’s receipt of such change orderChange Order. If Tenant approves any such change orderChange Order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order Change Order that Tenant pay the cost increase set forth in the Completion Cost attributable to such change order Change Order concurrently with delivery of Tenant’s approval of the change orderChange Order, or (ii) defer Tenant’s payment of such increase until the date 10 business ten (10) days after delivery of invoices for same, provided however, that the Tenant Contribution such payment must in any event be paid in full prior to Tenant’s commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work pending Tenant's approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement Work.
E. Landlord agrees that it shall not unreasonably withhold its consent to Tenant's requested Changes, provided that such consent may be withheld in all events if the requested Change (i) is of a lesser quality than the Tenant Improvements previously approved by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed to provide Tenant under this Lease, (iv) would delay construction of the Tenant Improvements, (v) interferes in any manner with the proper functioning of, or Landlord’s access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises.
F. All Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration or sooner termination of this Lease, except that Landlord shall have the right, by notice to Tenant given at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan or at the time of Landlord’s approval of any Change, to require Tenant either: (i) to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the Tenant Improvements approved by way of such Change(s) requested by Tenant, to repair any damage to the Premises or the Common Area arising from such removal, and to replace any Non-Standard Improvements approved by way of such Change with the applicable Building Standard, or (ii) to reimburse Landlord for the reasonable cost of such removal, repair and replacement upon demand. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date or sooner termination of this Lease. It is understood and agreed, however, that Tenant shall not be required to remove or replace any Tenant Improvements shown in the Preliminary Plan.
G. It is understood that all or a portion of the Tenant Improvements may be done during Tenant’s occupancy of the Premises. In this regard, Tenant agrees to assume any risk of injury, loss or damage to Tenant to the extent not the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation of Tenant’s business in the Premises, Tenant acknowledges and agrees that some disruptions may occur during the course of construction of the Tenant Improvements, and in no event shall rent ▇▇▇▇▇ as the result of the construction of the Tenant Improvements. Tenant shall pay for and cause Tenant’s furniture and other equipment to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work.
H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date.
I. Tenant hereby designates ▇▇▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ (“Tenant’s Construction Representative”), Telephone No. (▇▇▇) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s Construction Representative with respect to the Tenant Improvement Work and is not intended to limit or reduce Landlord’s right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s Construction Representative(s) at any time upon delivery of written notice to Landlord.the
Appears in 1 contract
Sources: Lease (Raining Data Corp)
ARCHITECTURAL AND CONSTRUCTION PROCEDURES. A. Prior to the execution of this Lease, Tenant and Landlord have approved both (i) a detailed space plan for the Tenant Improvements Premises, prepared by ▇. ▇▇▇▇▇ AssociatesLandlord's architect, dated December 16, 2014 a copy of which approved plan is attached as Schedule 1 to this Work Letter (“Preliminary Plan”"PRELIMINARY PLAN"), and (ii) an estimate prepared by Casco Contractors, dated January 5, 2014 of the cost to complete the Tenant Improvements in accordance with the Preliminary Plan Plan, prepared by Landlord's construction representative, a copy of which estimate is attached as Schedule 2 to this Work Letter (“Preliminary Cost Estimate”"PRELIMINARY COST ESTIMATE"). To the extent applicable, the build-out of the Tenant Improvements shall include The Preliminary Plan includes Landlord’s 's building standard tenant improvements, materials and specifications for the Project (“Building Standard Improvements”"BUILDING STANDARD IMPROVEMENTS"), except for those any additions or variations to Building Standard Improvements expressly approved by Landlord and noted on the Preliminary Plan (any such addition or variation from the Standard Improvements shall be referred to herein as a “Non("NON-Standard Improvement”STANDARD IMPROVEMENT").
B. Within 5 business five (5) days following any Landlord's request from Landlord or Landlord’s architecttherefor, Tenant shall provide in writing to Landlord or Landlord's architect all specifications and information requested by Landlord for the preparation of final construction documents and costing, including without limitation Tenant's final selection of paint and floor finishes, complete specifications and locations (including electrical, load and HVAC requirements) of Tenant's equipment, and details of all Non-Standard Improvements (as defined above) which have been approved by Landlord as part of the Preliminary Plan (collectively, "Programming InformationPROGRAMMING INFORMATION"). Tenant's failure to so provide the Programming Information shall constitute a Tenant Delay for purposes of this Lease. Tenant understands that final construction documents for the Tenant Improvements shall be predicated on the Programming Information, and accordingly that such information must be accurate and complete and that any defects or problems due to incomplete or inaccurate Programming Information shall be the responsibility of the Tenant and that the Landlord shall have no obligation or liability for such defects or problems arising from any incomplete or inaccurate Programming Information. Any delays in the completion of the Tenant Improvements due to incomplete or inaccurate Programming Information shall constitute a Tenant Delay.
C. Following receipt of the Programming Information, Landlord's architect and engineers shall prepare and deliver to Tenant working drawings and specifications for the Tenant Improvements based on the approved Preliminary Plan ("Working Drawings and SpecificationsWORKING DRAWINGS AND SPECIFICATIONS"), and Landlord's contractor shall prepare a final construction cost estimate ("Final Cost EstimateFINAL COST ESTIMATE") for the Tenant Improvements in conformity with the Working Drawings and Specifications. A copy of the Final Cost Estimate shall be delivered to Tenant for its approval unless there are no Non-Standard Tenant Improvements and Tenant is not responsible for any Tenant's Contribution. Tenant shall have 5 business five (5) days from the receipt thereof to approve or disapprove the Working Drawings and Specifications and (if delivered to Tenant) the Final Cost Estimate. Tenant shall not unreasonably withhold or delay its approval, and any disapproval or requested modification shall be limited to items not consistent with the approved Preliminary Plan or Preliminary Cost Estimate. Should Tenant disapprove the Working Drawings and Specifications or the Final Cost Estimate, such disapproval shall be accompanied by specific reasons for disapproval and a detailed list of requested revisions. Any revision requested by Tenant and accepted by Landlord, in its sole and absolute discretion, shall be incorporated into a revised set of Working Drawings and Specifications and the Final Cost Estimate, and Tenant shall approve same in writing within 5 business five (5) days of receipt without further revision. Tenant's failure to comply in a timely manner with any of the requirements of this paragraph shall constitute a Tenant Delay as defined below.
D. In the event that Tenant requests in writing a revision to the Working Drawings and Specifications ("ChangeCHANGE"), and Landlord so approves such Change as provided in the Section next belowI.E. herein, Landlord shall advise Tenant by written change order as soon as is practical of any increase in the Completion Cost and/or any Tenant Delay such Change would cause. Tenant shall approve or disapprove such change orderorder and Tenant Delay, if any, in writing within 2 business two (2) days following Tenant's receipt of such change order. If Tenant approves any such change order, Landlord, at its election, may either (i) require as a condition to the effectiveness of such change order that Tenant pay the increase in the Completion Cost attributable to such change order concurrently with delivery of Tenant’s 's approval of the change order, or (ii) defer Tenant’s 's payment of such increase until the date 10 business ten (10) days after delivery of invoices for same, provided however, that the Tenant Contribution must in any event be paid in full prior to Tenant’s 's commencing occupancy of the Premises. If Tenant disapproves any such change order, Tenant shall nonetheless be responsible for the reasonable architectural and/or planning fees incurred in preparing such change order. Landlord shall have no obligation to interrupt or modify the Tenant Improvement Work pending Tenant's approval of a change order, but if Tenant fails to timely approve a change order, Landlord may (but shall not be required to) suspend the applicable Tenant Improvement Work, in which event any related critical path delays because of such suspension shall constitute Tenant Delays hereunder.
E. Landlord may consent in writing, in its sole and absolute discretion, to Tenant's request for a Change, including any modification of a Standard Improvement to a Non-Standard Improvement in the Preliminary Plan or any other modification of the Working Drawings and Specifications, if requested in writing by Tenant. In addition, Landlord agrees that it shall not unreasonably withhold its consent to Tenant's requested ChangesChanges to previously approved Non-Standard Improvements, provided unless Landlord determines, in its sole and reasonable absolute discretion, that such consent may be withheld in all events if the requested Change to the Non-Standard Improvements (i) is of a lesser quality than the Tenant Non-Standard Improvements previously approved by Landlord, (ii) fails to conform to applicable governmental requirements, (iii) would result in the Premises requiring building services beyond the level Landlord has agreed normally provided to provide Tenant under this Leaseother tenants, (iv) would delay construction of the Tenant ImprovementsImprovements beyond the Estimated Commencement Date and Tenant declines to accept such delay in writing as a Tenant Delay, (v) interferes in any manner with the proper functioning of, or Landlord’s 's access to, any mechanical, electrical, plumbing or HVAC systems, facilities or equipment in or serving the Building, or (vi) would have an adverse aesthetic impact to the Premises or would cause additional expenses to Landlord in reletting the Premises.
F. All . Unless Landlord otherwise agrees in writing, in its sole and absolute discretion: (a) the cost of any Non-Standard Improvements shall be part of Tenant's Contribution (as hereinafter defined), and (b) all Standard Tenant Improvements and Non-Standard Improvements shall become the property of Landlord and shall be surrendered with the Premises at the end of the expiration or sooner termination of this Lease, Term; except that Landlord shall have the rightmay, by notice to Tenant given at the time of Tenant’s election of any “Alternate” shown on the approved Preliminary Plan or at the time of concurrently with Landlord’s 's approval of any Changethe applicable Non-Standard Improvements, to require Tenant either: (i) either to remove all or any of such Alternate(s) which are elected by Tenant, and all or any of the Tenant Improvements approved by way of such Change(s) requested by TenantNon-Standard Improvements, to repair any damage to the Premises or the Common Area arising from such removal, and to replace any such Non-Standard Improvements approved by way of such Change with the applicable Building Standard, or (ii) to reimburse Landlord for the reasonable cost of such removal, repair and replacement upon demand. Any such removals, repairs and replacements by Tenant shall be completed by the Expiration Date Date, or sooner termination of this Lease. It is understood and agreed, however, that Tenant shall not be required to remove or replace .
F. Notwithstanding any Tenant Improvements shown provision in the Preliminary Plan.
G. It Lease to the contrary, and not by way of limitation of any other rights or remedies of Landlord, if Tenant fails to comply with any of the time periods specified in this Work Letter, fails otherwise to approve or reasonably disapprove any submittal within the time period specified herein for such response (or if no time period is understood that so specified, within five (5) days following Tenant's receipt thereof), fails to provide all of the Programming Information requested by Landlord within the time provided herein, fails to approve in writing the Working Drawings and Specifications or a portion the Final Cost Estimate within the time provided herein, fails to timely deliver the Tenant's Contribution as required hereunder, requests any Changes, furnishes inaccurate or erroneous Programming Information, specifications or other information, or otherwise delays in any manner the completion of the Tenant Improvements (including without limitation by specifying materials that are not readily available) or the issuance of an occupancy certificate (any of the foregoing being referred to in this Lease as a "TENANT DELAY"), then Tenant shall bear any resulting additional construction cost or other expenses, and the Commencement Date of this Lease shall be deemed to have occurred for all purposes, including without limitation Tenant's obligation to pay rent, as of the date that Landlord would have been able to deliver the Premises to Tenant but for the collective Tenant Delays. Should Landlord determine that the Commencement Date should be advanced in accordance with the foregoing, it shall so notify Tenant in writing. Landlord's determination shall be conclusive unless Tenant notifies Landlord in writing, within five (5) days thereafter, of Tenant's election to contest same by arbitration pursuant to Paragraph III below. Pending the outcome of such arbitration proceedings, Tenant shall make timely payment of all rent due under this Lease based upon the Commencement Date set forth in the aforesaid notice from Landlord.
G. Landlord shall permit Tenant and its agents to enter the Premises prior to the Commencement Date of the Lease in order that Tenant may install fixtures, furniture and cabling through Tenant's own contractors prior to the Commencement Date. Any such work shall be subject to Landlord's prior written approval, and shall be performed in a manner and upon terms and conditions and at times satisfactory to Landlord's representative. The foregoing license to enter the Premises prior to the Commencement Date is, however, conditioned upon Tenant's contractors and their subcontractors and employees working in harmony and not interfering with the work being performed by Landlord as determined by Landlord in Landlord's sole and absolute discretion. If at any time that entry shall cause disharmony or interfere with the work being performed by Landlord as defined by Landlord in Landlord's sole and absolute discretion, this license may be done during withdrawn by Landlord upon twenty-four (24) hours written notice to Tenant’s occupancy . That license is further conditioned upon the compliance by Tenant's contractors with all requirements imposed by Landlord on third party contractors, including without limitation the maintenance by Tenant and its contractors and subcontractors of workers' compensation and public liability and property damage insurance in amounts and with companies and on forms satisfactory to Landlord, with certificates of such insurance being furnished to Landlord prior to proceeding with any such entry. The entry shall be deemed to be under all of the Premisesprovisions of the Lease except as to the covenants to pay rent. In this regard, Tenant agrees to assume Landlord shall not be liable in any risk of way for any injury, loss or damage to Tenant to the extent not the result of Landlord’s negligence or willful misconduct. While Landlord agrees to employ construction practices reasonably intended to minimize disruptions to the operation of Tenant’s business in the Premises, Tenant acknowledges and agrees that some disruptions which may occur during to any such work being performed by Tenant, the course of construction of the Tenant Improvements, and in same being solely at Tenant's risk. In no event shall rent ▇▇▇▇▇ as the result failure of Tenant's contractors to complete any work in the construction Premises extend the Commencement Date of this Lease beyond the date that Landlord has completed its Tenant Improvements. Tenant shall pay for Improvement Work and cause tendered the Premises to Tenant’s furniture and other equipment to be moved as necessary (including disconnecting and reconnecting computers and telecommunications cabling equipment) so as to facilitate the Tenant Improvements Work.
H. It is further understood and agreed that the Tenant Improvements shall be substantially completed not later than December 31, 2015 to be eligible for funding by Landlord, and that Landlord shall not be obligated to fund any portion of the Landlord’s Contribution towards the Tenant Improvements commenced after such date.
I. Tenant hereby designates ▇▇▇▇▇▇▇ ▇’▇▇▇▇▇▇▇ _____________________ (“Tenant’s Construction Representative”"TENANT'S CONSTRUCTION REPRESENTATIVE"), Telephone No. (▇▇▇___) ▇▇▇-▇▇▇▇, Email: ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇.▇▇▇__________, as its representative, agent and attorney-in-fact for all matters related to the Tenant Improvement Work, including but not by way of limitation, for purposes of receiving notices, approving submittals and issuing requests for Changes, and Landlord shall be entitled to rely upon authorizations and directives of such person(s) as if given directly by Tenant. The foregoing authorization is intended to provide assurance to Landlord that it may rely upon the directives and decision making of the Tenant’s 's Construction Representative with respect to the Tenant Improvement Work and is not intended to limit or --- reduce Landlord’s 's right to reasonably rely upon any decisions or directives given by other officers or representatives of Tenant. Any notices or submittals to, or requests of, Tenant related to this Work Letter and/or the Tenant Improvement Work may be sent to Tenant’s Construction Representative at the email address above provided. Tenant may amend the designation of its Tenant’s 's Construction Representative(s) at any time upon delivery of written notice to Landlord.
Appears in 1 contract
Sources: Lease Agreement (Endwave Corp)