Common Areas Tenant shall have the non-exclusive right to use in common with other tenants in the Project, and subject to the Rules and Regulations referred to in Article 5 of this Lease, those portions of the Project which are provided, from time to time, for use in common by Landlord, Tenant and any other tenants of the Project (such areas, together with such other portions of the Project designated by Landlord, in its discretion, including certain areas designated for the exclusive use of certain tenants, or to be shared by Landlord and certain tenants, are collectively referred to herein as the “Common Areas”). The Common Areas shall consist of the “Project Common Areas” and the “Building Common Areas.” The term “Project Common Areas,” as used in this Lease, shall mean the portion of the Project designated as such by Landlord or areas within the Project that the occupants of the Building are permitted to utilize pursuant to a recorded declaration and which areas shall be maintained in accordance with the declaration. The term “Building Common Areas,” as used in this Lease, shall mean the portions of the Common Areas located within the Building reasonably designated as such by Landlord. The manner in which the Common Areas are maintained and operated shall be at the reasonable discretion of Landlord and the use thereof shall be subject to the Rules and Regulations as Landlord may make from time to time. Landlord reserves the right to close temporarily, make alterations or additions to, or change the location of elements of the Project and the Common Areas, provided that, in connection therewith, Landlord shall perform such closures, alterations, additions or changes in a commercially reasonable manner and, in connection therewith, shall use commercially reasonable efforts to minimize any material interference with Tenant’s use of and access to the Premises.
Landlord Improvements Prior to Tenant’s occupancy, Landlord shall complete the Landlord Improvements. Landlord shall use commercially reasonable efforts to complete the Landlord Improvements by the Anticipated Rent Commencement Date.
(a) As of November 4, 2011, after consultation with Tenant, Landlord has provided Tenant with Landlord’s proposed plans and specifications (defined below in subpart (c))for the Landlord Improvements (such plans and specifications, as amended in accordance with the provisions of this Rider 101, are hereafter called “Plans and Specifications”).
(b) The Plans and Specifications have been accepted by both Tenant and Landlord, the Plans and Specifications are incorporated herein by reference and made a part hereof for all purposes.
(c) Landlord and Tenant acknowledge that the plans dated November 4, 2011, by Page ▇▇▇▇▇▇▇▇▇▇▇ Page, LLP have been approved by both parties and shall constitute the “Plans and Specifications.”
(d) Promptly upon approval of the Plans and Specifications, Landlord has caused general contractors to bid for construction of the Landlord Improvements. All bids have been opened together, with Landlord selecting the general contractor with the lowest bid to construct the Landlord Improvements (the “General Contractor”), subject to the reasonable approval of Tenant. Landlord shall enter into a guaranteed maximum price construction contract with the General Contractor in the amount of its bid (the “Approved Bid”) and shall not modify such contract without Tenant’s consent, which shall not be unreasonably withheld, delayed or conditioned. Landlord and Tenant have reviewed the Plans and Specifications and the bids and have agreed upon the scope of work to be constructed at a cost of construction not to exceed the Landlord’s Contribution.
Construction of the Improvements (a) Prior to ▇▇▇▇▇▇’s execution of the construction contract (the “Contract”) with a general contractor to be selected by ▇▇▇▇▇▇ and approved by Landlord (“Contractor”), Tenant shall submit the Contract to Landlord for its approval, which approval shall not be unreasonably withheld, conditioned or delayed. Landlord shall advise Tenant as soon as reasonably practical, and in all events, within ten (10) business days after ▇▇▇▇▇▇▇▇’s receipt of the Contract if the same is unsatisfactory or incomplete in any respect in ▇▇▇▇▇▇▇▇’s commercially reasonable discretion. If Tenant is so advised, Tenant shall promptly revise the Contract in accordance with such review and any such disapproval of Landlord in connection therewith. Prior to the commencement of the construction of the Improvements, and after Tenant has accepted all bids for the Improvements, Tenant shall provide Landlord with a detailed breakdown, by trade, of the final costs to be incurred or which have been incurred in connection with the design and construction of the Improvements to be performed by or at the direction of Contractor, Tenant or the Construction Manager, which costs form a basis for the amount of the Contract and any other architectural, engineering, design, construction or procurement contracts entered into by or on behalf of Tenant for the design, construction or fit-out of any portion of the Improvements (the “Final Costs”). Prior to the commencement of construction of the Improvements, Tenant shall supply Landlord with cash, an irrevocable letter of credit, or such other financial assurance that is satisfactory to the Landlord in an amount (the “Over- Allowance Amount”) equal to the difference between the amount of the Final Costs and the amount of the Tenant Improvement Allowance. The Over-Allowance Amount shall be disbursed by Landlord prior to the disbursement of any of the then remaining portion of the Tenant Improvement Allowance, and such disbursement shall be pursuant to the same procedure as the Tenant Improvement Allowance. In the event that, after the Final Costs have been delivered by Tenant to Landlord, the costs relating to the design and construction of the Improvements shall change, unless, even with such change, the Final Costs are less than the amount of the Tenant Improvement Allowance, any additional costs necessary to such design and construction in excess of the Final Costs, shall be paid by Tenant to Landlord immediately as an addition to the Over-Allowance Amount or at Landlord’s option, Tenant shall make payments for such additional costs out of its own funds, but Tenant shall continue to provide Landlord with the documents described in Section 3.3 below, for Landlord’s approval, prior to Tenant paying such costs. If the total actual costs relating to the design and construction of the Improvements shall be less than the sum of the Tenant Improvement Allowance and the Over-Allowance Amount, and if the Tenant delivered the Over-Allowance Amount in cash, then the Landlord shall reimburse the Tenant for the amount of such difference, but not more than the Over-Allowance Amount. Notwithstanding anything set forth in this Section 3 to the contrary, construction of the Improvements shall not commence until (a) Landlord has approved the Contract, (b) Tenant has procured and delivered to Landlord a copy of all Permits and Approvals, (c) Tenant has delivered to Landlord the Over-Allowance Amount, and (d) MLB PDL shall have provided written confirmation that the Improvements as shown on the Approved Working Drawings would cause the Ballpark to be in compliance with the PDL Facility Standards; provided that the Ballpark’s compliance with the PDL Facility Standards shall only be confirmed after an official audit has been completed of the Ballpark and the Improvements.
(b) The parties agree that, for the purpose of achieving cost savings, except for structural alterations to the Ballpark, Tenant may seek bids for and procure the Improvements listed on Exhibit D directly rather than under the Contract through the Contractor and involving the Architect.
(c) ▇▇▇▇▇▇’s Construction Manager, Contractor, and all subcontractors, laborers, materialmen, and suppliers used by Tenant (such subcontractors, laborers, materialmen, and suppliers, and the Contractor and Construction Manager to be known collectively as “Tenant’s Agents”) shall construct the Improvements in strict accordance with the Approved Working Drawings. Tenant shall exercise commercially reasonable efforts to cause the Improvements to be completed prior to the 2026 Baseball Season. The Improvements shall comply in all respects with the following: (i) all applicable building codes, and other state, federal, city or quasi-governmental laws, codes, ordinances and regulations, as each may apply according to the rulings of the controlling public official, agent or other person; (ii) applicable standards of the American Insurance Association (formerly, the National Board of Fire Underwriters) and the National Electrical Code; and