Common use of Making of Alterations; Landlord’s Consent Clause in Contracts

Making of Alterations; Landlord’s Consent. Tenant shall not make or permit to be made any Alterations without the prior written consent of Landlord both as to whether the Alterations may be made and as to how and when they will be made. Notwithstanding the foregoing, Landlord shall not unreasonably withhold its consent to any non-structural Alteration which Tenant may desire to make to the Premises; provided, however, that Landlord shall retain sole and absolute discretion to withhold its consent to any Alteration, whether structural or non-structural, which may, in the good faith exercise of Landlord’s sole and absolute judgment (1) exceed the capacity of, hinder the effectiveness of, or interfere with the electrical, mechanical, heating, ventilating, air conditioning, or plumbing systems of the Premises or the Building, or (2) be visible from outside the Premises. Notwithstanding the foregoing, Tenant shall have the right, after providing at least ten (10) days prior written notice to Landlord, but without the necessity of obtaining Landlord’s consent, to recarpet, repaint, or to make purely “cosmetic” or “decorative” nonstructural Alterations in and to the Premises that (I) do not fall within clauses (1) through (3) above, (II) do not require the issuance of a building permit, and (III) do not cost, when aggregated with all other Permitted Alterations made during the previous twelve (12) months, more than Two Hundred Thousand Dollars ($200,000) (collectively, the “Permitted Alterations”). Any Alterations shall be made at Tenant’s expense, by its contractors, in a good, workmanlike and first-class manner, and (in the case of Alterations that are not Permitted Alterations) in accordance with complete plans and specifications approved in advance in writing by Landlord, and only after Tenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Landlord, (ii) has submitted to Landlord an architect’s certificate that the Alterations will conform to all applicable Laws, and (iii) has complied with all other requirements reasonably imposed by Landlord, including, without limitation, any requirements due to the underwriting guidelines of Landlord’s insurance carriers. Landlord’s consent to any Alterations and approval of any plans and specifications constitutes approval of no more than the concept of these Alterations and not a representation or warranty with respect to the quality or functioning of such Alterations, plans and specifications. Tenant shall be and is solely responsible for the Alterations and for the proper integration thereof with the Building, the Building’s systems and existing conditions. Landlord shall have the right, but not the obligation, to supervise the making of any Alterations. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, and the roof of the Building, shall, at Landlord’s election, be performed by Landlord’s designated contractor or subcontractor at Tenant’s expense. If Landlord performs such work at Tenant’s request, Landlord’s property manager shall be paid Additional Rent in an amount equal to five percent (5%) of the cost of such work, and if Landlord does not perform such work and such work consists of Alterations that are other than Permitted Alterations, Landlord’s property manager shall be paid Additional Rent in an amount equal to one percent (1%) of the cost of such work. Whether or not Landlord performs such work, Landlord shall be reimbursed by Tenant for all out-of-pocket third party review fees incurred by Landlord in connection with such work. If any Alterations which require Landlord’s approval are made without the prior written consent of Landlord, or which do not conform to plans and specifications approved by Landlord or to other conditions imposed by Landlord pursuant to this Section 8, Landlord may, in its sole discretion, correct or remove such Alterations at Tenant’s expense. Following completion of any Alterations, except with respect to cosmetic or decorative nonstructural Alterations which do not require Landlord’s approval, at Landlord’s request, Tenant either shall deliver to Landlord a complete set of “as built” plans showing the Alterations or shall reimburse Landlord for any expense incurred by Landlord in causing the Building plans to be modified to reflect the Alterations.

Making of Alterations; Landlord’s Consent. Tenant shall not make or permit to be made any Alterations without the prior written consent of Landlord as provided herein both as to whether the Alterations may be made and as to how and when they will be made. Notwithstanding the foregoing, Landlord shall not unreasonably withhold withhold, condition or delay its consent to any non-structural Alteration which Tenant may desire to make to the Premises; provided, however, that Landlord shall retain sole and absolute discretion Premises except to withhold its consent to any Alteration, whether structural or non-structural, which may, in the good faith exercise of Landlord’s sole and absolute judgment extent such Alteration (1) exceed adversely affects the capacity ofBuilding Structure or Building Systems (including, hinder without limitation, any overloading), (2) affects the effectiveness of, or interfere with the electrical, mechanical, heating, ventilating, air conditioning, or plumbing systems exterior appearance of the Premises or the Building, or (23) be visible from outside would not comply with Applicable Laws (each of the Premisesforegoing items (1) through (3) being sometimes referred to herein as a “Design Problem”). Notwithstanding the foregoing, Tenant shall have the right, after providing at least ten (10) days prior written days’ notice to Landlord, but without the necessity of obtaining Landlord’s consent, to recarpet, repaint, or to make purely “cosmetic” or “decorative” nonstructural Alterations in and to the Premises that (I) do not fall within clauses (1) through (3) above, (II) do not require the issuance of a building permit, and (III) do not cost, when aggregated with all other Permitted Alterations made during the previous twelve (12) months, cost more than Two Hundred Fifty Thousand Dollars ($200,000250,000) for each particular proposed Alteration. Tenant shall reimburse Landlord within thirty (collectively30) days after receipt of a written invoice for out-of-pocket sums actually paid by ▇▇▇▇▇▇▇▇ for third party examination of Tenant’s plans for Alterations requiring ▇▇▇▇▇▇▇▇’s consent, the “Permitted Alterations”)not to exceed $2,500. Any Alterations shall be made at Tenant’s expense, by its contractorscontractors and subcontractors, in a good, workmanlike and first-class manner, and (in the case of Alterations that are not Permitted Alterations) in accordance with complete plans and specifications approved in advance in writing by Landlord, and only after Tenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Landlord, ; and (ii) has submitted to Landlord an architect’s certificate that the Alterations will conform to all applicable Applicable Laws, and (iii) has complied with all other requirements reasonably imposed by Landlord, including, without limitation, any requirements due to the underwriting guidelines of Landlord’s insurance carriers. Landlord▇▇▇▇▇▇▇▇’s consent to any Alterations and approval of any plans and specifications constitutes approval of no more than the concept of these Alterations and not a representation or warranty with respect to the quality or functioning of such Alterations, plans and specifications. Tenant shall be and is solely responsible for the Alterations and for the proper integration thereof with the Building, the Building’s systems Building Systems and existing conditions. At no charge to Tenant, Landlord shall have the right, but not the obligation, to supervise inspect and review the making of any Alterations, so long as such inspection does not hinder or delay the performance of such Alterations in more than a de minimis manner. All Alterations involving structural, electrical, mechanical or plumbing work, the heating, ventilation and air conditioning system of the Premises or the Building, and the roof of the Building, shall, at Landlord’s election, and/or any other portion of the Base Building shall be performed by contractors and subcontractors reasonably approved by Landlord and at Tenant’s expense, or by Landlord’s designated contractor or subcontractor at Tenant’s expense. If Landlord performs , provided that the fees charged by such work at Tenant’s request, Landlord’s property manager shall be paid Additional Rent in an amount equal to five percent (5%) of the cost of such work, and if Landlord does not perform such work and such work consists of Alterations that are other than Permitted Alterations, Landlord’s property manager shall be paid Additional Rent in an amount equal to one percent (1%) of the cost of such work. Whether designated contractor or not Landlord performs such work, Landlord shall be reimbursed by Tenant for all out-of-pocket third party review fees incurred by Landlord in connection with such work. If any Alterations which require Landlord’s approval are made without the prior written consent of Landlord, or which subcontractor do not conform exceed the market range applicable to plans the Sunnyvale, California submarket in more than a de minimis manner and specifications approved further provided that such fees are based on no less favorable rate structures than those provided by such designated contractor or subcontractor to Landlord or to other conditions imposed by Landlord pursuant to this Section 8, Landlord may, in its sole discretion, correct or remove such Alterations at Tenant’s expensewithout mark-up. Following Within ten (10) days following completion of any Alterations, except with respect to cosmetic or decorative nonstructural Alterations which do not require Landlord’s approval, at Landlord’s request, Tenant either shall deliver to Landlord a complete set of “as built” plans showing the Alterations Alterations, in hard copy and an electronic version thereof which is acceptable to Landlord (the “As-Built Plans”), or shall reimburse Landlord for any expense incurred by Landlord in causing the Building plans to be modified to reflect the Alterations. Tenant shall give Landlord written notice not less than ten (10) days prior to any Alterations to be performed by Tenant to the Premises thereby permitting Landlord to record and post notices of non-responsibility.

Making of Alterations; Landlord’s Consent. Tenant shall not make or permit to be made any Alterations without the prior written consent of Landlord both as to whether the Alterations may be made and as to how and when they will be made. Notwithstanding the foregoing, Landlord shall not unreasonably withhold its consent to any non-structural Alteration which Tenant may desire to make to the Premises; provided, however, that Landlord shall retain sole and absolute discretion to withhold its consent to any Alteration, whether structural or non-structural, which may, in the good faith exercise of Landlord’s sole and absolute judgment of Landlord (1) adversely affect the marketability of the Premises, (2) exceed the capacity of, hinder the effectiveness of, or interfere with the electrical, mechanical, heating, ventilating, air conditioning, or plumbing systems of the Premises or the BuildingBuilding or which will be connected to any of such systems, or (23) be visible from outside the Premises. Notwithstanding the foregoing, Tenant shall have the right, after providing at least ten (10) days prior written notice to Landlord, but without the necessity of obtaining Landlord’s consent, to recarpet, repaint, or to make purely “cosmetic” or “decorative” nonstructural Alterations in and to the Premises that (I) do not fall within clauses (1) through (3) above, (II) do not require the issuance of a building permit, and (III) do not cost, when aggregated with all other Permitted Alterations made during the previous twelve (12) months, more than Two One Hundred Thousand Dollars ($200,000) (collectively, the “Permitted Alterations”100,000.00). Any Alterations shall be made at Tenant’s 's expense, by its contractors, in a good, workmanlike and first-class manner, and (in the case of Alterations that are not Permitted Alterations) subcontractors and in accordance with complete plans and specifications approved in advance in writing by Landlord, and only after Tenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Landlord, (ii) has submitted to Landlord an architect’s 's certificate that the Alterations will conform to all applicable Laws, and (iii) has complied with all other requirements reasonably imposed by Landlord, including, without limitation, any requirements due to the underwriting guidelines of Landlord’s 's insurance carriers. Landlord’s 's consent to any Alterations and approval of any plans and specifications constitutes approval of no more than the concept of these Alterations and not a representation or warranty with respect to the quality or functioning of such Alterations, plans and specifications. Tenant shall be and is solely responsible for the Alterations and for the proper integration thereof with the Building, the Building’s 's systems and existing conditions. Landlord shall have the right, but not the obligation, to supervise the making of any Alterations. All Alterations involving structural, electrical, mechanical or plumbing work, lab equipment, furniture or fixtures, the heating, ventilation and air conditioning system of the Premises or the Building, and the roof of the Building, shall, at Landlord’s 's election, be performed by Landlord’s 's designated contractor or subcontractor at Tenant’s expense's expense at the same rates charged to Landlord by such contractor without markup, which rates shall be consistent with competitive costs for similar services of comparable quality rendered by persons or entities of similar skill, competence and experience provided in the same geographic area as the Building. If Landlord performs such work at With respect to future Alterations and not with respect to the Tenant’s requestWork, Tenant shall reimburse Landlord as Additional Rent for any actual sums paid by Landlord for third party examination of Tenant's plans and specifications for Alterations, plus a fee to Landlord’s property manager shall be paid as Additional Rent (a) in an amount equal to five percent (5%) of the cost of such work, and if Landlord does not perform such work and such work consists of Alterations that are other than Permitted Alterations, Landlord’s property manager shall be paid Additional Rent in an amount equal to one percent (1%) of the costs of such Alterations if Tenant manages the Alterations, or (b) in an amount equal to three percent (3%) of the cost of such work. Whether work if Landlord, or not Landlord performs such workany affiliate of Landlord, Landlord shall be reimbursed by Tenant for all out-of-pocket third party review fees incurred by Landlord in connection with such work. or Landlord’s property manager manages the Alterations.. If any Alterations which require Landlord’s approval are made without the prior written consent of Landlord, or which do not conform to plans and specifications approved by Landlord or to other conditions imposed by Landlord pursuant to this Section 8, Landlord may, in its sole discretion, correct or remove such Alterations at Tenant’s 's expense. Following completion of any Alterations, except with respect to cosmetic or decorative nonstructural Alterations which do not require Landlord’s approval, at Landlord’s 's request, Tenant either shall deliver to Landlord a complete set of “"as built” " plans showing the Alterations or shall reimburse Landlord for any expense incurred by Landlord in causing the Building plans to be modified to reflect the Alterations.

Making of Alterations; Landlord’s Consent. Tenant shall not make or permit to be made any Alterations without the prior written consent of Landlord both as to whether the Alterations may be made and as to how and when they will be made. Notwithstanding the foregoing, Landlord shall not unreasonably withhold its consent to any non-structural Alteration which Tenant may desire to make to the Premises; provided, however, that Landlord shall retain sole and absolute discretion to withhold its consent to any Alteration, whether structural or non-structural, which may, in the good faith exercise of Landlord’s sole and absolute judgment of Landlord (1) adversely affect the marketability of the Premises, (2) exceed the capacity of, hinder the effectiveness of, or interfere with the electrical, mechanical, heating, ventilating, air conditioning, or plumbing systems of the Premises or the BuildingBuilding or which will be connected to any of such systems, or (23) be visible from outside the Premises. Notwithstanding the foregoing, Tenant shall have the right, after providing at least ten (10) days prior written notice to Landlord, but without the necessity of obtaining Landlord’s consent, to recarpet, repaint, or to make purely “cosmetic” or “decorative” nonstructural Alterations in and to the Premises that (I) do not fall within clauses (1) through (3) above, (II) do not require the issuance of a building permit, and (III) do not cost, when aggregated with all other Permitted Alterations made during the previous twelve (12) months, cost more than Two Hundred Thousand Dollars ($200,000) (collectively, the “Permitted Alterations”200,000.00). Any Alterations shall be made at Tenant’s 's expense, by its contractors, contractors and subcontractors in a good, workmanlike and first-class manner, and (in the case of Alterations that are not Permitted Alterations) in accordance with the rules and regulations attached hereto as Exhibit G and complete plans and specifications approved in advance in writing by Landlord, and only after Tenant: (i) has obtained all necessary permits from governmental authorities having jurisdiction and has furnished copies thereof to Landlord, (ii) has submitted to Landlord an architect’s 's certificate that the Alterations will conform to all applicable Laws, and (iii) has complied with all other requirements reasonably imposed by Landlord, including, without limitation, any requirements due to the underwriting guidelines of Landlord’s 's insurance carriers. Landlord’s 's consent to any Alterations and approval of any plans and specifications constitutes approval of no more than the concept of these Alterations and not a representation or warranty with respect to the quality or functioning of such Alterations, plans and specifications. Tenant shall be and is solely responsible for the Alterations and for the proper integration thereof with the Building, the Building’s 's systems and existing conditions. Landlord shall have the right, but not the obligation, to supervise the making of any Alterations. All Alterations involving structural, electrical, mechanical or plumbing work, lab equipment or fixtures, the heating, ventilation and air conditioning system of the Premises or the Building, and the roof of the Building, shall, at Landlord’s 's election, be performed by Landlord’s 's designated contractor or subcontractor at Tenant’s 's expense. If Landlord performs such work at Tenant’s requestwork, Landlord’s 's property manager shall be paid Additional Rent in an amount equal to five three percent (53%) of the cost of such work, and if or (b) Landlord does not perform such work and such work consists of Alterations that are other than Permitted Alterationswork, Landlord’s property manager shall be paid Additional Rent in an amount equal to one percent (1%) of the cost of such work. Whether or not Landlord performs such work, Landlord shall be reimbursed by Tenant for all plus, in either event, plus, in either case, the actual out-of-pocket third costs third-party review fees incurred by Landlord in connection with such workLandlord’s construction manager. If any Alterations which require Landlord’s approval are made without the prior written consent of Landlord, or which do not conform to plans and specifications approved by Landlord or to other conditions imposed by Landlord pursuant to this Section 8, Landlord may, in its sole discretion, correct or remove such Alterations at Tenant’s 's expense. Following completion of any Alterations, except with respect to cosmetic or decorative nonstructural Alterations which do not require Landlord’s approval, at Landlord’s 's request, Tenant either shall deliver to Landlord a complete set of “"as built” " plans showing the Alterations or shall reimburse Landlord for any expense incurred by Landlord in causing the Building plans to be modified to reflect the Alterations.