Common use of Construction Contracts Clause in Contracts

Construction Contracts. Tenant shall furnish Landlord with true and correct copies of all construction contracts between or among Tenant, Tenant’s Contractor and all Major Subcontractors relating to the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to the terms and conditions of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as Schedule 3, as may be amended and updated from time to time (“Construction Rules and Regulations”), (ii) Tenant’s Contractor shall provide notices to Landlord of any default under the construction contract simultaneously with delivery of such notices to Tenant, and (iii) the Tenant’s Contractor shall warrant for a period of at least one (1) year that the Tenant Improvements will be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, the repair of any portion of the Building that may be damaged as a result of the removal or replacement of the defective Tenant Improvements), and that said warranty is enforceable by Landlord. Landlord’s review of such contracts shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents to execute and deliver to Landlord an agreement consenting to such assignment.

Construction Contracts. Tenant shall furnish Unless otherwise agreed in writing by Landlord with true and correct copies Tenant, each of all Tenant's construction contracts between shall: (1) provide a schedule and sequence of construction activities and completion reasonably acceptable to Landlord, (2) provide that such contractor maintain general commercial liability insurance of not less than a combined single limit of $3,000,000 (or among Tenant, Tenant’s Contractor and all Major Subcontractors relating with respect to the Tenant Improvements. All paint and tile contractors, such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to the terms and conditions of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as Schedule 3, other amounts as may be amended approved by Landlord) naming Landlord, Landlord's property management company, Landlord's Mortgagee, Tenant and updated from time to time (“Construction Rules and Regulations”)each of their respective affiliates as additional insureds, (ii3) Tenant’s Contractor shall provide notices require the contractor to Landlord of any default under name Landlord, Landlord's property management company, and Tenant as additional insured on such contractor's insurance maintained in connection with the construction contract simultaneously with delivery of such notices to Tenantthe Work, and (iii4) the Tenant’s Contractor shall warrant for a period of at least one (1) year provide that the Tenant Improvements will be constructed contractor perform the Work in substantial accordance with the Approved TI Construction Space Plans and Working Drawings and Plan Modifications in a good and free from defects in workmanlike manner; (5) provide that the contractor is responsible for its daily clean-up work and final clean-up (including removal of all debris); (6) be assignable following an Event of Default by Tenant under the lease to landlord and Landlord's Mortgagees. Tenant shall make a reasonable effort to require that each construction contract contain a one-year warranty for all defective work and contain at least a one-year warranty for all workmanship and materials materials. Tenant shall notify Landlord if Tenant is unable to obtain these warranties. Landlord shall have three (such warranty shall include, without additional charge, 3) business days to notify Tenant whether it approves the repair of any portion proposed construction agreements. If Landlord disapproves of the Building proposed construction agreements, then it shall specify in reasonable detail the reasons for such disapproval, in which case Tenant shall revise the proposed construction agreements to correct the objections and resubmit them to Landlord within two (2) business days after Landlord notifies Tenant of its objections thereto, following which Landlord shall have two (2) business days to notify Tenant whether it approves the revised construction agreements. If Landlord fails to notify Tenant that may be damaged as a result it disapproves of the removal construction agreements within three (3) business days after the initial construction agreements or replacement of two (2) business days after the defective Tenant Improvements)revised construction agreements (as the case may be) are delivered to Landlord, and that said warranty is enforceable by Landlord. Landlord’s review of such contracts then Landlord shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with have approved the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents to execute and deliver to Landlord an agreement consenting to such assignmentconstruction agreements.

Construction Contracts. Tenant shall furnish Landlord with true and correct copies of all construction contracts between or among Tenant, Tenant’s 's Contractor and all Major Subcontractors relating to the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to the terms and conditions of this AgreementWork Letter, including, without limitation, that such work shall comply with the Construction Rules construction rules and Regulations regulations attached hereto as Schedule 3, 5 as may be amended and updated from time to time so long as such amendments or updates do not materially interfere with or delay the construction of the Tenant Improvements (“"Construction Rules and Regulations”"), (ii) Tenant’s Contractor . Landlord's review of such contracts shall provide notices not relieve Tenant from its obligations under this Work Letter nor shall such review be deemed to constitute Landlord's representation that such contracts comply with the requirements of this Work Letter. Landlord's review of any construction contract provided hereunder shall be at Landlord's sole cost and expense. Tenant agrees to deliver to Landlord of any default assignment or other assurances which reasonably may be necessary to permit Landlord to directly enforce all warranties under the construction contract simultaneously with delivery of such notices to Tenant, and (iii) the Tenant’s Contractor shall warrant for a period of at least one (1) year that the Tenant Improvements will be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials contracts (such warranty warranties shall include, without additional charge, the repair of any portion of the Building that which may be damaged as a result of the removal or replacement of the defective Tenant Improvements), and that said warranty is enforceable by Landlord. Landlord’s review ) upon the occurrence of such contracts shall not relieve Tenant from its obligations an Event of Default under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contractsLease. Upon engagement of any Tenant’s 's Agents, Tenant shall promptly cause each of Tenant’s 's Agents to execute and deliver to Landlord an agreement consenting to such foregoing assignment.

Construction Contracts. Tenant Seller shall furnish Landlord not allow a Contractor to commence performance of any Work prior to executing a Construction Contract that complies with true this Agreement, with copies delivered to Buyer. The forms of Construction Contract are attached as Exhibit FFF, Exhibit II, and correct copies Exhibit JJ. If Seller desires to use other forms of Construction Contracts, they must include: (a) terms within them that all construction contracts between or among Tenant, Tenant’s Contractor terms and all Major Subcontractors relating conditions are subordinate to the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to this Agreement and incorporate by reference the terms and conditions of this AgreementAgreement (except to the extent they are expressly inconsistent with this Agreement such as providing engineering services for a construction Laborer), includingincluding the insurance, without limitationindemnifications, that such work shall comply with assignment, dispute resolution and ownership of documents provisions; (b) identify Buyer as a third-party beneficiary and entitle Buyer to assignment of the Construction Rules Contract as provided in this Agreement; and Regulations attached hereto (c) require payment and performance bonds for the Work when the Work is of a nature that can be secured by such surety bonds. If Seller desires to vary from the required terms of the Construction Contract, it shall so notify Buyer of the variation and if Buyer does not object in writing within seven (7) Business Days, Seller shall be free to contract using the identified different terms. Notwithstanding any variations in the Construction Contract, Seller shall remain responsible for the Work, including the Work that Seller is contracting to be done with Contractors, and for the acts and omissions of Contractors as Schedule 3provided in this Agreement. No Construction Contract shall bind or purport to bind Buyer, but each Construction Contract shall provide for assignment of such Construction Contract to Buyer upon notice to, and without requiring the consent of, such Contractor. Seller hereby collaterally assigns to Buyer all its interest in all Construction Contracts and the road use and staging agreements necessary during Seller's construction activities now existing or hereafter entered into by Seller for performance of any part of the Work, which assignment will be effective only upon a Seller Event of Default or termination of this Agreement prior to Final Completion and only as to those Construction Contracts and the road use and staging agreements necessary during Seller's construction activities that Buyer designates in writing. Such assignment cannot be withdrawn by Seller, and Buyer may be amended accept or reject said assignment at any time by notice to Seller. Upon the effective date of such assignment of the Construction Contract and updated from time the road use and staging agreements necessary during Seller's construction activities to time Buyer: (“i) Seller shall promptly furnish to Buyer the originals of the designated Construction Rules Contracts and Regulations”)the road use and staging agreements requested by Buyer, notwithstanding the delivery of copies was previously required of Seller; (ii) Tenant’s Contractor Buyer shall provide notices to Landlord only assume Liabilities occurring and arising on after Buyer takes the assignment of any default under the construction contract simultaneously with delivery of such notices to Tenant, Construction Contracts and road use and staging agreements; and (iii) Buyer shall only be required to compensate a designated Contractor for compensation accruing to it for Work done or materials delivered from and after the Tenant’s Contractor shall warrant for a period of at least one (1) year that date Buyer takes the Tenant Improvements will be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, the repair of any portion assignment of the Building that may be damaged as involved Construction Contract, road use, or staging agreement in writing. All Liabilities arising before and all sums due and owing by Seller to a result designated Contractor for Work performed or material supplied prior to the effective date of the removal assignment of such Construction Contract, road use or replacement of the defective Tenant Improvements)staging agreement, and that said warranty is enforceable by Landlord. Landlord’s review all other obligations of such contracts shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents to execute and deliver to Landlord an agreement consenting Seller accruing prior to such assignment.'s effective date, shall constitute and remain an obligation solely between such Contractor and Seller, and Buyer shall have no Liability with respect to such sums or any other obligations of Seller. DELIVERABLES

Construction Contracts. Tenant Landlord shall furnish Landlord enter into a construction contract for the performance of the Initial Alterations with true and correct copies of all construction contracts between or among Tenant, Tenant’s Contractor and all Major Subcontractors relating to ▇▇▇▇▇▇▇ Construction Company Inc. (the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to the terms and conditions of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as Schedule 3, as may be amended and updated from time to time (“Construction Rules and RegulationsContractor”), (ii) on an open-book basis. The form of construction contract shall be reasonably determined by Landlord and Contractor taking into account the scope of the Initial Alterations and subject to Tenant’s prior written approval, which approval shall not be unreasonably withheld, delayed, or conditioned. Contractor shall provide notices be permitted to utilize any reputable contractors and trades, including but not limited to Landlord’s preferred trade contractors, which Contractor deems qualified to perform the Initial Alterations, provided the trade contractor’s rates are competitive in the market as evidenced by a competitive bidding process that is open- book to Tenant. Landlord and Contractor agree to review all subcontractor bids with Tenant. Landlord and Contractor shall avoid any and all conflicts of interest in the bidding processes and awarding of any contracts or subcontracts for the work, and shall disclose to Tenant any conflicts that may arise. Any conflicts of interest shall require Tenant’s approval before proceeding with the applicable contract or work, which approval shall not be unreasonably withheld, delayed, or conditioned. Notwithstanding anything to the contrary in the foregoing, in no event shall the use of ▇▇▇▇▇▇▇ Construction Company or any third-party contractor that Landlord or its affiliates prefers to use at the Property or any affiliated properties be deemed to be a contractor with a “conflict of interest” solely by reason of its contacts with Landlord or Landlord’s affiliates. Tenant shall promptly notify Landlord of any default under the construction contract simultaneously with delivery of such notices objection to Tenanta proposed subcontractor, and (iii) the Tenant’s Contractor shall warrant for a period of at least but in no event more than one (1) year business day after ▇▇▇▇▇▇’s receipt of Landlord’s written notice (which may be via email to Tenant’s Representative) that Landlord is awaiting Tenant’s approval of a subcontractor. (a) Notwithstanding the Tenant Improvements above, Landlord will be constructed in accordance with consider using Tenant’s preferred electrical subcontractor provided the Approved TI Construction Drawings electrical subcontractor meets ▇▇▇▇▇▇▇▇’s usual and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, customary standards for contractors performing the repair of any portion scope of the Building that electrical work required for the Initial Alterations. Landlord and the Contractor shall not subcontract for any such work without Tenant’s prior written approval of the same, which approval may be damaged as a result withheld in Tenant’s sole discretion. Tenant reserves the right to solely select or use its own data/low voltage contractor for purposes of the removal or replacement data cabling aspects of the defective Tenant Improvements), and that said warranty is enforceable by Landlord. Landlord’s review of such contracts shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents to execute and deliver to Landlord an agreement consenting to such assignmentwork.

Construction Contracts. Tenant shall furnish Unless otherwise agreed in writing by Landlord with true and correct copies of all construction contracts between or among Tenant, Tenant’s Contractor and all Major Subcontractors relating to the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder shall be subject to the terms and conditions of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as Schedule 3, as may be amended and updated from time to time (“Construction Rules and Regulations”), (ii) Tenant’s Contractor shall provide notices to Landlord of any default under the construction contract simultaneously with delivery of such notices to Tenant, and (iii) the Tenant’s Contractor shall warrant for a period of at least one (1) year that the Tenant Improvements will be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, the repair of any portion of the Building that may be damaged as a result of the removal or replacement of the defective Tenant Improvements), and that said warranty is enforceable by Landlord. Landlord’s review of such contracts shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, provided, however, that Landlord shall provide notice to Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord in the course of its review of such contract. Tenant agrees to deliver to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents construction contracts shall: (i) provide a schedule and sequence of construction activities and completion reasonably acceptable to- Landlord; (ii) provide that such contractor maintain general commercial liability insurance of not less than a combined single limit of $3,000,000 (or with respect to execute the paint and deliver tile contractors, such other amounts as may be approved by Landlord) naming Landlord, Landlord’s property management company, Landlord’s Mortgagee, Tenant and each of their respective affiliates as additional insureds; (iii) require the contractor to name Landlord, Landlord’s property management company, and Tenant as additional insured on such contractor’s insurance maintained in connection with the construction of the Work; (iv) provide that the contractor perform the Work in substantial accordance with the Space Plans and Working Drawings and in a good and workmanlike manner; (v) provide that the contractor is responsible for its daily clean-up work and final clean-up (including removal of all debris); (vi) be assignable following an Event of Default by Tenant under the Lease to Landlord an agreement consenting and Landlord’s Mortgagees. Tenant shall request that each construction contract contain a one-year warranty for all defective work and contain at least a one-year warranty for all workmanship and materials. Landlord shall have three (3) business days to notify Tenant whether it approves the proposed construction agreements. If Landlord disapproves of the proposed construction agreements, then it shall specify in reasonable detail the reasons for such assignmentdisapproval, in which case Tenant shall revise the proposed construction agreements to correct the objections and resubmit them to Landlord within two (2) business days after Landlord notifies Tenant of its objections thereto, following which Landlord shall have two (2) business days to notify Tenant whether it approves the revised construction agreements. If Landlord fails to notify Tenant that it disapproves of the construction agreements within three (3) business days after the initial construction agreements or two (2) business days after the revised construction agreements (as the case may be) are delivered to Landlord, then Landlord shall be deemed to have approved the construction agreements. Anything herein to the contrary notwithstanding, Landlord shall not have authority to disapprove of any construction documents if they are generally consistent with the material provisions contained in construction documents that were adopted for the construction of Tenant improvements in the Existing Space.

Construction Contracts. Landlord and Tenant have selected Rudo▇▇▇ ▇▇▇ Slet▇▇▇ ▇▇ construction manager (the "Contractor") to perform both Tenant's Work and Landlord's Work, provided that the Tenant's Work shall furnish Landlord with true and correct copies of all construction contracts between or among Tenant, Tenant’s Contractor and all Major Subcontractors relating to the Tenant Improvements. All such contracts shall expressly provide that (i) the work to be performed thereunder pursuant to a contract between Tenant and Contractor ("Tenant's Contract"), and the Landlord's Work shall be performed pursuant to a separate contract between Landlord and Contractor ("Landlord's Contract"). Both the Tenant's Contract and the Landlord's Contract shall be guaranteed maximum price contracts and the Contractor shall be required to post payment/performance bonds in the full amount of the contract price with sureties acceptable to Landlord. The Tenant's Contract and the Landlord's Contract, shall be subject to the terms and conditions reasonable approval of this Agreement, including, without limitation, that such work shall comply with the Construction Rules and Regulations attached hereto as Schedule 3Landlord or Tenant, as the case may be, shall provide that Landlord or Tenant, as the case may be, may cure any Tenant or Landlord defaults thereunder and demand performance by Contractor thereunder, including performance by the surety under the Contractor's payment/performance bonds, and shall provide that Landlord or Tenant, as the case may be, shall be an additional insured with respect to any errors and omissions insurance maintained by the Contractor. Tenant's Contract shall further provide that no change orders may be amended and updated from time to time implemented without the express written consent of Landlord (“Construction Rules and Regulations”), (ii) Tenant’s Contractor which consent shall provide notices to Landlord of any default under the construction contract simultaneously with delivery of such notices to Tenant, and (iii) the Tenant’s Contractor shall warrant for a period of at least one (1) year that the Tenant Improvements will not be constructed in accordance with the Approved TI Construction Drawings and Plan Modifications and free from defects in workmanship and materials (such warranty shall include, without additional charge, the repair of any portion of the Building that may be damaged as a result of the removal or replacement of the defective Tenant Improvementsunreasonably withheld), and that said warranty is enforceable any such change orders be covered by Landlord. Landlord’s review of such contracts shall not relieve Tenant from its obligations under this Agreement nor shall such review be deemed to constitute Landlord’s representation that such contracts comply with the requirements of this Agreement, Contractor's payment/performance bonds; provided, however, that Landlord Landlord's consent shall provide notice not be required with respect to change orders which affect only the Tenant of any noncompliance of a contract with the terms of this Agreement if discovered by Landlord Improvements and which do not exceed $50,000 in the course of its review aggregate as long as Landlord receives prior written notice of such contract. change orders and provided, further, that Landlord will approve any such change order affecting only the Tenant agrees Improvements which exceeds $50,000 if Tenant demonstrates that it has the resources to deliver pay the increased costs and will meet its obligations pursuant to Landlord an assignment or other assurances that may be necessary to permit Landlord to directly enforce all warranties under such contracts. Upon engagement of any Tenant’s Agents, Tenant shall promptly cause each of Tenant’s Agents to execute and deliver to Landlord an agreement consenting to such assignmentSection 6.5.